-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BqKa0QH8gR7VEaUx4GCjnyqv0xFMDPGvUxfX2+1nJdJVWoDJoioaH8/w07VJDsC8 PfbThK7oFrurVDraLtHtbQ== 0001157523-10-006749.txt : 20101109 0001157523-10-006749.hdr.sgml : 20101109 20101109071523 ACCESSION NUMBER: 0001157523-10-006749 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101109 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20101109 DATE AS OF CHANGE: 20101109 FILER: COMPANY DATA: COMPANY CONFORMED NAME: THERAGENICS CORP CENTRAL INDEX KEY: 0000795551 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 581528626 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14339 FILM NUMBER: 101174345 BUSINESS ADDRESS: STREET 1: 5203 BRISTOL INDUSTRIAL WAY CITY: BUFORD STATE: GA ZIP: 30518 BUSINESS PHONE: 7702710233 MAIL ADDRESS: STREET 1: 5203 BRISTOL INDUSTRIAL WAY CITY: BUFORD STATE: GA ZIP: 30518 FORMER COMPANY: FORMER CONFORMED NAME: NUCLEAR MEDICINE INC DATE OF NAME CHANGE: 19860902 8-K 1 a6503166.htm THERAGENICS CORPORATION 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: November 9, 2010

THERAGENICS CORPORATION®

(Exact name of registrant as specified in charter)


Delaware

001-14339

58-1528626

(State of incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)


5203 Bristol Industrial Way

 

Buford, Georgia 30518

 

(Address of principal executive offices / Zip Code)

(770) 271-0233

(Registrant's telephone number, including area code)


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 November 9, 2010, Theragenics Corporation (the “Company”) issued a press release regarding its consolidated financial results for the quarter ended September 30, 2010. The Company's press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K and the Exhibit attached hereto 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, regardless of any general incorporation language in such filing.


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 thereunto duly authorized.


 

Theragenics Corporation

 
 
(Registrant)
 
 

Dated:

November 9, 2010

 
 
By:

/s/ M. Christine Jacobs

M. Christine Jacobs

Chief Executive Officer


EXHIBIT INDEX

Exhibit No.

Description

 
99.1

Press Release, dated November 9, 2010 of Theragenics Corporation.

EX-99.1 2 a6503166-ex991.htm EXHIBIT 99.1

Exhibit 99.1

Theragenics® Reports Revenue & Earnings for Third Quarter 2010

Third Quarter Consolidated Revenue 6% over 2009

Organic Revenue Growth in both Surgical Products & Brachytherapy Segments

BUFORD, Ga.--(BUSINESS WIRE)--November 9, 2010--Theragenics Corporation (NYSE: TGX), a medical device company serving the surgical products and prostate cancer treatment markets, today announced consolidated financial results for the third quarter ended September 30, 2010.

Highlights

 

Three Months
Ended 9/30/10

   

Nine Months
Ended 9/30/10

Consolidated Revenue $20.4 million $61.5 million
EPS $0.02 $0.05
Adjusted EBITDA $3.2 million $9.2 million
Cash flow from operations $2.2 million $5.3 million
 
  • Surgical products segment revenue increased 8% in the third quarter of 2010 over 2009.
  • Brachytherapy segment revenue increased 2% in the third quarter of 2010 over 2009, with product sales up $7,000 and license fees up $91,000 over third quarter of 2009.
  • Capital expenditures were $944,000 in the third quarter and $8.0 million year-to-date, primarily reflecting our investments in our new specialty needle manufacturing facility and our corporate-wide information technology (“IT”) initiative. Construction of the new facility was completed in the third quarter. We expect to make remaining payments of less than $500,000 in the fourth quarter related to the construction.
  • We completed the move into the new specialty needle manufacturing facility in the third quarter of 2010. Moving related expenses were $433,000 in the third quarter and $570,000 year-to-date. No further significant moving related expenses are expected to be incurred.
  • Our legal action to enforce certain non-compete agreements and protect our trade secrets continued in the third quarter of 2010, and was settled on October 28, 2010. Other than releases provided by all parties, no other consideration is required from Theragenics under the terms of the settlement. Legal costs related to this action totaled $37,000 in the third quarter and $609,000 year-to-date. Additional legal costs related to settling this matter will be incurred in the fourth quarter.
  • At September 30, 2010 we had cash, cash equivalents, and marketable securities of $40.0 million and outstanding borrowings under our credit agreement of $27.8 million for a net positive cash position of $12.2 million.

