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): July 31, 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 July 31, 2013, Masimo Corporation (the Company) issued a press release announcing its financial results for the quarter ended June 29, 2013. 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, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. | Financial Statements and Exhibits. |
(d) | The following item is filed as an exhibit to this Current Report on Form 8-K: |
Exhibit No. |
Description | |
99.1 | Press Release, dated July 31, 2013, Reporting Second Quarter 2013 Financial Results |
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: July 31, 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 July 31, 2013, Reporting Second Quarter 2013 Financial Results |
Exhibit 99.1
Masimo Reports Second Quarter 2013 Financial Results
Q2 2013 Highlights (compared to Q2 2012):
| Total revenue, including royalties, rose 12% to $137.4 million |
| Product revenue rose 12% to $129.6 million |
| Revenue from rainbow® products rose 19% to $11.5 million |
| SET® and rainbow® SET unit shipments rose 14% to 42,600 |
| Net income was $17.0 million, with EPS of $0.30 versus $0.30 in the year-ago period |
Irvine, California, July 31, 2013 Masimo (NASDAQ: MASI) today announced its financial results for the second quarter ended June 29, 2013.
Masimos total second quarter revenue, including royalties, rose 12% to $137.4 million, compared to $122.8 million for the second quarter of 2012. Second quarter 2013 product revenue rose 12% to $129.6 million, compared to $115.3 million for the second quarter of 2012. The companys worldwide direct product revenue grew 10% in the second quarter of 2013 and represented 83% of product revenue. OEM sales, which accounted for 17% of product revenue, rose 27% compared to the same period in 2012. Revenue from sales of Masimo rainbow products rose 19% to $11.5 million in the second quarter, compared to $9.7 million in the year-ago period. Second quarter 2013 rainbow revenue included $3.6 million in sales of total hemoglobin products.
Net income for the second quarter of 2013 was $17.0 million, or $0.30 per diluted share, compared to net income of $17.7 million, or $0.30 per diluted share, in the second quarter of 2012.
During the second quarter of 2013, the company shipped approximately 42,600 SET pulse oximetry and rainbow SET Pulse CO-Oximetry units, excluding handheld units, up 14% compared to approximately 37,300 in the same prior-year period. Masimo estimates its worldwide installed base as of June 29, 2013 to be 1,148,000 units, up 11% from 1,033,000 units as of June 30, 2012.
Joe Kiani, Chairman and Chief Executive Officer of Masimo, said, Our financial performance was strong due to the increase in demand for our breakthrough technologies that have been shown to improve care, reduce cost and increase patient safety. The strong second quarter shipments are indicative of the demand for our innovations.
As of June 29, 2013, Masimos cash and cash equivalents were $78.1 million, compared to $71.6 million as of December 29, 2012. The change reflects primarily net cash generated from operations, offset by $19.8 million in cash used to repurchase one million shares of Masimo common stock in the first half of 2013.
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 19905435. After the live webcast, the call will be available on Masimos website through August 31, 2013. In addition, a telephonic replay of the call will be available through August 14, 2013. The replay dial-in numbers are (800) 585-8367 for domestic callers and +1 (404) 537-3406 for international callers. Please use reservation code 19905435.
