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): February 14, 2013
MASIMO CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 001-33642 | 33-0368882 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
40 Parker Irvine, California |
92618 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (949) 297-7000
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 February 14, 2013, Masimo Corporation (the Company) issued a press release announcing its financial results for the fourth quarter and full year ended December 29, 2012. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, 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 liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended (the Securities Act), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 7.01. | Regulation FD Disclosure. |
On February 14, 2013, the Company issued a press release announcing that its board of directors has authorized the repurchase of up to 6 million shares of the companys common stock, which is attached as Exhibit 99.2 to this Current Report on Form 8-K and incorporated herein by reference. The stock repurchase program may be carried out at the direction of the company through open market purchases, block trades, one or more trading plans adopted in accordance with Rule 10b5-1 of the Securities and Exchange Commission, and in privately negotiated transactions. The repurchase program will become effective on February 20, 2013 and is expected to continue for a period of up to 36 months unless it is terminated earlier by the Board of Directors. Any repurchases will be subject to the availability of stock, general market conditions, the trading price of the stock, available capital, alternative uses for capital and the companys financial performance. The company expects to fund the stock repurchase program through its available cash, future cash from operations, or other potential sources of capital.
Exhibit 99.2 shall not be deemed filed for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. | Financial Statements and Exhibits. |
(d) The following items are filed as exhibits to this Current Report on Form 8-K:
Exhibit No. |
Description | |
99.1 | Press Release, dated February 14, 2013, Reporting Fourth Quarter and Full Year 2012 Financial Results | |
99.2 | Press Release, dated February 14, 2013, Announcing Adoption of Stock Repurchase Program |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Masimo Corporation has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
MASIMO CORPORATION a Delaware corporation | ||||
Date: February 14, 2013 |
By: | /s/ MARK P. DE RAAD | ||
Mark P. de Raad | ||||
Executive Vice President & Chief Financial Officer | ||||
(Principal Financial and Accounting Officer) |
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press Release, dated February 14, 2013, Reporting Fourth Quarter and Full Year 2012 Financial Results | |
99.2 | Press Release, dated February 14, 2013, Announcing Adoption of Stock Repurchase Program |
Exhibit 99.1
Masimo Reports Fourth Quarter and Full Year 2012 Financial Results;
Provides 2013 Financial Guidance
Q4 2012 Highlights (compared to Q4 2011):
| Product revenue rose 20% to $125.3 million |
| Masimo rainbow revenue rose 13% to $11.1 million |
| Shipped 42,700 Masimo SET® and Masimo rainbow® SET units |
| Net income was $15.0 million, with EPS of $0.26 versus $0.23 in the year-ago period |
Full Year 2012 Highlights (compared to 2011):
| Product revenue rose 14% to $464.9 million |
| Masimo rainbow revenue rose 18% to $40.3 million |
| Shipped 146,400 Masimo SET® and Masimo rainbow® SET units, increasing worldwide installed base by 11% |
| Net income was $62.3 million, with EPS of $1.07 versus $1.05 in 2011 |
Irvine, California, February 14, 2013 Masimo (NASDAQ: MASI) today announced its financial results for the fourth quarter and year ended December 29, 2012.
Masimos total fourth quarter revenue, including royalties, rose 18% to $132.2 million, compared to $112.3 million for the fourth quarter of 2011. Fourth quarter 2012 product revenue rose 20% to $125.3 million, compared to $104.7 million for the fourth quarter of 2011. The companys worldwide end-user product revenue grew 18% in the fourth quarter of 2012 and represented 85% of product revenue. OEM sales, which accounted for 15% of product revenue, rose 28% compared to the same period in 2011. Revenue from sales of Masimo rainbow products rose 13% to $11.1 million in the fourth quarter, compared to $9.8 million for the fourth quarter of 2011.
Net income for the fourth quarter of 2012 was $15.0 million, or $0.26 per diluted share, compared to net income of $13.8 million, or $0.23 per diluted share, in the fourth quarter of 2011. The fourth quarter 2012 results were impacted by a $1.3 million non-operating expense primarily related to realized and unrealized net losses on foreign currency denominated transactions due to strengthening of the U.S. dollar against the Japanese yen, and suspension of the federal research tax credit in fiscal 2012, which combined to reduce fourth quarter 2012 EPS by approximately $0.03.