Consolidated Results

Consolidated revenue for third quarter 2010 was $20.4 million, an increase of 6% over third quarter 2009. Year-to-date, consolidated revenue was $61.5 million, an increase of 3% over the 2009 period.

Net income for the third quarter was $771,000 or $0.02 per share compared to $799,000 or $0.02 per share in 2009. For the nine-month period, net income was $1.7 million or $0.05 per share compared to $2.7 million or $0.08 per share in 2009. The operating results for each of our business segments are discussed below.

Segment Results

Surgical Products Segment

Revenue in our surgical products segment was $14.5 million in third quarter 2010 and $43.9 million in the nine-month period, an increase of 8% in the quarter and 9% for the year-to-date period, as compared to 2009. Operating income in our surgical products segment was $154,000 for the third quarter of 2010 compared to $623,000 in 2009. For the nine-month period, operating income was $152,000 compared to $1.5 million in 2009. Our gross profit margins continue to be lower in the 2010 periods. Also affecting our 2010 results as compared to 2009 were legal fees incurred related to our lawsuit to enforce certain non-compete agreements with the former owner of CP Medical. Those legal fees totaled $37,000 in the third quarter and $609,000 in the year-to-date period. We also incurred moving related expenses during 2010 for the move to our new specialty needle manufacturing facility. Moving related expenses totaled $433,000 in the third quarter and $570,000 in the year to date period.

Brachytherapy Seed Segment

Revenue in our brachytherapy segment increased 2% in third quarter 2010 and decreased 8% in the year-to-date period compared to the 2009 periods. Product sales in the third quarter were essentially flat compared with 2009 at $5.8 million, while brachytherapy license fees of $385,000 increased $91,000 over 2009. Operating income was $1.1 million in third quarter 2010 compared to $972,000 in 2009. For the nine-month period, operating income was $3.2 million compared to $3.4 million in 2009.

“We delivered 6% organic revenue growth on a consolidated basis in the third quarter,” stated M. Christine Jacobs, Chairman and CEO. “Our surgical products segment continued to deliver growth, and our brachytherapy segment also recorded revenue growth in the third quarter.”

“We haven’t seen year over year growth in our brachytherapy segment product sales in five years,” said Ms. Jacobs. “Agreements in 2010 with new distributors, Core Oncology and, more recently, Oncura, contributed to this growth. We’ve gained market share, which buoyed us in the third quarter. Sales to our two new distributors helped to outstrip the declines caused by a continued year over year industry wide decline in procedures. We believe similar opportunities for gaining market share continue to exist in this industry.”


Ms. Jacobs continued, “Our surgical products business continued to deliver impressive organic revenue growth not only this quarter but every quarter throughout the last two years. This growth continued in the midst of a protracted recession and a changing healthcare environment. In our surgical products segment, customer behavior will continue to be difficult to predict. Uncertainties surrounding healthcare reform will persist. Potential changes to FDA and other regulations may affect customer and product development initiatives. Macroeconomic issues generally will continue to provide challenges. Despite these forward and ongoing headwinds we have delivered consistent revenue growth.”

Ms. Jacobs concluded, “Customer demand in our surgical products business remains solid. Our brachytherapy business delivered revenue growth and continued its profitability. We believe our fundamentals and long-term outlook remain strong.”

Tables I and II to this press release contain condensed consolidated statements of earnings and balance sheets. Segment information, including revenue and operating income by segment are summarized in Table III. Table IV includes a reconciliation of GAAP reported net earnings to net earnings before interest, taxes, depreciation, amortization and share-based compensation (Adjusted EBITDA).

Theragenics will host a conference call today at 11:00 a.m. Eastern Time. To access the call, dial 877-407-4019 or 201-689-8337. This call is also being broadcast live over the Internet, and a recording will be available for one month on our website. To access the webcast, log on to www.theragenics.com and select Investor Relations followed by selecting “Company Presentations.” You also can access a phone replay of the call until midnight, November 16, 2010 by dialing 877-660-6853 or 201-612-7415, and entering the account # 372 and replay ID 359818.

