EX-99.1 2 a06-17058_1ex99d1.htm EX-99

 

Exhibit 99.1

Bruker BioSciences Reports Solid Revenue Growth and Improved
Earnings in Second Quarter 2006

Billerica, Massachusetts, August 1, 2006 (BUSINESS WIRE)  —  Bruker BioSciences Corporation (NASDAQ: BRKR) today reported second quarter 2006 results.  On July 1, 2006, Bruker BioSciences completed its acquisition of Bruker Optics Inc.  Due to the Laukien family majority ownership of both companies, this acquisition is required to be accounted for as a pooling of interests.  As a result of this accounting treatment, all historical periods will be restated beginning in the third quarter of 2006 as if the companies had been combined.  Presented below first are the results of operations for Bruker BioSciences excluding the results of Bruker Optics for the three and six months ended June 30, 2006 and 2005, as will be reported in the Company’s second quarter 2006 Form 10-Q.

Also presented below are combined results of operations, which present the Bruker BioSciences results described above combined with the results of Bruker Optics for the three and six months ended June 30, 2006 and 2005.  These combined historical financial statements will be presented in a footnote to the Company’s second quarter 2006 Form 10-Q, and in future 10-Q filings as the combined historical financial statements of Bruker BioSciences. They do not contain any pro forma adjustments, as was required for the Company’s Proxy Statement dated May 26, 2006.

Bruker BioSciences Results of Operations, Excluding Bruker Optics:

For the second quarter of 2006, revenue increased by 9.0% to $77.8 million, compared to revenue of $71.4 million in the second quarter of 2005.  Excluding the effects of unfavorable foreign currency translation, second quarter 2006 revenue increased by 9.6% year-over-year.  For the six months ended June 30, 2006, revenue increased 4.2% to $152.3 million, compared to $146.3 million for the same period last year.  Excluding the effects of unfavorable foreign currency translation, revenue for the six months ended June 30, 2006 increased by 8.3% year-over-year.

GAAP net income in the second quarter of 2006 was $0.5 million, or $0.01 per diluted share, compared to GAAP net income of $0.3 million, or $0.00 per diluted share, in the second quarter of 2005.  Included in second quarter 2006 GAAP net income were $0.2 million of stock-based compensation expense and $1.2 million of acquisition related charges, net of tax.  Excluding the acquisition related charges associated with the acquisition of Bruker Optics, second quarter 2006 non-GAAP net income was $1.7 million, or $0.02 per diluted share.

GAAP net income for the six months ended June 30, 2006 was $1.3 million, or $0.01 per diluted share, compared to GAAP net income of $0.7 million, or $0.01 per diluted share, during the six months ended June 30, 2005.  Included in GAAP net income for the six months ended June 30, 2006 were $0.4 million of stock-based compensation expense and $2.4 million of acquisition related charges, net of tax.  Excluding the acquisition related




charges, non-GAAP net income for the six months ended June 30, 2006 was $3.6 million, or $0.04 per diluted share.

Bruker BioSciences Combined Results of Operations, Including Bruker Optics:

For the second quarter of 2006, combined revenue increased by 12.1% to $100.5 million, compared to combined revenue of $89.3 million in the second quarter of 2005.  Excluding the effects of unfavorable foreign currency translation, second quarter 2006 combined revenue increased by 12.7% year-over-year.  For the six months ended June 30, 2006, combined revenue increased by 8.5% to $195.3 million, compared to $179.7 million for the same period last year.  Excluding the effects of unfavorable foreign currency translation, combined revenue for the six months ended June 30, 2006 increased by 12.7% year-over-year.

Combined GAAP net income in the second quarter of 2006 was $2.5 million, or $0.02 per diluted share, compared to combined GAAP net income of $1.4 million, or $0.01 per diluted share, in the second quarter of 2005.  Included in second quarter 2006 combined GAAP net income were $0.2 million of stock-based compensation expense and $2.8 million of acquisition related charges, net of tax.  Excluding the acquisition related charges, second quarter 2006 combined non-GAAP net income was $5.3 million, or $0.05 per diluted share.