For 2012, Masimos total revenue, including royalties, rose 12% to $493.2 million, compared to $439.0 million for 2011. Total 2012 product revenue rose 14% to $464.9 million, compared to $406.5 million for 2011. The companys worldwide end-user revenue grew 16% in 2012 and represented 85% of product revenue. OEM sales, which accounted for 15% of product revenue, rose 8% compared to 2011. Revenue from sales of Masimo rainbow products rose 18% to $40.3 million in 2012, compared to $34.1 million in 2011. Total 2012 rainbow revenue included a 48% increase in total hemoglobin (SpHb) sales compared to 2011.
Net income for 2012 was $62.3 million, or $1.07 per diluted share, compared to net income of $63.7 million, or $1.05 per diluted share, in 2011. The 2012 results were impacted by a $1.4 million non-operating expense primarily related to realized and unrealized net losses on foreign currency denominated transactions due to strengthening of the U.S. dollar against the Japanese yen, and the suspension of the federal research tax credit in fiscal 2012, which combined to reduce 2012 EPS by approximately $0.03. The 2012 results also included a $0.06 per share loss attributed to Masimos 2012 acquisitions of PHASEIN AB and Spire Semiconductor.
During the fourth quarter, the company shipped approximately 42,700 Masimo SET pulse oximetry and Masimo rainbow SET Pulse CO-Oximetry units, excluding handheld units, up 24% compared to approximately 34,400 in the same prior-year period. For 2012, Masimo shipped approximately 146,400 Masimo SET pulse oximetry and Masimo rainbow SET Pulse CO-Oximetry units, excluding handheld units, down 1% compared to approximately 148,200 in 2011. Masimo estimates its worldwide installed base as of December 29, 2012 to be 1,088,000 units, up 11% from 979,000 units as of December 31, 2011.
Joe Kiani, Chairman and Chief Executive Officer of Masimo, said, We finished 2012 with a 20% rise in fourth quarter product revenue. Weve entered 2013 fully focused on advancing our mission, strategy, and 2013 objectives, which is to continue to grow our core SET Pulse Oximetry business by increasing our presence in critical care and the general ward, while leveraging our breakthrough rainbow Pulse CO-Oximetry platform to pursue new opportunities in and beyond the hospital setting.
As of December 29, 2012, Masimos cash and cash equivalents were $71.5 million, compared to $129.9 million as of December 31, 2011. The change reflects primarily net cash generated from operations, offset by $37.4 million in cash used to acquire PHASEIN AB and Spire Semiconductor, $26.3 million in cash used to repurchase shares of Masimo common stock and $57.3 million used to pay a special $1.00 per share cash dividend to stockholders on December 11, 2012.
2013 Financial Guidance
Masimo expects fiscal 2013 total revenue to be approximately $548 million, including product revenue of $520 million and royalty revenue of $28 million. Included in the 2013 product revenue guidance is a rainbow revenue expectation of $50 million. The company expects fiscal 2013 GAAP earnings per share to be $1.14. Each of the components of Masimos guidance set forth above is an estimate only and actual performance could differ.
Conference Call
Masimo will hold a conference call today at 1:30 p.m. PT (4:30 p.m. ET) to discuss the results. A live webcast of the conference call will be available online from the investor relations page of the companys corporate website at www.masimo.com. The dial-in numbers are (888) 520-7182 for domestic callers and +1 (706) 758-3929 for international callers. The reservation code for both dial-in numbers is 92598385. After the live webcast, the call will be available on Masimos website through March 14, 2013. In addition, a telephonic replay of the call will be available through February 28, 2013. The replay dial-in numbers are (800) 585-8367 for domestic callers and +1 (855) 859-2056 for international callers. Please use reservation code 92598385.