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 and reduce the cost of care; and demand for our technologies. 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: Eli Kammerman | Media Contact: Mike Drummond | |
(949) 297-7077 | (949) 297-7434 | |
ekammerman@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
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited) (in thousands)
June 29, 2013 |
December 29, 2012 |
|||||||
ASSETS |
||||||||
Current assets |
||||||||
Cash and cash equivalents |
$ | 78,073 | $ | 71,554 | ||||
Accounts receivable, net of allowance for doubtful accounts |
66,971 | 67,911 | ||||||
Royalties receivable |
7,000 | 7,130 | ||||||
Inventories |
55,717 | 47,358 | ||||||
Prepaid expenses |
12,987 | 8,587 | ||||||
Deferred tax assets |
12,001 | 12,911 | ||||||
Other current assets |
3,251 | 3,896 | ||||||
|
|
|
|
|||||
Total current assets |
236,000 | 219,347 | ||||||
Deferred cost of goods sold |
57,807 | 52,103 | ||||||
Property and equipment, net |
23,990 | 23,924 | ||||||
Intangible assets, net |
27,993 | 27,363 | ||||||
Goodwill |
22,469 | 22,824 | ||||||
Deferred tax assets |
21,497 | 22,363 | ||||||
Other assets |
7,473 | 8,022 | ||||||
|
|
|
|
|||||
Total assets |
$ | 397,229 | $ | 375,946 | ||||
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|
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LIABILITIES AND EQUITY |
||||||||
Current liabilities |
||||||||
Accounts payable |
$ | 31,623 | $ | 27,033 | ||||
Accrued compensation |
24,020 | 25,021 | ||||||
Accrued liabilities |
15,843 | 16,648 | ||||||
Income taxes payable |
736 | 1,504 | ||||||
Deferred revenue |
20,453 | 19,278 | ||||||
Current portion of capital lease obligations |
114 | 55 | ||||||
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|
|
|
|||||
Total current liabilities |
92,789 | 89,539 | ||||||
Deferred revenue |
400 | 576 | ||||||
Capital lease obligations, less current portion |
226 | 60 | ||||||
Other liabilities |
10,328 | 10,103 | ||||||
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|
|
|
|||||
Total liabilities |
103,743 | 100,278 | ||||||
Equity |
||||||||
Masimo Corporation stockholders equity: |
||||||||
Common stock |
56 | 57 | ||||||
Treasury stock |
(83,454 | ) | (63,664 | ) | ||||
Additional paid-in capital |
266,000 | 258,783 | ||||||
Accumulated other comprehensive income |
2,883 | 3,542 | ||||||
Retained earnings |
107,827 | 74,361 | ||||||
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|
|
|
|||||
Total Masimo Corporation stockholders equity |
293,312 | 273,079 | ||||||
Noncontrolling interest |
174 | 2,589 | ||||||
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|
|
|
|||||
Total equity |
293,486 | 275,668 | ||||||
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|
|
|
|||||
Total liabilities and equity |
$ | 397,229 | $ | 375,946 | ||||
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MASIMO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited) (in thousands, except per share amounts)
Three Months Ended | Six Months Ended | |||||||||||||||
June 29, 2013 |
June 30, 2012 |
June 29, 2013 |
June 30, 2012 |
|||||||||||||
Revenue: |
||||||||||||||||
Product |
$ | 129,568 | $ | 115,317 | $ | 258,203 | $ | 227,536 | ||||||||
Royalty |
7,854 | 7,458 | 15,161 | 14,467 | ||||||||||||
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|
|
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|
|
|||||||||
Total revenue |
137,422 | 122,775 | 273,364 | 242,003 | ||||||||||||
Cost of goods sold |
46,190 | 41,343 | 92,551 | 81,266 | ||||||||||||
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|
|||||||||
Gross profit |
91,232 | 81,432 | 180,813 | 160,737 | ||||||||||||
Operating expenses: |
||||||||||||||||
Selling, general and administrative |
54,173 | 47,649 | 106,446 | 94,121 | ||||||||||||
Research and development |
13,879 | 11,110 | 28,046 | 21,615 | ||||||||||||
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|
|||||||||
Total operating expenses |
68,052 | 58,759 | 134,492 | 115,736 | ||||||||||||
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|
|
|
|||||||||
Operating income |
23,180 | 22,673 | 46,321 | 45,001 | ||||||||||||
Non-operating expense |
(238 | ) | (462 | ) | (2,564 | ) | (1,044 | ) | ||||||||
|
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|
|
|
|||||||||
Income before provision for income taxes |
22,942 | 22,211 | 43,757 | 43,957 | ||||||||||||
Provision for income taxes |
8,294 | 4,443 | 12,707 | 10,423 | ||||||||||||
|
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|
|||||||||
Net income including noncontrolling interest |
