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): April
28, 2011
Natus Medical Incorporated |
(Exact name of registrant as specified in its charter) |
000-33001 |
(Commission File Number) |
Delaware |
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77-0154833 |
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(State or other jurisdiction of incorporation)
|
|
(IRS Employer Identification No.)
|
1501 Industrial Road |
(Address of principal executive offices, with zip code) |
650-802-0400 |
(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 (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))
ITEM 2.02. Results of Operations and Financial Condition.
On April 28, 2011, Natus Medical Incorporated (the “Company”) is issuing a press release and holding a conference call regarding its financial results for the first fiscal quarter of 2011 ended March 31, 2011 and other financial information. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in this 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, 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 April 28, 2011 describing the Company’s results for its first fiscal quarter ended March 31, 2011 and other financial information. |
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 |
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(Registrant) |
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By: |
/s/ Steven J. Murphy |
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Steven J. Murphy | |||
Vice President Finance and Chief Financial Officer | |||
Dated: April 28, 2011 |
Exhibit Index
Exhibit No. |
Description |
|
99.1 | Press release dated April 28, 2011 describing the Company’s results for its first fiscal quarter ended March 31, 2011 and other financial information. |
Exhibit 99.1
Natus Medical Announces 2011 First Quarter Financial Results
- First Quarter Non-GAAP Net Income Increased 55%
- Company Increases 2011 Non-GAAP Earnings per Share Guidance
SAN CARLOS, Calif.--(BUSINESS WIRE)--April 28, 2011--Natus Medical Incorporated (Nasdaq:BABY) today announced financial results for the three months ended March 31, 2011.
For the first quarter ended March 31, 2011, revenue increased 20% to $59.1 million, compared to $49.3 million in the comparable quarter of the previous year. Net income was $3.1 million, or $0.11 per diluted share, compared with a net loss of $331,000, or $(0.01) per diluted share in for the first quarter of 2010.
The Company reported non-GAAP earnings per share of $0.13 per diluted share for the first quarter 2011 compared to $0.09 per share diluted share for the first quarter of 2010. Non-GAAP net income increased 55% to $3.9 million compared to $2.5 million reported in 2010. The non-GAAP results in both periods exclude amortization expense associated with certain acquisition-related intangible assets.
“I am very pleased with our first quarter 2011 results as we exceeded our expectations in both revenue and earnings,” said Jim Hawkins, Chief Executive Officer of the Company. “We experienced strong demand in our Neurology business and our Newborn Care business remained solid. Our Domestic Neurology business had an exceptional first quarter.”
“We continue to see an increase in large orders in the first quarter and believe this indicates that hospital spending continues to improve in both the United States and the rest of the world,” said Hawkins.
“I am also pleased with the quarter’s non-GAAP gross profit of 59.7% as it includes the results of Medix, which has a gross profit percentage currently in the forties. During the quarter, we completed the integration of Medix into Natus and we anticipate that the Medix gross profit will improve throughout 2011,” added Hawkins. “We remain enthusiastic about our opportunities in Latin America over the coming years.”
“I remain very excited about our prospects in 2011 as we look to execute on our strategy of combining internal growth with accretive acquisitions,” said Hawkins.
As of March 31, 2011, the Company had cash, cash equivalents, and short-term investments of $33.9 million, stockholders' equity of approximately $270 million, and working capital of approximately $92 million.
Financial Guidance
Natus updated its 2011 financial guidance. For the full year 2011, the Company expects to report revenue of approximately $250 million and non-GAAP earnings per share of $0.80 to $0.81. The Company had earlier said that it expected to report revenue of $247 million to $250 million and non-GAAP earnings per share of $0.77 to $0.80.
The Company expects to report revenue of $62 million to $64 million and non-GAAP earnings per share of $0.17 to $0.18 in the second quarter of 2011. This compares to revenue of $52.7 million and non-GAAP earnings per share of $0.15 reported in the second quarter of 2010.