About Masimo
Masimo (NASDAQ: MASI) is the global leader in innovative noninvasive monitoring technologies that significantly improve patient carehelping solve unsolvable problems. In 1995, the company debuted Measure-Through Motion and Low Perfusion pulse oximetry, known as Masimo SET®, which virtually eliminated false alarms and increased pulse oximetrys ability to detect life-threatening events. More than 100 independent and objective studies have shown that Masimo SET® outperforms other pulse oximetry technologies, even under the most challenging clinical conditions, including patient motion and low peripheral perfusion. In 2005, Masimo introduced rainbow SET® Pulse CO-Oximetry technology, allowing noninvasive and continuous monitoring of blood constituents that previously required invasive procedures, including total hemoglobin (SpHb®), oxygen content (SpOCTM), carboxyhemoglobin (SpCO®), methemoglobin (SpMet®), and Pleth Variability Index (PVI®), in addition to SpO2, pulse rate, and perfusion index (PI). In 2008, Masimo introduced Patient SafetyNet, a remote monitoring and wireless clinician notification system designed to help hospitals avoid preventable deaths and injuries associated with failure to rescue events. In 2009, Masimo introduced rainbow® Acoustic MonitoringTM, the first-ever noninvasive and continuous monitoring of acoustic respiration rate (RRa). Masimos rainbow® SET® technology platform offers a breakthrough in patient safety by helping clinicians detect life-threatening conditions and helping guide treatment options. In 2010, Masimo acquired SEDLine®, a pioneer in the development of innovative brain function monitoring technology and devices. And in 2012, Masimo acquired the assets of Spire Semiconductor, LLC, a maker of advanced light emitting diode (LED) and other advanced component-level technologies; and PHASEIN AB, a developer and manufacturer of ultra-compact mainstream and sidestream capnography, multigas analyzers, and handheld capnometry solutions. Masimo SET® and Masimo rainbow® SET® technologies also can be found in over 100 multiparameter patient monitors from over 50 medical device manufacturers around the world. Founded in 1989, Masimo has the mission of Improving Patient Outcome and Reducing Cost of Care by Taking Noninvasive Monitoring to New Sites and Applications®. Additional information about Masimo and its products may be found at www.masimo.com.
Forward-Looking Statements
All statements other than statements of historical facts included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements including, in particular, the statements about our financial condition, results of operations and business generally; expectations regarding our ability to design and deliver innovative new noninvasive technologies; demand for our technologies; and expectations for total revenue, royalty revenue and product revenue, including rainbow revenue, and GAAP earnings per share, for the full fiscal year 2013, as well as the expected benefit from the recent reinstatement of the federal research tax credit . These forward-looking statements are based on managements current expectations and beliefs and are subject to uncertainties and factors, all of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially and adversely from those described in the forward-looking statements. These risks include, but are not limited to, those related to: our dependence on Masimo SET and Masimo rainbow SET products and technologies for substantially all of our revenue; any failure in protecting our intellectual property exposure to competitors assertions of intellectual property claims; the highly competitive nature of the markets in which we sell our products and technologies; any failure to continue developing innovative products and technologies; the lack of acceptance of any of our current or future products and technologies; obtaining regulatory approval of our current and future products and technologies; the risk that the implementation of our international realignment will not continue to produce anticipated operational and financial benefits, including a continued lower effective tax rate; the loss of our customers; the failure to retain and recruit senior management; product liability claims exposure; a failure to obtain expected returns from the amount of intangible assets we have recorded; the maintenance of our brand; the impact of the decline in the worldwide credit markets on us and our customers; the integration of acquisitions; the amount and type of equity awards that we may grant to employees and service providers in the future; and other factors discussed in the Risk Factors section of our most recent periodic reports filed with the Securities and Exchange Commission (SEC), including our most recent Form 10-K and Form 10-Q, all of which you may obtain for free on the SECs website at www.sec.gov. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
# # #
Investor Contact: Sheree Aronson |
Media Contact: Mike Drummond | |
(949) 297-7043 |
(949) 297-7434 | |
saronson@masimo.com |
mdrummond@masimo.com |
Masimo, SET, Signal Extraction Technology, Improving Patient Outcome and Reducing Cost of Care by Taking Noninvasive Monitoring to New Sites and Applications, Rainbow, SpHb, SpOC, SpCO, SpMet, PVI, Rainbow Acoustic Monitoring, RRa, Radical-7, Rad-87, Rad-57,Rad-8, Rad-5,Pulse CO-Oximetry, Pulse CO-Oximeter, and SEDLine are trademarks or registered trademarks of Masimo Corporation.