Theragenics Corporation (NYSE: TGX) operates two business segments: its surgical products business and its brachytherapy seed business. The surgical products business (www.cpmedical.com, www.galtmedical.com, www.needletech.com) manufactures and distributes wound closure, vascular access, and specialty needle products. Wound closure products include sutures, needles and other surgical products. Vascular access includes introducers, guidewires and related products. Specialty needles include coaxial, biopsy, spinal and disposable veress needles, access trocars, and other needle-based products. The surgical products segment serves a number of markets and applications, including, among other areas, interventional cardiology, interventional radiology, vascular surgery, orthopedics, plastic surgery, dental surgery, urology, veterinary medicine, pain management, endoscopy, and spinal surgery. The brachytherapy business manufactures and markets its premier product, the palladium-103 TheraSeed® device (www.theraseed.com) and I-Seed, an iodine-125 based device, which are used primarily in the minimally invasive treatment of localized prostate cancer. The terms “Company,” “we,” “us,” or “our” mean Theragenics Corporation and all entities included in our consolidated financial statements. For additional information, call our Investor Relations Department at (800) 998-8479 or visit www.theragenics.com.


This press release contains disclosure of earnings before interest, taxes, depreciation, amortization and share- based compensation (which we refer to as “Adjusted EBITDA”), which is a non-GAAP financial measure. We believe Adjusted EBITDA provides an additional and meaningful assessment of our ongoing results and performance. Because we have historically reported what we currently refer to as Adjusted EBITDA, we also believe that the inclusion of this non-GAAP measure provides consistency in our financial reporting and facilitates investors' understanding of our historic operating trends by providing an additional basis for comparisons to prior periods. In addition to measures such as net income and operating income as calculated and presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), we utilize Adjusted EBITDA 1) to establish financial and operational goals; 2) to monitor our actual performance in relation to our business plan and operating budgets; 3) to understand key trends; 4) to make operational decisions and allocate resources; and 4) as part of several components we consider in determining incentive compensation. We believe presentation of Adjusted EBITDA provides supplemental information that is helpful to an understanding of the operating results of our businesses and period-to-period comparisons of performance. However, we recognize that the use of non-GAAP measures has limitations, including the fact that they may not be directly comparable with similar non-GAAP financial measures used by other companies. We compensate for these limitations by providing a reconciliation to the most directly comparable GAAP financial measure. All non-GAAP financial measures are intended to supplement the applicable GAAP disclosures and should not be considered in isolation from, or as substitute for, financial information prepared in accordance with GAAP. For a reconciliation of non-GAAP measures from GAAP reported amounts, please see the supplemental information included with this press release.

This press release contains forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, the accuracy of which is necessarily subject to risks and uncertainties, including, without limitation, statements regarding construction expenses, future growth, opportunities and investments, and anticipated positive results in general. From time to time we may make other forward-looking statements relating to other matters, including without limitation, research and development plans, investment in our surgical products business, investments in IT systems and expectations for new distributors. Actual results may differ materially due to a variety of factors, including, among other things, uncertainties related to the integration of acquired companies into our organization, the timing and the ability to capitalize on opportunities for investment and growth within our surgical products business, ability to recognize value from areas of shared expertise among our businesses, risks and uncertainties related to competition within the medical device industry, development and growth of new applications within our markets and, more broadly, medical devices, competition from other companies within our markets and from other methods of treatments, new product development cycles, effectiveness and execution of marketing and sales programs, changes in product pricing, changes in costs of materials used in production processes, changes in the ordering patterns of our customers, continued acceptance and demand for our products by the markets in which we operate, introduction and/or availability of competitive products by others, potential changes in third-party reimbursement, including Medicare reimbursement as administered by the Centers for Medicare and Medicaid Services (CMS), implementation of new legislation by CMS, physician training, third-party distribution agreements, ability to execute on acquisition opportunities on favorable terms and successfully integrate any acquisitions, potential changes in applicable tax rates, legislative changes to healthcare markets and industries such as the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act (including provisions such as the medical device tax), uncertainties related to the credit and investment markets and other factors set forth from time to time in our filings with the Securities and Exchange Commission.

All forward looking statements and cautionary statements included in this document are made as of the date hereof based on information available to us as of the date hereof, and we assume no obligation to update any forward looking statement or cautionary statement.


TABLE I

THERAGENICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited)

(In thousands except per share data)