The Company's full year and second quarter 2011 non-GAAP earnings per share guidance excludes amortization expense associated with acquisition-related intangible assets, which the Company expects to be approximately $5.2 million and $1.3 million for the full year and second quarter 2011, respectively, and which the Company expects will reduce GAAP earnings per share by approximately $0.11 and $0.03 in the respective periods. The non-GAAP earnings per share guidance for both periods also excludes the effects of restructuring charges that the Company expects it may incur in 2011, the amount and timing of which have not yet been determined, as well as the impact any future acquisitions might have on its results of operations.
The Company's non-GAAP guidance includes the impact of expensing employee share based compensation. All non-GAAP earnings per share amounts are on a diluted basis.
The Company's 2011 financial guidance excludes amortization of acquisition-related intangible assets, restructuring charges, and the impact that any future acquisitions may have on results of operations. The Company believes that the presentation of financial guidance excluding these factors provides meaningful information to both management and investors that is indicative of the Company's core operating results. Therefore, the Company believes its non-GAAP financial guidance facilitates comparison of operating results across reporting periods.
Use of Non-GAAP Financial Measures
The Company's non-GAAP results for the first quarter 2011 exclude amortization expense associated with certain acquisition-related intangible assets.
The Company believes that the presentation of results excluding this amortization provides meaningful supplemental information to both management and investors that is indicative of the Company's core operating results. Therefore, the Company believes these non-GAAP financial measures facilitate comparison of operating results across reporting periods. A reconciliation between the Company's results of operations on a GAAP and non-GAAP basis for the periods reported is included as part of the condensed consolidated statements of operations at the end of this release.
The Company believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing the Company's performance and when planning, forecasting, and analyzing future periods. These non-GAAP financial measures also facilitate management's internal comparisons to the Company's historical performance. The non-GAAP financial measures disclosed by the Company should not be considered a substitute for or superior to financial measures calculated in accordance with GAAP, and the financial results calculated in accordance with GAAP and reconciliations to those financial statements should be carefully evaluated.
Conference Call
Natus has scheduled an investment-community conference call to discuss this announcement beginning at 11:00 a.m. Eastern Time today (8:00 a.m. Pacific Time). Individuals interested in listening to the conference call may do so by dialing 800-329-0097 for domestic callers, or 1-617-614-4929 for international callers, and entering reservation code 95807908. A telephone replay will be available for 48 hours following the conclusion of the call by dialing 888-286-8010 for domestic callers, or 1-617-801-6888 for international callers, and entering reservation code 15489883.
The conference call also will be available real-time via the Internet at http://investor.natus.com, and a recording of the call will be available on the Company’s Web site for 90 days following the completion of the call.
About Natus Medical Incorporated
Natus is a leading provider of healthcare products used for the screening, detection, treatment, monitoring and tracking of common medical ailments in newborn care, hearing impairment, neurological dysfunction, epilepsy, sleep disorders, and balance and mobility disorders. Product offerings include computerized neurodiagnostic systems for audiology, neurology, polysomnography, and neonatalogy, as well as newborn care products such as hearing screening systems, phototherapy devices for the treatment of newborn jaundice, head-cooling products for the treatment of brain injury in newborns, incubators to control the newborn's environment, and software systems for managing and tracking disorders and diseases for public health laboratories.
Additional information about Natus Medical can be found at www.natus.com.
This press release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, particularly statements regarding the expectations, beliefs, plans, intentions and strategies of Natus. These forward-looking statements include statements regarding revenue and non-GAAP profitability in the second quarter and full year 2011, the impact of amortization expense associated with acquisition-related intangible assets, the potential for future restructuring charges, the potential for future acquisitions, and opportunities in Latin America. These statements relate to current estimates and assumptions of our management as of the date of this press release, and future events or Natus' future financial performance or results, 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. Our future results could differ materially due to a number of factors, including the effects of competition, the demand for our products and services, the impact of adverse global economic conditions on our target markets, our ability to expand our sales in international markets, our ability to maintain current sales levels in a mature domestic market, our ability to control costs, risks associated with bringing new products to market and integrating acquired businesses, and our ability to fulfill product orders on a timely basis. Natus disclaims any obligation to update information contained in any forward looking statement.
