-----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, APucQaNUgX09j/hPQXDnIHt6omRCErbCZE1xGG0ARJEGw+O13Fv1U2UDd/qfIz5i Q1plXLJjcmhA7ZtZKEbTUA== 0001157523-06-008168.txt : 20060808 0001157523-06-008168.hdr.sgml : 20060808 20060808162307 ACCESSION NUMBER: 0001157523-06-008168 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060808 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060808 DATE AS OF CHANGE: 20060808 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABIOMED INC CENTRAL INDEX KEY: 0000815094 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 042743260 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09585 FILM NUMBER: 061013437 BUSINESS ADDRESS: STREET 1: 22 CHERRY HILL DR CITY: DANVERS STATE: MA ZIP: 01923 BUSINESS PHONE: 9787775410 MAIL ADDRESS: STREET 1: 22 CHERRY HILL DRIVE CITY: DANVERS STATE: MA ZIP: 01923 8-K 1 a5205375.txt ABIOMED, INC. 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: August 8, 2006 - -------------------------------------------------------------------------------- (Date of earliest event reported) ABIOMED, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 04-2743260 (State or other Jurisdiction (IRS Employer of Incorporation) Identification Number) 0-20584 (Commission File Number) 22 Cherry Hill Drive Danvers, MA 01923 (Address of Principal Executive Offices, including Zip Code) (978) 777-5410 (Registrant's Telephone Number, including Area Code) 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: [ ] 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 August 8, 2006 we issued a press release reporting our financial results for our fiscal quarter ended June 30, 2006. A copy of the press release is set forth as exhibit 99.01 and is incorporated herein by reference. The information contained in this report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 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 Securities Act of 1934, whether made before or after the date hereof and regardless of any general incorporation language in such filing, except as expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits (d) Exhibits 99.01 Press release dated August 8, 2006. 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. ABIOMED, Inc. By: /s/ Daniel J. Sutherby ------------------------- Daniel J. Sutherby Chief Financial Officer Date: August 8, 2006 Exhibit Index Exhibit Number Description - -------------- ----------- 99.01 Press release dated August 8, 2006. EX-99.01 2 a5205375ex99_01.txt EXHIBIT 99.01 Exhibit 99.01 Abiomed Announces Fiscal First Quarter 2007 Results with Revenues up 55% to $13 Million; Revenue for Console Sales Grew 398% DANVERS, Mass.--(BUSINESS WIRE)--Aug. 8, 2006--Abiomed, Inc. (NASDAQ: ABMD) today announced financial results for its first fiscal 2007 quarter ended June 30, 2006. Revenue for the quarter was $13 million, up 55% compared to revenue of $8.4 million in the first quarter of fiscal 2006. Recent operating highlights and financial results for the first fiscal quarter of 2007 as compared to the first fiscal quarter of 2006 included: -- Revenue from console sales (AB5000 and Impella) grew 398% and rentals of AB5000 consoles continued to expand with double digit new agreements. -- A record number of patients placed on AB5000 Circulatory Support worldwide. -- 16 of the top 20 U.S. News and World Report Heart Centers have now purchased Abiomed's AB5000. -- Revenue from disposables increased 35%. -- Gross margins for the first fiscal quarter of 2007 were 73%. -- Sales and clinical headcount increased to 49, up approximately 58% over last year, with 4 global new hires added during the quarter. -- The Company's Impella 2.5 and 5.0 minimally invasive cardiovascular support systems received conditional approval for pilot trials in the United States. -- The first fiscal quarter of 2007 reported net loss was $6.1 million, or $.23 per share, including stock option expense of $1.6 million and an in-process research and development (IPR&D) charge of $0.8 million. The aggregate effect during the first quarter of fiscal 2007 of stock option expense and the IPR&D charge was expenses of $2.4 million, or $.09 per share. "We made excellent progress on our strategic goals as we increased global distribution and continued to generate momentum to establish recovery as the standard of care for acute heart failure," said Michael R. Minogue, Chairman, CEO and President of Abiomed. The Company is updating its revenue guidance for fiscal 2007 to $52 million, or approximately 20% growth, up from its previous guidance of a range between $49 million to $52 million. Financial information for the first quarter of fiscal 2007 is attached to this press release. CONFERENCE CALL AND WEBCAST INFORMATION Abiomed will host a conference call to discuss the first quarter results on August 8, 2006, at 5:00 p.m. ET. Michael R. Minogue, Chairman, Chief Executive Officer and President, and Daniel J. Sutherby, Chief Financial Officer, will host the conference call. To listen to the call live, please tune into the webcast via www.abiomed.com or dial 800-289-0494; the international number is 913-981-5520. A replay of this conference call will be available beginning at 8:15 p.m ET on August 8, 2006, through 11:59 p.m. ET Sunday, August 13, 2006. The replay phone number is 888-203-1112; the international number is 719-457-0820. The replay access code is 7544547. ABOUT ABIOMED Based in Danvers, Massachusetts, Abiomed, Inc. is a leading developer, manufacturer