Combined GAAP net income for the six months ended June 30, 2006 was $5.8 million, or $0.06 per diluted share, compared to combined GAAP net income of $2.7 million, or $0.03 per diluted share, for the six months ended June 30, 2005.  Included in combined GAAP net income for the six months ended June 30, 2006 were $0.4 million of stock-based compensation expense and $4.0 million of acquisition related charges, net of tax.  Excluding the acquisition related charges, combined non-GAAP net income for the six months ended June 30, 2006 was $9.8 million, or $0.10 per diluted share.

Comments and Analysis

Commenting on the financial results, Frank Laukien, President and CEO, said: “During the second quarter and first six months of 2006 we have experienced solid increases in revenue and also significantly improved profitability.  Excluding acquisition related charges and excluding Bruker Optics, our net income for the first six months of 2006 has increased five-fold.  Also still excluding Bruker Optics, our currency-adjusted revenue growth rate has accelerated from 7.1% in the first quarter 2006 to 9.6% in the second quarter 2006. Including Bruker Optics, our combined adjusted EBITDA reached $21.5 million for the first six months of 2006, and $46.1 million for the last twelve months ended June 30, 2006.”

William Knight, Chief Financial Officer, commented: “I am very pleased that our combined financial results, including Bruker Optics but excluding acquisition related charges, show further improved financial performance for the first six months of 2006, including currency-adjusted revenue growth of 12.7% year-over-year, increasing gross




profit margins of 46%, a decreasing effective tax rate of 43% and significantly increased combined earnings per share.  We are optimistic that for the remainder of 2006 our traditional core businesses, as well as the additional life-science and industrial market segments that we have entered via our recent acquisitions, will enable us to continue above industry-average top-line growth, as well as further improvements in combined profitability compared to 2005.”

USE OF NON-GAAP FINANCIAL MEASURES

In addition to the financial measures prepared in accordance with generally accepted accounting principles (GAAP), we use the non-GAAP measure of Adjusted EBITDA.  Adjusted EBITDA is defined as US GAAP operating income (loss) excluding depreciation and amortization expense, the write-down of demonstration equipment to net realizable value and acquisition related charges.  We believe that the inclusion of this non-GAAP measure helps investors to gain a better understanding of our core operating results and future prospects, consistent with how management measures and forecasts the Company’s performance, especially when comparing such results to previous periods or forecasts.  However, the non-GAAP financial measure included in this press release is not meant to be a better presentation or a substitute for results of operations prepared in accordance with GAAP.  Reconciliations of this non-GAAP financial measure to the most directly comparable GAAP financial measures are set forth in the accompanying tables.

EARNINGS CONFERENCE CALL

Bruker BioSciences will host an operator-assisted earnings conference call at 9 a.m. Eastern Time on Wednesday, August 2, 2006.  To listen to the webcast, investors can go to www.bruker-biosciences.com and click on the live web broadcast symbol.  The webcast will be available through the Company web site for 30 days.  Investors can also listen and participate on the telephone in the US and Canada by calling 888-339-2688, or 617-847-3007 outside the US and Canada.  Investors should refer to the Bruker BioSciences Quarterly Earnings Call.  A telephone replay of the conference call will be available one hour after the conference call by dialing 888-286-8010 in the US and Canada, or 617-801-6888 outside the US and Canada, and then entering replay pass code 91585873.

ABOUT BRUKER BIOSCIENCES

Bruker BioSciences Corporation in Billerica, Massachusetts is the parent company of Bruker AXS Inc., Bruker Daltonics Inc. and Bruker Optics, Inc.  Bruker AXS is a leading developer and provider of life science, materials research and industrial X-ray analysis tools.  Bruker Daltonics is a leading developer and provider of innovative life science tools based on mass spectrometry, and also offers a broad line of chemical, biological, radiological and nuclear (CBRN) detection products for homeland security.  Bruker Optics is a leading developer, manufacturer and provider of research, analytical and process analysis instruments and solutions based on infrared and Raman molecular




spectroscopy technology.  For more information, please visit www.bruker-biosciences.com

CAUTIONARY STATEMENT

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are based on current expectations, but are subject to a number of risks and uncertainties. The factors that could cause actual future results to differ materially from current expectations include, but are not limited to, risks and uncertainties relating to the Company’s reorganization strategies, integration risks, failure of conditions, technological approaches, product development, market acceptance, cost and pricing of the Company’s products, exposure to currency fluctuations, changes in governmental regulations, capital spending and government funding policies, FDA and other regulatory approvals to the extent applicable, competition, the intellectual property of others, patent protection and litigation. These and other factors are identified and described in more detail in our filings with the SEC, including, without limitation, our respective annual reports on Form 10-K for the year ended December 31, 2005, our most recent quarterly reports on Form 10-Q, and our current reports on Form 8-K.  We disclaim any intent or obligation to update these forward-looking statements.

