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): November 1, 2017

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 November 1, 2017, AtriCure, Inc.issued a press release regarding its financial results for the thirdquarter ended September 30, 2017. The Company will hold a conference call on November 1, 2017 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
99.1	Press Release dated November 1, 2017relating tofinancial results for the third quarter ended September 30, 2017

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:	November 1, 2017	By:	/s/ M. Andrew Wade
			M. Andrew Wade
			Senior Vice President and Chief Financial Officer

EX-99.1

	Exhibit 99.1

For immediate release

November 1, 2017

AtriCure Reports Third Quarter 2017 Financial Results

· Worldwide revenue of $42.2 million – an increase of 9.9% year over year

· U.S. revenue of $33.4 million – an increase of 9.2% year over year

· International revenue of $8.8 million – an increase of 12.8% year over year

MASON, Ohio, November 1, 2017 – AtriCure, Inc.  (Nasdaq: ATRC), a leading innovator in treatments for atrial fibrillation (Afib) and left atrial appendage (LAA) management, today announced third quarter 2017 financial results.

“Our third quarter was marked by several accomplishments, and our revenue results reflect mixed performance across our business and meaningful weather related disruption. That said, we feel this is a relatively transient issue, and our bottom line was better than expected,” said Mike Carrel, President and Chief Executive Officer of AtriCure. “Additionally, we made great progress in our clinical programs and new product introductions for the minimally invasive markets, including the roll-out of AtriClip ProV and significant enrollment in CONVERGE, that will enable us to continue to expand our reach and positively impact patient outcomes worldwide.”  

Third Quarter 2017 Financial Results 

Revenue for the third quarter of 2017 was $42.2 million, an increase of $3.8 million or 9.9% (9.3% on a constant currency basis), compared to third quarter 2016 revenue. U.S. revenue increased 9.2% to $33.4 million, driven by increased sales of ablation-related open-heart products, ablation-related minimally invasive products and AtriClip®products. International revenue was $8.8 million, an increase of $1.0 million or 12.8% (9.5% on a constant currency basis), compared to third quarter 2016 revenue.

Gross profit for the third quarter of 2017 was $30.9 million compared to $27.5 million for the third quarter of 2016. Gross margin for the third quarter of 2017 increased to 73.4% compared to 71.7% in the third quarter of 2016.

Operating expenses for the third quarter of 2017 increased 11.9%, or $4.0 million, compared to the third quarter of 2016. The increase in operating expenses was driven primarily by an increase in selling and training related expenses.

Loss from operations for the third quarter of 2017 was $6.8 million, compared to $6.3 million for the third quarter of 2016. Net loss per share was $0.22 for the third quarter of 2017 and $0.21 for the third quarter of 2016.

Adjusted EBITDA, a non-GAAP measure, was a loss of $1.0 million for the third quarters of both 2017 and 2016 (see reconciliation of GAAP results to non-GAAP results in the table accompanying this release).

Updated 2017 Financial Guidance

Management projects 2017 revenue growth of approximately 11% to 13% over full year 2016 at current exchange rates, a range of $172 million to $175 million, which is $43.5 million to $46.5 million for the fourth quarter.

Adjusted EBITDA, a non-GAAP measure, is projected to be a loss in the range of $4 million to $6 million. Net loss per share is projected to be in the range of $0.94 to $1.04. The Company continues to expect positive adjusted EBITDA for full year 2018.

Conference Call

AtriCure will host a conference call at 4:30 p.m. Eastern Time on Wednesday, November 1, 2017 to discuss its third quarter 2017 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 66481143. 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.

AboutAtriCure

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 100,000 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.

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 September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
United States Revenue:
Open-heart ablation	$	15,351	$	14,766	$	47,846	$	43,455
Minimally invasive ablation		9,049		7,517		26,056		22,232
AtriClip		8,471		7,721		26,636		21,917
Total ablation and AtriClip		32,871		30,004		100,538		87,604
Valve tools		523		571		1,658		2,115
Total United States		33,394		30,575		102,196		89,719
International Revenue:
Open-heart ablation		5,255		5,152		15,519		15,062
Minimally invasive ablation		1,766		1,533		5,859		5,883
AtriClip		1,653		994		4,825		2,883
Total ablation and AtriClip		8,674		7,679		26,203		23,828
Valve tools		82		86		255		405
Total international		8,756		7,765		26,458		24,233
Total revenue		42,150		38,340		128,654		113,952
Cost of revenue		11,232		10,868		35,174		31,748
Gross profit		30,918		27,472		93,480		82,204
Operating expenses:
Research and development expenses		7,966		8,271		26,423		25,958
Selling, general and administrative expenses		29,799		25,487		89,901		79,689
Total operating expenses		37,765		33,758		116,324		105,647
Loss from operations		(6,847)		(6,286)		(22,844)		(23,443)
Other expense, net		(373)		(495)		(1,402)		(1,246)
Loss before income tax expense		(7,220)		(6,781)		(24,246)		(24,689)
Income tax expense		26		2		66		24
Net loss	$	(7,246)	$	(6,783)	$	(24,312)	$	(24,713)
Basic and diluted net loss per share	$	(0.22)	$	(0.21)	$	(0.75)	$	(0.78)
Weighted average shares used in computing net loss per share:
Basic and diluted		32,576		31,706		32,297		31,547