MASIMO CORPORATION
CONSOLIDATED BALANCE SHEETS
(unaudited, in thousands)
December 29, 2012 |
December 31, 2011 |
|||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 71,554 | $ | 129,882 | ||||
Accounts receivable, net of allowance for doubtful accounts |
67,911 | 57,013 | ||||||
Royalties receivable |
7,130 | 7,102 | ||||||
Inventories |
47,358 | 45,944 | ||||||
Prepaid expenses |
6,507 | 6,424 | ||||||
Prepaid income taxes |
2,080 | 2,986 | ||||||
Deferred tax assets |
12,911 | 11,576 | ||||||
Other current assets |
3,896 | 2,008 | ||||||
|
|
|
|
|||||
Total current assets |
219,347 | 262,935 | ||||||
Deferred cost of goods sold |
52,103 | 51,679 | ||||||
Property and equipment, net |
23,924 | 15,239 | ||||||
Intangible assets, net |
27,363 | 11,393 | ||||||
Goodwill |
22,824 | 448 | ||||||
Deferred tax assets |
22,363 | 16,766 | ||||||
Other assets |
8,022 | 7,644 | ||||||
|
|
|
|
|||||
Total assets |
$ | 375,946 | $ | 366,104 | ||||
|
|
|
|
|||||
LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Accounts payable |
$ | 27,033 | $ | 27,302 | ||||
Accrued compensation |
25,021 | 19,717 | ||||||
Accrued liabilities |
16,648 | 12,297 | ||||||
Income taxes payable |
1,504 | 570 | ||||||
Deferred revenue |
19,278 | 16,019 | ||||||
Current portion of capital lease obligations |
55 | 48 | ||||||
|
|
|
|
|||||
Total current liabilities |
89,539 | 75,953 | ||||||
Deferred revenue |
576 | 984 | ||||||
Capital lease obligations, less current portion |
60 | 74 | ||||||
Other liabilities |
10,103 | 9,427 | ||||||
|
|
|
|
|||||
Total liabilities |
100,278 | 86,438 | ||||||
Equity |
||||||||
Masimo Corporation stockholders equity: |
||||||||
Common stock |
57 | 58 | ||||||
Treasury stock |
(63,664 | ) | (37,396 | ) | ||||
Additional paid-in capital |
258,783 | 243,528 | ||||||
Accumulated other comprehensive income |
3,542 | 1,274 | ||||||
Retained earnings |
74,361 | 69,364 | ||||||
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|
|
|
|||||
Total Masimo Corporation stockholders equity |
273,079 | 276,828 | ||||||
Noncontrolling interest |
2,589 | 2,838 | ||||||
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|
|
|
|||||
Total equity |
275,668 | 279,666 | ||||||
|
|
|
|
|||||
Total liabilities and equity |
$ | 375,946 | $ | 366,104 | ||||
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|
|
|
MASIMO CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(unaudited, in thousands, except per share information)
Three Months Ended | Twelve Months Ended | |||||||||||||||
December 29, 2012 |
December 31, 2011 |
December 29, 2012 |
December 31, 2011 |
|||||||||||||
Revenue: |
||||||||||||||||
Product |
$ | 125,284 | $ | 104,716 | $ | 464,928 | $ | 406,487 | ||||||||
Royalty |
6,877 | 7,625 | 28,305 | 32,501 | ||||||||||||
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|
|||||||||
Total revenue |
132,161 | 112,341 | 493,233 | 438,988 | ||||||||||||
Cost of goods sold |
44,980 | 38,729 | 166,982 | 144,854 | ||||||||||||
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|
|||||||||
Gross profit |
87,181 | 73,612 | 326,251 | 294,134 | ||||||||||||
Operating expenses: |
||||||||||||||||
Selling, general and administrative |
51,567 | 43,930 | 193,948 | 169,205 | ||||||||||||
Research and development |
13,341 | 9,619 | 47,077 | 38,412 | ||||||||||||
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Total operating expenses |
64,908 | 53,549 | 241,025 | 207,617 | ||||||||||||
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|
|||||||||
Operating income |
22,273 | 20,063 | 85,226 | 86,517 | ||||||||||||
Non-operating income (expense) |
(1,273 | ) | (468 | ) | (1,405 | ) | 14 | |||||||||
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|
|||||||||
Income before provision for income taxes |
21,000 | 19,595 | 83,821 | 86,531 | ||||||||||||
