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): January 10, 2022

 Natus Medical Incorporated

(Exact name of registrant as specified in its charter)

000-33001

(Commission File Number)

 

Delaware	77-0154833
(State or other jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

6701 Koll Center Parkway, Suite 120

Pleasanton, CA 94566

(Address of principal executive offices) (Zip Code)

925-223-6700

(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))

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.         ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	NTUS	The Nasdaq Stock Market LLC
		(The Nasdaq Global Market)

Item 2.02. Results of Operations and Financial Condition

On January 10, 2022, Natus Medical Incorporated (the “Company”) issued a press release announcing preliminary 2021 fourth quarter and full year results.

The information in this Item 2.02 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, 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 January 10, 2022.
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).

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.

 

	NATUS MEDICAL INCORPORATED (Registrant)
Dated: January 10, 2022	By:	/s/ B. Drew Davies
	Executive Vice President and Chief Financial Officer

EX-99.1

Natus Announces Preliminary 2021 Fourth Quarter and Full Year Revenue

PLEASANTON, Calif. (January 10, 2022) - Natus Medical Incorporated (NASDAQ:NTUS) (the “Company” or “Natus”), a leading provider of medical device solutions focused on the diagnosis and treatment of central nervous and sensory system disorders for patients of all ages, today announced preliminary 2021 fourth quarter and full year revenue.

The Company expects to report revenue of approximately $127.5 to $128.5 million for the fourth quarter of 2021, and full year 2021 of $472.3 to $473.3 million.

“We are pleased with the high single digit revenue growth delivered by our Natus Teammates in the fourth quarter despite supply chain constraints impacting the cost of logistics and components,” said Thomas J. Sullivan, President & Chief Executive Officer. “While we were able to overcome these challenges and respond to customer demand, the incremental supply chain costs limited incremental profitability.”

Natus will release its full 2021 financial results after the market closes on February 24, 2021.

Forward-Looking Statements

This press release contains forward-looking statements, which are generally statements that are not historical facts. Forward-looking statements can be identified by the words “expects”, “anticipates”, “believes”, “intends”, “estimates”, “plans”, “will”, “outlook” and similar expressions. Forward-looking statements are based on management's current plans, estimates, assumptions and projections, and speak only as of the date they are made. These statements relate to current estimates and assumptions of our management as of the date of this press release and involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements are only predictions and the actual events or results may differ materially. Natus cannot provide any assurance that its future results or the results implied by the forward-looking statements will meet expectations. The Company's future results could differ materially due to a number of factors, including supply chain delays and constraints, the business, social and economic impact of the COVID-19 pandemic on the Company's business and results of operations, the ability of the Company to realize the anticipated benefits from its new structure or from its consolidation strategy, effects of competition, the Company's ability to successfully integrate and achieve its profitability goals from recent acquisitions, the demand for Natus products and services, the impact of adverse global economic conditions and changing governmental regulations, including foreign exchange rate changes, on the Company's target markets, the Company's ability to expand its sales in international markets, the Company's ability to maintain current sales levels in a mature domestic market, the Company's ability to control costs, risks associated with bringing new products to market, and the Company's ability to fulfill product orders on a timely basis, as well as those factors identified under the heading Item 1A “Risk Factors” in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2020. Natus disclaims any obligation to update information contained in any forward looking statement, except as required by law.

About Natus Medical Incorporated

Natus is a leading provider of medical device solutions focused on the diagnosis and treatment of central nervous and sensory system disorders for patients of all ages.

1

Additional information about Natus Medical can be found at www.natus.com.

Natus Medical Incorporated

B. Drew Davies

Executive Vice President and Chief Financial Officer

(925) 223-6700

InvestorRelations@Natus.com

2

XML

Cover Page Document	Jan. 10, 2022
Cover [Abstract]
Document Type	8-K
Entity Central Index Key	0000878526
Title of 12(b) Security	Common Stock, $0.001 par value per share
Pre-commencement Issuer Tender Offer	false
Pre-commencement Tender Offer	false
Soliciting Material	false
Written Communications	false
Entity File Number	000-33001
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	77-0154833
Trading Symbol	NTUS
Security Exchange Name	NASDAQ
Amendment Flag	false
Document Period End Date	Jan. 10, 2022
Entity Registrant Name	Natus Medical Inc
Entity Address, Address Line One	6701 Koll Center Parkway, Suite 120
Entity Address, City or Town	Pleasanton
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94566
City Area Code	925
Local Phone Number	223-6700
Entity Emerging Growth Company	false