Condensed consolidated statements of operations, operating business information, and balance sheets follow for Bruker BioSciences Corporation.




 

Bruker BioSciences Corporation
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS,
EXCLUDING BRUKER OPTICS (in thousands, except per share data)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Product revenue

 

$

67,373

 

$

60,723

 

$

132,330

 

$

127,547

 

Service revenue

 

10,234

 

9,977

 

19,043

 

17,732

 

Other revenue

 

233

 

668

 

877

 

1,000

 

Total revenue

 

77,840

 

71,368

 

152,250

 

146,279

 

 

 

 

 

 

 

 

 

 

 

Cost of product revenue

 

38,599

 

34,275

 

74,841

 

72,540

 

Cost of service revenue

 

5,279

 

6,548

 

10,500

 

11,815

 

Total cost of revenue

 

43,878

 

40,823

 

85,341

 

84,355

 

Gross profit margin

 

33,962

 

30,545

 

66,909

 

61,924

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

15,426

 

13,385

 

29,398

 

25,537

 

General and administrative

 

5,532

 

5,287

 

11,148

 

10,955

 

Research and development

 

10,619

 

10,962

 

20,993

 

21,982

 

Acquisition related charges

 

1,192

 

 

2,368

 

 

Total operating expenses

 

32,769

 

29,634

 

63,907

 

58,474

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

1,193

 

911

 

3,002

 

3,450

 

 

 

 

 

 

 

 

 

 

 

Interest and other income (expense), net

 

459

 

554

 

1,122

 

424

 

 

 

 

 

 

 

 

 

 

 

Income before income tax provision and minority interest in consolidated subsidiaries

 

1,652

 

1,465

 

4,124

 

3,874

 

Income tax provision

 

1,127

 

1,145

 

2,775

 

3,070

 

 

 

 

 

 

 

 

 

 

 

Income before minority interest in consolidated subsidiaries

 

525

 

320

 

1,349

 

804

 

Minority interest in consolidated subsidiaries

 

45

 

36

 

93

 

103

 

Net income

 

$

480

 

$

284

 

$

1,256

 

$

701

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.01

 

$

0.00

 

$

0.01

 

$

0.01

 

Diluted

 

$

0.01

 

$

0.00

 

$

0.01

 

$

0.01

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

90,080

 

89,472

 

90,054

 

89,471

 

Diluted

 

90,493

 

89,599

 

90,403

 

89,591

 

 




 

Bruker BioSciences Corporation
COMBINED CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS, INCLUDING BRUKER OPTICS (in thousands, except per share data)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Product revenue

 

$

88,381

 

$

76,756

 

$

172,222

 

$

158,018

 

Service revenue

 

11,853

 

11,829

 

22,224

 

20,563

 

Other revenue

 

249

 

731

 

893

 

1,096

 

Total revenue

 

100,483

 

89,316

 

195,339

 

179,677

 

 

 

 

 

 

 

 

 

 

 

Cost of product revenue

 

47,850

 

41,327

 

92,562

 

86,405

 

Cost of service revenue

 

6,433

 

7,785

 

12,820

 

13,522

 

Total cost of revenue

 

54,283

 

49,112

 

105,382

 

99,927

 

Gross profit margin

 

46,200

 

40,204

 

89,957

 

79,750

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

20,900

 

17,999

 

39,732

 

34,576

 

General and administrative

 

6,473

 

6,120

 

13,080

 

12,504

 

Research and development

 

12,285

 

12,486

 

24,560

 

25,025

 

Acquisition related charges

 

3,692

 

 

4,868

 

 

Total operating expenses

 

43,350

 

36,605

 

82,240

 

72,105

 

Operating income

 

2,850

 

3,599

 

7,717

 

7,645

 

 

 

 