ATRICURE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
(Unaudited)
	September 30,		December 31,
	2017		2016
Assets
Current assets:
Cash, cash equivalents, and short-term investments	$	34,386	$	44,009
Accounts receivable, net		22,580		21,094
Inventories		22,565		17,660
Other current assets		2,615		2,954
Total current assets		82,146		85,717
Property and equipment, net		29,267		29,995
Long-term investments		—		3,000
Goodwill and intangible assets, net		156,362		157,388
Other noncurrent assets		676		321
Total assets	$	268,451	$	276,421
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued liabilities	$	28,979	$	27,140
Other current liabilities and current maturities of capital leases and long-term debt		7,093		1,688
Total current liabilities		36,072		28,828
Capital leases		12,910		13,319
Long-term debt		18,689		23,886
Other noncurrent liabilities		41,861		41,946
Total liabilities		109,532		107,979
Stockholders' equity:
Common stock		34		33
Additional paid-in capital		382,181		367,851
Accumulated other comprehensive loss		(10)		(468)
Accumulated deficit		(223,286)		(198,974)
Total stockholders' equity		158,919		168,442
Total liabilities and stockholders' equity	$	268,451	$	276,421

ATRICURE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
	Nine Months Ended September 30,
	2017		2016
Cash flows from operating activities:
Net loss	$	(24,312)	$	(24,713)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation expense		10,947		8,796
Depreciation and amortization of intangible assets		6,857		6,858
Amortization of deferred financing costs		198		152
Loss on disposal of property and equipment		95		107
Realized gain from foreign exchange on intercompany transactions		(163)		(23)
Amortization/accretion on investments		42		96
Change in allowance for doubtful accounts		(149)		142
Changes in operating assets and liabilities
Accounts receivable		(1,030)		(1,777)
Inventories		(4,632)		(1,234)
Other current assets		477		136
Accounts payable and accrued liabilities		1,587		(4,228)
Other noncurrent assets and liabilities		(389)		(192)
Net cash used in operating activities		(10,472)		(15,880)
Cash flows from investing activities:
Purchases of available-for-sale securities		(12,769)		(27,395)
Maturities of available-for-sale securities		20,600		14,602
Purchases of property and equipment		(5,135)		(6,102)
Proceeds from sale of property and equipment		—		3
Net cash provided by (used in) investing activities		2,696		(18,892)
Cash flows from financing activities:
Proceeds from debt borrowings		—		25,000
Payments on capital leases		(365)		(343)
Payment of debt fees		(50)		(120)
Proceeds from stock option exercises		4,170		2,595
Shares repurchased for payment of taxes on stock awards		(1,991)		(1,078)
Proceeds from issuance of common stock under employee   stock purchase plan		1,205		987
Net cash provided by financing activities		2,969		27,041
Effect of exchange rate changes on cash and cash equivalents		43		74
Net decrease in cash and cash equivalents		(4,764)		(7,657)
Cash and cash equivalents - beginning of period		24,208		23,764
Cash and cash equivalents - end of period	$	19,444	$	16,107
Supplemental cash flow information:
Cash paid for interest	$	1,497	$	1,043
Cash paid for income taxes		37		30
Non-cash investing and financing activities:
Accrued purchases of property and equipment		263		243
Assets acquired through capital lease		2		125
Capital lease asset early termination		—		28

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 September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
Net loss, as reported	$	(7,246)	$	(6,783)	$	(24,312)	$	(24,713)
Income tax expense		26		2		66		24
Other expense, net (a)		373		495		1,402		1,246
Depreciation and amortization expense		2,267		2,358		6,857		6,858
Share-based compensation expense		3,622		2,927		10,947		8,796
Non-GAAP adjusted loss (adjusted EBITDA)	$	(958)	$	(1,001)	$	(5,040)	$	(7,789)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2017		2016		2017		2016
(a)  Other includes:
Net interest expense	$	518	$	463	$	1,534	$	1,100
(Gain) loss due to exchange rate fluctuation		(145)		32		(132)		146
Other expense, net	$	373	$	495	$	1,402	$	1,246

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