and marketer of medical products designed to assist or replace the pumping function of the failing heart. Abiomed currently manufactures and sells the AB5000(TM) Circulatory Support System and the BVS(R) 5000 Biventricular Support System for the temporary support of all patients with failing but potentially recoverable hearts. In Europe, Abiomed offers the IMPELLA(R) RECOVER(R) minimally invasive cardiovascular support systems under CE Mark approval. The IMPELLA(R) 5.0 and 2.5 are investigational devices limited by Federal Law solely to investigational use in the United States. Other IMPELLA devices are not yet available for sale in the United States. The Company's AbioCor(R) Implantable Replacement Heart was the subject of an initial clinical trial under an Investigational Device Exemption from the United States Food and Drug Administration. The AbioCor has not been approved for commercial distribution, and is not available for use or sale outside of the initial clinical trial. For additional information please visit: www.abiomed.com. FORWARD-LOOKING STATEMENTS This Release contains forward-looking statements, including statements regarding development of Abiomed's existing and new products, the Company's progress toward commercial growth, and future opportunities. The Company's actual results may differ materially from those anticipated in these forward-looking statements based upon a number of factors, including uncertainties associated with development, testing and related regulatory approvals, anticipated future losses, complex manufacturing, high quality requirements, dependence on limited sources of supply, competition, technological change, government regulation, future capital needs and uncertainty of additional financing and other risks and challenges detailed in the Company's filings with the Securities and Exchange Commission, including the Annual Report filed on Form 10-K. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this Release. The Company undertakes no obligation to publicly release the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances that occur after the date of this Release or to reflect the occurrence of unanticipated events. ABIOMED, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except per share and share data) Three Months Ended ---------------------------- June 30, June 30, 2006 2005 ------------ ------------ Revenues: Products $13,008 $8,400 Funded research and development - 23 ------------ ------------ 13,008 8,423 ------------ ------------ Costs and expenses: Cost of product revenues 3,483 2,333 Research and development 5,419 3,964 Selling, general and administrative 9,392 7,304 Expensed in-process research and development 800 13,306 Amortization of intangibles 366 250 ------------ ------------ 19,460 27,157 ------------ ------------ Loss from operations (6,452) (18,734) Other income, net: Investment income 315 264 Foreign exchange gain (loss) 114 (54) Other 30 16 ------------ ------------ 459 226 ------------ ------------ Tax Provision 138 - ------------ ------------ Net loss $(6,131) $(18,508) ============ ============ Net loss per share: Basic and diluted $(0.23) $(0.77) Weighted average shares outstanding: 26,488,487 24,134,413 Note: Above prepared in accordance with Generally Accepted Accounting Principles. The three months ended June 30, 2006 includes stock option expense of $1.6 million or $.06 per share. ABIOMED, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data) (unaudited) June 30, March 31, 2006 2006 --------- --------- ASSETS Current Assets: Cash and cash equivalents $9,732 $7,832 Short-term marketable securities 15,065 23,003 Accounts receivable, net of allowance for doubtful accounts of $214 at June 30, 2006 and $211 at March 31, 2006, respectively. 9,679 8,880 Inventories 4,209 4,868 Prepaid expenses and other current assets 2,226 1,860 --------- --------- Total current assets 40,911 46,443 Property and Equipment, net of accumulated depreciation of $12,507 and $12,078 at June 30, 2006 and March 31, 2006, respectively 5,458 4,824 Intangible assets, net 8,211 8,164 Goodwill 20,114 19,106 --------- --------- Total assets $74,694 $78,537 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $2,375 $3,070 Accrued expenses 4,062 5,185 Deferred revenue 705 484 --------- --------- Total current liabilities 7,142 8,739 --------- --------- Long-Term Liabilities 447 310 --------- --------- Total liabilities 7,589 9,049 --------- --------- Commitments and Contingencies - - Stockholders' Equity: Class B Preferred Stock, $.01 par value- Authorized- 1,000,000 Shares; Issued and outstanding-none - - Common Stock, $.01 par value Authorized - 100,000,000 shares; Issued - 26,561,570 shares at June 30, 2006 and 26,474,270 at March 31, 2006 Outstanding - 26,555,391 shares at June 30, 2006 and 26,468,091 shares at March 31, 2006 266 265 Additional paid-in capital 216,723 214,666 Deferred stock-based compensation - (171) Accumulated deficit (149,439) (143,308) Treasury stock at cost; 6,179 shares at June 30, 2006 and March 31, 2006 (66) (66) Accumulated other comprehensive loss (379) (1,898) --------- --------- Total stockholders' equity 67,105 69,488 --------- --------- Total liabilities and stockholders' equity $74,694 $78,537 ========= ========= CONTACT: Abiomed, Inc. Daniel J. Sutherby, 978-646-1812 Chief Financial Officer ir@abiomed.com or Liza Heapes, 978-646-1668 Media Relations mediarelations@abiomed.com -----END PRIVACY-ENHANCED MESSAGE-----