Provision for income taxes |
6,159 | 5,429 | 21,883 | 22,478 | ||||||||||||
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|
|||||||||
Net income including noncontrolling interest |
14,841 | 14,166 | 61,938 | 64,053 | ||||||||||||
Net (income) loss attributable to noncontrolling interest |
166 | (346 | ) | 334 | (353 | ) | ||||||||||
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Net income attributable to Masimo Corporation stockholders |
$ | 15,007 | $ | 13,820 | $ | 62,272 | $ | 63,700 | ||||||||
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Net income per share attributable to Masimo Corporation stockholders: |
||||||||||||||||
Basic |
$ | 0.26 | $ | 0.23 | $ | 1.08 | $ | 1.07 | ||||||||
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Diluted |
$ | 0.26 | $ | 0.23 | $ | 1.07 | $ | 1.05 | ||||||||
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Weighted average shares used in per share calculations: |
||||||||||||||||
Basic |
57,260 | 59,223 | 57,445 | 59,659 | ||||||||||||
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Diluted |
58,145 | 60,180 | 58,374 | 60,845 | ||||||||||||
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Cash dividend declared per share |
$ | 1.00 | $ | | $ | 1.00 | $ | | ||||||||
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The following table presents the total share-based compensation expense (benefit) that is included in each functional line item of the consolidated statements of income (in thousands):
Three Months Ended | Twelve Months Ended | |||||||||||||||
December 29, 2012 |
December 31, 2011 |
December 29, 2012 |
December 31, 2011 |
|||||||||||||
Cost of goods sold |
$ | (6 | ) | $ | (36 | ) | $ | 479 | $ | 383 | ||||||
Selling, general and administrative |
2,315 | 2,709 | 10,776 | 10,268 | ||||||||||||
Research and development |
755 | 836 | 2,842 | 3,025 | ||||||||||||
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|
|||||||||
Total |
$ | 3,064 | $ | 3,509 | $ | 14,097 | $ | 13,676 | ||||||||
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MASIMO CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)
Year ended December 29, 2012 |
Year ended December 31, 2011 |
|||||||
Cash flows from operating activities: |
||||||||
Net income including noncontrolling interests |
$ | 61,938 | $ | 64,053 | ||||
Adjustments to reconcile net income including noncontrolling interests to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
9,369 | 7,342 | ||||||
Share-based compensation |
14,097 | 13,676 | ||||||
Provision for doubtful accounts |
231 | 231 | ||||||
Provision for obsolete inventory |
1,063 | 2,130 | ||||||
Provision for warranty costs |
2,489 | 2,592 | ||||||
Benefit from deferred income taxes |
(6,806 | ) | (3,217 | ) | ||||
Income tax benefit from exercise of stock options granted prior to January 1, 2006 |
338 | 1,650 | ||||||
Excess tax deficit (benefit) from share-based compensation arrangements |
748 | (67 | ) | |||||
Realized foreign exchange gain on forward contracts |
(586 | ) | | |||||
Changes in operating assets and liabilities: |
||||||||
Increase in accounts receivable |
(10,130 | ) | (7,549 | ) | ||||
(Increase) decrease in royalties receivable |
(28 | ) | 4,898 | |||||
Increase in inventories |
(524 | ) | (3,046 | ) | ||||
Increase in deferred cost of goods sold |
(409 | ) | (4,526 | ) | ||||
(Increase) decrease in prepaid expenses |
186 | (1,874 | ) | |||||
Decrease in prepaid income taxes |
1,255 | 366 | ||||||
Increase in other assets |
(2,193 | ) | (1,502 | ) | ||||
Increase (decrease) in accounts payable |
(1,726 | ) | 5,159 | |||||
Increase (decrease) in accrued compensation |
4,827 | (1,333 | ) | |||||
Increase (decrease) in accrued liabilities |
450 | (77 | ) | |||||
Increase (decrease) in income taxes payable |