 
  Three Months Ended   Nine Months Ended
9/30/10   10/4/09 9/30/10   10/4/09
Product sales $ 20,024 $ 19,036 $ 60,424 $ 58,772
Licensing and fee income   388     308     1,083     868  
Total revenue 20,412 19,344 61,507 59,640
Cost of sales   11,919     10,783     36,343     33,235  
Gross profit 8,493 8,561 25,164 26,405
Operating expenses:
Selling, general & administrative 5,889 5,607 17,911 17,145
Amortization of purchased intangibles 728 853 2,379 2,595
Research & development 529 521 1,383 1,712
Loss on disposal of equipment   72     1     111     3  
  7,218     6,982     21,784     21,455  
Operating income 1,275 1,579 3,380 4,950
Non-operating items:
Interest income 27 6 69 23
Interest expense (257 ) (362 ) (796 ) (647 )
Other   -     2     49     1  
  (230 )   (354 )   (678 )   (623 )
Earnings before income taxes 1,045 1,225 2,702 4,327
Income tax expense   274     426     1,005     1,650  
Net earnings $ 771   $ 799   $ 1,697   $ 2,677  
Earnings per share:
Basic $ 0.02 $ 0.02 $ 0.05 $ 0.08
Diluted $ 0.02   $ 0.02   $ 0.05   $ 0.08  
Weighted average shares:
Basic 33,276 33,161 33,252 33,136
Diluted 33,407 33,244 33,430 33,208
 

TABLE II

THERAGENICS CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In thousands)

 
Assets   September 30, 2010   December 31, 2009

Cash, cash equivalents & marketable securities

$

39,993

$

45,326

Trade accounts receivable, net 10,863 8,999
Inventories, net 13,844 11,636
Deferred income tax asset 1,312 1,096
Refundable income taxes - 645
Prepaid expenses & other current assets   615   857
Total current assets 66,627 68,559
Property and equipment, net 37,263 31,999
Intangible assets 13,035 15,464
Other long-term assets   85   86
Total assets $ 117,010 $ 116,108
 
Liabilities & Shareholders’ Equity
Accounts payable & accrued expenses $ 7,373 $ 5,639
Short-term borrowings   3,333   3,333
Total current liabilities 10,706 8,972
 
Long-term debt 24,500 27,000
Deferred income tax liability 813 1,365
Other long-term liabilities   1,210   1,118
Total long-term liabilities 26,523 29,483
 
Shareholders’ equity   79,781   77,653
Total liabilities & shareholders’ equity $ 117,010 $ 116,108
 

TABLE III

THERAGENICS CORPORATION AND SUBSIDIARIES

SEGMENT INFORMATION (UNAUDITED)

(In thousands)

 
  Quarter Ended     Nine Months Ended
9/30/10   10/4/09 9/30/10   10/4/09
Revenue
Surgical products $ 14,472 $ 13,354 $ 43,937 $ 40,170
Brachytherapy seed   6,149     6,051     18,029     19,643  
20,621 19,405 61,966 59,813

Intersegment Eliminations

 

  (209 )   (61 )   (459 )   (173 )
Consolidated $ 20,412   $ 19,344   $ 61,507   $ 59,640  
Quarter Ended Nine Months Ended
9/30/10 10/4/09 9/30/10 10/4/09
Operating income
Surgical products $ 154 $ 623 $ 152 $ 1,506
Brachytherapy seed   1,127     972     3,246     3,449  
1,281 1,595 3,398 4,955

Intersegment Eliminations

 

  (6 )   (16 )   (18 )   (5 )
Consolidated $ 1,275   $ 1,579   $ 3,380   $ 4,950  
 

TABLE IV

THERAGENICS CORPORATION AND SUBSIDIARIES

RECONCILIATION OF NON GAAP FINANCIAL MEASURES (Unaudited)

(In thousands)

 

EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION, AMORTIZATION, AND SHARE-BASED COMPENSATION

(ADJUSTED EBITDA)

 
  Three Months Ended   Nine Months Ended
9/30/10   10/4/09 9/30/10   10/4/09
Net earnings, U.S. GAAP $ 771 $ 799 $ 1,697 $ 2,677
Income tax expense 274 426 1,005 1,650
Interest income (27 ) (6 ) (69 ) (23 )
Interest expense 257 362 796 647

Other non-operating income/expense

  -     (2 )   (49 )   (1 )
Operating income 1,275 1,579 3,380 4,950
Depreciation and amortization 1,808 1,741 5,431 5,185
Share-based compensation   136     100     397     397  
Adjusted EBITDA (a) $ 3,219   $ 3,420   $ 9,208   $ 10,532  
 

(a) Represents a non-GAAP financial measure. See page 4 of this press release for information on non-GAAP financial measures. The Company currently refers to earnings before interest, taxes, depreciation, amortization and share based compensation as “Adjusted EBITDA.”

CONTACT:
Theragenics Corporation
Frank Tarallo, 800-998-8479 or 770-271-0233
CFO & Treasurer
or
Lisa Rassel, 800-998-8479 or 770-271-0233
Manager of Investor Relations
www.theragenics.com

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