 

 

 

 

 

 

 

Interest and other income (expense), net

 

2,333

 

(355

)

4,014

 

(495

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income before income tax provision and minority interest in consolidated subsidiaries

 

5,183

 

3,244

 

11,731

 

7,150

 

Income tax provision

 

2,614

 

1,845

 

5,854

 

4,372

 

 

 

 

 

 

 

 

 

 

 

Income before minority interest in consolidated subsidiaries

 

2,569

 

1,399

 

5,877

 

2,778

 

Minority interest in consolidated subsidiaries

 

45

 

35

 

93

 

103

 

Net income

 

$

2,524

 

$

1,364

 

$

5,784

 

$

2,675

 

 

 

 

 

 

 

 

 

 

 

Net income per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.02

 

$

0.01

 

$

0.06

 

$

0.03

 

Diluted

 

$

0.02

 

$

0.01

 

$

0.06

 

$

0.03

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

101,456

 

100,847

 

101,430

 

100,847

 

Diluted

 

101,869

 

100,974

 

101,779

 

100,966

 

 




 

Bruker BioSciences Corporation
SELECTED BUSINESS INFORMATION, EXCLUDING BRUKER OPTICS
(in thousands)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Total revenue

 

$

77,840

 

$

71,368

 

$

152,250

 

$

146,279

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

1,193

 

$

911

 

$

3,002

 

$

3,450

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

1,789

 

2,583

 

3,914

 

4,852

 

Write-down of demonstration equipment

 

1,702

 

1,904

 

3,208

 

3,628

 

Acquisition related charges

 

1,192

 

 

2,368

 

 

Adjusted EBITDA

 

$

5,876

 

$

5,398

 

$

12,492

 

$

11,930

 

 




 

Bruker BioSciences Corporation
SELECTED BUSINESS INFORMATION, INCLUDING BRUKER OPTICS
(in thousands)

 

 

 

Three Months Ended June 30,

 

Six Months Ended June 30,

 

 

 

2006

 

2005

 

2006

 

2005

 

Total revenue

 

$

100,483

 

$

89,316

 

$

195,339

 

$

179,677

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

2,850

 

$

3,599

 

$

7,717

 

$

7,645

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

2,581

 

3,283

 

5,075

 

5,852

 

Write-down of demonstration equipment

 

2,002

 

2,205

 

3,808

 

4,228

 

Acquisition related charges

 

3,692

 

 

4,868

 

 

Adjusted EBITDA

 

$

11,125

 

$

9,087

 

$

21,468

 

$

17,725

 

 




 

Bruker BioSciences Corporation
CONDENSED CONSOLIDATED BALANCE SHEETS, EXCLUDING BRUKER
OPTICS (in thousands)

 

 

 

June 30,

 

December 31,

 

 

 

2006

 

2005

 

 

 

(unaudited)

 

 

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and short-term investments

 

$

96,596

 

$

99,578

 

Accounts receivable, net

 

61,709

 

53,744

 

Due from affiliated companies

 

2,678

 

4,860

 

Inventories

 

103,174

 

96,333

 

Other current assets

 

11,879

 

11,094

 

Total current assets

 

276,036

 

265,609

 

 

 

 

 

 

 

Property and equipment, net

 

74,864

 

72,336

 

Intangible and other assets

 

28,826

 

22,942

 

 

 

 

 

 

 

Total assets

 

$

379,726

 

$

360,887

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Short-term borrowings

 

$

9,613

 

$

8,002

 

Accounts payable

 

12,340

 

14,118

 

Due to affiliated companies

 

3,472

 

3,857

 

Other current liabilities

 

90,965

 

85,551

 

Total current liabilities

 

116,390

 

111,528

 

 

 

 

 

 

 

Long-term debt

 

21,969

 

21,423

 

Other long-term liabilities

 

22,969

 

19,901

 

Minority interest in subsidiaries

 

324

 

233

 

 

 

 

 

 

 

Total shareholders’ equity

 

218,074

 

207,802

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

379,726

 

$

360,887

 

 




 

FOR FURTHER INFORMATION:

 

Michael Willett, Investor Relations Officer

 

 

Tel: (978) 663-3660, ext. 1411

 

 

Email: ir@bruker-biosciences.com