198 | (89 | ) | |||||
Increase (decrease) in deferred revenue |
2,850 | (921 | ) | |||||
Increase (decrease) in other liabilities |
(2,203 | ) | 1,061 | |||||
|
|
|
|
|||||
Net cash provided by operating activities |
75,434 | 78,957 | ||||||
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|
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|
|||||
Cash flows from investing activities: |
||||||||
Purchases of property and equipment |
(10,828 | ) | (5,057 | ) | ||||
Increase in intangible assets |
(3,664 | ) | (2,451 | ) | ||||
Cash paid for acquisitions, net of cash acquired |
(37,399 | ) | | |||||
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|
|
|
|||||
Net cash used in investing activities |
(51,891 | ) | (7,508 | ) | ||||
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|
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Cash flows from financing activities: |
||||||||
Repayments on capital lease obligations |
(26 | ) | (50 | ) | ||||
Proceeds from issuance of common stock |
1,642 | 5,943 | ||||||
Excess tax (deficit) benefit from share-based compensation arrangements |
(748 | ) | 67 | |||||
Dividends paid |
(57,275 | ) | | |||||
Repurchases of common stock |
(26,268 | ) | (36,187 | ) | ||||
Short swing profit recovery |
| 73 | ||||||
Net proceeds from settlement of forward contracts |
586 | | ||||||
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|
|||||
Net cash used in financing activities |
(82,089 | ) | (30,154 | ) | ||||
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|
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Effect of foreign currency exchange rates on cash |
218 | 282 | ||||||
|
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|
|||||
Net increase (decrease) in cash and cash equivalents |
(58,328 | ) | 41,577 | |||||
Cash and cash equivalents at beginning of period |
129,882 | 88,305 | ||||||
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|
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Cash and cash equivalents at end of period |
$ | 71,554 | $ | 129,882 | ||||
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Exhibit 99.2
Masimo Announces Adoption of Stock Repurchase Program
Irvine, California February 14, 2013 Masimo (NASDAQ: MASI) today announced that its Board of Directors has authorized the repurchase of up to 6 million shares of the companys common stock. The stock repurchase program may be carried out at the direction of the company through open market purchases, block trades, one or more trading plans adopted in accordance with Rule 10b5-1 of the Securities and Exchange Commission, and in privately negotiated transactions. The repurchase program will become effective on February 20, 2013 and is expected to continue for a period of up to 36 months unless it is terminated earlier by the Board of Directors. Any repurchases will be subject to the availability of stock, general market conditions, the trading price of the stock, available capital, alternative uses for capital and the companys financial performance. The company expects to fund the stock repurchase program through its available cash, future cash from operations, or other potential sources of capital.
Joe Kiani, Chairman and Chief Executive Officer of Masimo, said: In our five years as a public company, Masimo has established a solid track record of returning value to stockholders and this latest stock repurchase program further underscores our continued belief and optimism in Masimos long-term growth prospects. Our management team and Board of Directors are confident in the power of our technology platform, global franchise and business model to take full advantage of our growth potential, and we believe the stock represents an attractive value relative to our future outlook.