More information about potential risk factors that could affect the business and financial results of Natus is included in Natus' annual report on Form 10-K for the year ended December 31, 2010, and its quarterly reports on Form 10-Q, and in other reports filed from time to time by Natus with the U.S. Securities and Exchange Commission.
NATUS MEDICAL INCORPORATED AND SUBSIDIARIES | ||||||||
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||
(in thousands, except per share amounts) | ||||||||
Three Months Ended | ||||||||
March | March | |||||||
2011 | 2010 | |||||||
Revenue | $ | 59,108 | $ | 49,276 | ||||
Cost of revenue | 24,371 | 19,412 | ||||||
Gross profit | 34,737 | 29,864 | ||||||
Operating expenses: | ||||||||
Marketing and selling | 14,376 | 13,964 | ||||||
Research and development | 6,287 | 5,130 | ||||||
General and administrative | 9,032 | 11,010 | ||||||
Total operating expenses | 29,695 | 30,104 | ||||||
Income (loss) from operations | 5,042 | (240 | ) | |||||
Other income/(expense): | ||||||||
Interest income | 10 | 8 | ||||||
Interest expense | (48 | ) | (26 | ) | ||||
Other income, net | (107 | ) | (37 | ) | ||||
Total other income/(expense) | (145 | ) | (55 | ) | ||||
Income (loss) before provision for income tax | 4,897 | (295 | ) | |||||
Provision for income tax | 1,793 | 36 | ||||||
Net income (loss) | $ | 3,104 | $ | (331 | ) | |||
Earnings (loss) per share: | ||||||||
Basic | $ | 0.11 | $ | (0.01 | ) | |||
Diluted | $ | 0.11 | $ | (0.01 | ) | |||
Weighted-average shares used to compute | ||||||||
Basic earnings (loss) per share | 28,346 | 27,829 | ||||||
Diluted earnings (loss) per share | 29,513 | 27,829 | ||||||
NATUS MEDICAL INCORPORATED AND SUBSIDIARIES | ||||||||||
RECONCILIATION OF NON-GAAP ADJUSTMENTS (UNAUDITED) | ||||||||||
(in thousands, except per share amounts) | ||||||||||
Three Months Ended | ||||||||||
March | March | |||||||||
2011 | 2010 | |||||||||
GAAP based results: | ||||||||||
Income (loss) before provision for income tax | $ | 4,897 | $ | (295 | ) | |||||
Non-GAAP adjustments: | ||||||||||
Amortization expense associated with certain acquired intangible assets reported as a component of: |
(a) | |||||||||
Cost of revenue | 532 | 510 | ||||||||
Marketing and selling | 430 | 329 | ||||||||
Research and development | 370 | 370 | ||||||||
Restructuring charge reported as a component of general and administrative expense |
- | 3,030 | (b) | |||||||
Non-GAAP income before provision for income tax |
6,229 | 3,944 | ||||||||
Provision for income tax, as adjusted | 2,280 | 1,400 | ||||||||
Non-GAAP net income | $ | 3,949 | $ | 2,544 | ||||||
Non-GAAP earnings per share: | ||||||||||
Basic | $ | 0.14 | $ | 0.09 | ||||||
Diluted | $ | 0.13 | $ | 0.09 | ||||||
Weighted-average shares used to compute |
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Basic non-GAAP earnings per share | 28,346 | 27,829 | ||||||||
Diluted non-GAAP earnings per share | 29,513 | 28,932 | ||||||||
Memo, Gross profit percentage: | ||||||||||
GAAP basis | 58.8 | % | 60.6 | % | ||||||
Non-GAAP basis | 59.7 | % | 61.6 | % | ||||||
Note: | ||||||||||
The Company has elected to provide non-GAAP financial results that exclude the items below as this presentation is common among companies that are active acquirors and whose results are, accordingly, affected by such charges, because this information is used by management to evaluate operating results and because it believes this information will assist investors in making period to period comparisons of the Company's operating results. |
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(a) Amortization expense associated with acquired intangible assets | ||||||||||
(b) Restructuring charge |
CONTACT:
Natus Medical Incorporated
Steven J. Murphy, 650-802-0400
Chief
Financial Officer
InvestorRelations@Natus.com