14,648 | 17,768 | 31,050 | 33,534 | ||||||||||||
Net (income) loss attributable to the noncontrolling interest |
2,390 | (71 | ) | 2,416 | (63 | ) | ||||||||||
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|||||||||
Net income attributable to Masimo Corporation stockholders |
$ | 17,038 | $ | 17,697 | $ | 33,466 | $ | 33,471 | ||||||||
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Net income per share attributable to Masimo Corporation stockholders: |
||||||||||||||||
Basic |
$ | 0.30 | $ | 0.31 | $ | 0.59 | $ | 0.58 | ||||||||
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Diluted |
$ | 0.30 | $ | 0.30 | $ | 0.58 | $ | 0.57 | ||||||||
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Weighted average shares used in per share calculations: |
||||||||||||||||
Basic |
56,440 | 57,141 | 56,840 | 57,660 | ||||||||||||
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Diluted |
57,204 | 58,084 | 57,607 | 58,612 | ||||||||||||
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MASIMO CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited) (in thousands)
Six Months Ended | ||||||||
June 29, 2013 |
June 30, 2012 |
|||||||
Cash flows from operating activities: |
||||||||
Net income including noncontrolling interest |
$ | 31,050 | $ | 33,534 | ||||
Adjustments to reconcile net income including noncontrolling interest to net cash provided by operating activities: |
||||||||
Depreciation and amortization |
5,600 | 3,973 | ||||||
Share-based compensation |
6,390 | 7,837 | ||||||
Loss on disposal of property and equipment |
78 | | ||||||
Provision for (benefit from) doubtful accounts |
314 | (216 | ) | |||||
Provision for obsolete inventory |
556 | 533 | ||||||
Provision for warranty costs |
1,280 | 1,222 | ||||||
Provision for (benefit from) deferred income taxes |
1,687 | (319 | ) | |||||
Income tax benefit from exercise of stock options granted prior to January 1, 2006 |
436 | 138 | ||||||
Excess tax deficit from share-based compensation arrangements |
504 | 285 | ||||||
Changes in operating assets and liabilities: |
||||||||
(Increase) decrease in accounts receivable |
569 | (7,154 | ) | |||||
(Increase) decrease in royalties receivable |
130 | (151 | ) | |||||
(Increase) decrease in inventories |
(8,976 | ) | 152 | |||||
Increase in deferred cost of goods sold |
(5,718 | ) | (367 | ) | ||||
Increase in prepaid expenses |
(4,475 | ) | (325 | ) | ||||
(Increase) decrease in other assets |
1,160 | (1,896 | ) | |||||
Increase (decrease) in accounts payable |
4,644 | (5,410 | ) | |||||
Decrease in accrued compensation |
(793 | ) | (1,166 | ) | ||||
Increase (decrease) in accrued liabilities |
(2,003 | ) | 310 | |||||
Decrease in income taxes payable |
(1,261 | ) | (485 | ) | ||||
Increase in deferred revenue |
1,000 | 2,218 | ||||||
Increase (decrease) in other liabilities |
231 | (1,544 | ) | |||||
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|
|||||
Net cash provided by operating activities |
32,403 | 31,169 | ||||||
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|
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Cash flows from investing activities: |
||||||||
Purchases of property and equipment |
(3,936 | ) | (4,842 | ) | ||||
Increase in intangible assets |
(2,154 | ) | (1,220 | ) | ||||
Cash paid for acquisition |
| (7,150 | ) | |||||
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|
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Net cash used in investing activities |
(6,090 | ) | (13,212 | ) | ||||
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Cash flows from financing activities: |
||||||||
Repayments of capital lease obligations |
(96 | ) | (23 | ) | ||||
Proceeds from issuance of common stock |
897 | 593 | ||||||
Excess tax deficit from share-based compensation arrangements |
(504 | ) | (285 | ) | ||||
Repurchases of common stock |
(19,790 | ) | (26,268 | ) | ||||
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Net cash used in financing activities |
(19,493 | ) | (25,983 | ) | ||||
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|
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Effect of foreign currency exchange rates on cash |
(301 | ) | (339 | ) | ||||
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|
|||||
Net increase (decrease) in cash and cash equivalents |
6,519 | (8,365 | ) | |||||
Cash and cash equivalents at beginning of period |
71,554 | 129,882 | ||||||
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Cash and cash equivalents at end of period |
$ | 78,073 | $ | 121,517 | ||||
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