About Masimo
Masimo (NASDAQ: MASI) is the global leader in innovative noninvasive monitoring technologies that significantly improve patient carehelping solve unsolvable problems. In 1995, the company debuted Measure-Through Motion and Low Perfusion pulse oximetry, known as Masimo SET®, which virtually eliminated false alarms and increased pulse oximetrys ability to help clinicians detect life-threatening events. More than 100 independent and objective studies have shown that Masimo SET® outperforms other pulse oximetry technologies, even under the most challenging clinical conditions, including patient motion and low peripheral perfusion. In 2005, Masimo introduced rainbow SET® Pulse CO-Oximetry technology, allowing noninvasive and continuous monitoring of blood constituents that previously required invasive procedures, including total hemoglobin (SpHb®), oxygen content (SpOC), carboxyhemoglobin (SpCO®), methemoglobin (SpMet®), and Pleth Variability Index (PVI®), in addition to SpO2, pulse rate, and perfusion index (PI). In 2008, Masimo introduced Patient SafetyNet, a remote monitoring and wireless clinician notification system designed to help hospitals avoid preventable deaths and injuries associated with failure to rescue events. In 2009, Masimo introduced rainbow® Acoustic Monitoring, the first-ever noninvasive and continuous monitoring of acoustic respiration rate (RRa). Masimos rainbow® SET® technology platform offers a breakthrough in patient safety by helping clinicians detect life-threatening conditions and helping guide treatment options. In 2010, Masimo acquired SedLine®, a pioneer in the development of innovative brain function monitoring technology and devices. In 2012, Masimo acquired assets of Spire Semiconductor, LLC, maker of advanced light emitting diode (LED) and other advanced component-level technologies; and Phasein AB, a developer and manufacturer of ultra-compact mainstream and sidestream capnography, multigas analyzers, and handheld capnometry solutions. Masimo SET® and Masimo rainbow® SET® technologies also can be found in over 100 multiparameter patient monitors from over 50 medical device manufacturers around the world. Founded in 1989, Masimo has the mission of Improving Patient Outcome and Reducing Cost of Care ... by Taking Noninvasive Monitoring to New Sites and Applications®. Additional information about Masimo and its products may be found at www.masimo.com.
Forward-Looking Statements
All statements other than statements of historical facts included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements, including statements that the company will generate future cash flow, the repurchase of company stock constitutes an opportunity to increase stockholder value, available cash should provide sufficient liquidity to support the stock repurchase program, and the repurchase of our stock represents an attractive investment. These forward-looking
statements are based on managements current expectations and beliefs and are subject to uncertainties and factors, all of which are difficult to predict and many of which are beyond our control and could cause actual results to differ materially and adversely from those described in the forward-looking statements. These risks include, but are not limited to, those related to: our dependence on Masimo SET and Masimo rainbow SET products and technologies for substantially all of our revenue; any failure in protecting our intellectual property exposure to competitors assertions of intellectual property claims; the highly competitive nature of the markets in which we sell our products and technologies; any failure to continue developing innovative products and technologies; the lack of acceptance of any of our current or future products and technologies; obtaining regulatory approval of our current and future products and technologies; the risk that the implementation of our international realignment will not continue to produce anticipated operational and financial benefits, including a continued lower effective tax rate; the loss of our customers; the failure to retain and recruit senior management; product liability claims exposure; a failure to obtain expected returns from the amount of intangible assets we have recorded; the maintenance of our brand; the impact of the decline in the worldwide credit markets on us and our customers; the integration of acquisitions; the amount and type of equity awards that we may grant to employees and service providers in the future; generating sufficient capital from operations, or obtaining sufficient capital from other sources, to repurchase our shares of common stock pursuant to the stock repurchase program; and other factors discussed in the Risk Factors section of our most recent periodic reports filed with the Securities and Exchange Commission (SEC), which you may obtain for free on the SECs website at www.sec.gov. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we do not know whether our expectations will prove correct. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof, even if subsequently made available by us on our website or otherwise. We do not undertake any obligation to update, amend or clarify these forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. The repurchase program authorization does not require the company to purchase a specific number of shares and the program may be modified, suspended or terminated at any time. The timing and number of shares repurchased, if any, pursuant to the stock repurchase authorization will be subject to a number of factors, including current market conditions, legal constraints and available cash or other sources of funding. This press release is not an offer to purchase any securities.
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Investor Contact: Sheree Aronson |
Media Contact: Mike Drummond | |
(949) 297-7043 |
(949) 297-7434 | |
saronson@masimo.com |
mdrummond@masimo.com |
Masimo, SET, Signal Extraction Technology, Improving Patient Outcome and Reducing Cost of Care... by Taking Noninvasive Monitoring to New Sites and Applications, rainbow, SpHb, SpOC, SpCO, SpMet, PVI, rainbow Acoustic Monitoring, RRa, Radical-7, Rad-87, Rad-57,Rad-8, Rad-5,Pulse CO-Oximetry, Pulse CO-Oximeter, Adaptive Threshold Alarm, and SEDLine are trademarks or registered trademarks of Masimo Corporation. The use of the trademarks Patient SafetyNet and PSN are under license from University HealthSystem Consortium.