EX-99.1 2 q32013earningsrelease991.htm EXHIBIT Q3 2013 Earnings Release 99.1



FOR IMMEDIATE RELEASE:                                 CONTACTS:
ArthroCare Corp.
Misty Romines
512-391-3902
 
ARTHROCARE REPORTS THIRD QUARTER 2013 FINANCIAL RESULTS
 
Austin, Texas - October 29, 2013 - ArthroCare Corp. (NASDAQ: ARTC), a leader in developing state-of-the-art, minimally invasive surgical products, announced its financial results for the quarter ended September 30, 2013.
 
THIRD QUARTER 2013 SUMMARY
 
Total revenue of $91.9 million.
Income from operations of $12.7 million, or operating margin of 13.9%.
Adjusted income from operations of $15.9 million, or adjusted operating margin of 17.3%
Net income available to common stockholders of $9.3 million, or $0.27 per share.
 

REVENUE
 
Total revenue for the third quarter of 2013 was $91.9 million, compared to $86.9 million for the third quarter of 2012, an increase of 5.7 percent. Product sales for the third quarter of 2013 were $87.1 million, compared to $82.6 million for the same quarter of 2012, an increase of 5.4 percent. In constant currency, product sales increased 5.8 percent for the three months ended September 30, 2013.
 
Worldwide sales of Sports Medicine products increased $2.9 million or 5.2 percent in the third quarter of 2013 when compared to the third quarter of 2012. In constant currency, Sports Medicine product sales increased 5.8 percent in this quarter when compared with the same quarter of 2012. In the third quarter of 2013 International Sports Medicine product sales increased $2.3 million, or 12.3 percent as compared to the third quarter of 2012 and proprietary Sports Medicine product sales in the Americas increased $1.4 million, or 4.5 percent. Partially offsetting the increase in Americas proprietary product sales was the decrease in contract manufactured product sales of approximately $0.8 million, or 11.2 percent in the third quarter of 2013, as compared to the third quarter of 2012.
 
Worldwide ENT product sales increased $1.2 million, or 4.7 percent in the third quarter of 2013 compared to the third quarter of 2012.  Changes in foreign exchange rates did not have a material effect on reported worldwide ENT product sales. International ENT product sales increased $0.9 million or 16.2 percent and Americas ENT product sales increased $0.3 million or 1.3 percent.
 
Other product sales increased $0.4 million or 19.6 percent in the third quarter of 2013 compared to the same quarter of 2012. Other product sales represent less than 3 percent of total product sales.
 
Royalties, fees and other revenues was 5.2 percent of total revenues for the third quarter of 2013 compared to 5.0 percent for the third quarter of 2012.

INCOME / LOSS FROM OPERATIONS
 
Income from operations for the third quarter of 2013 was $12.7 million compared to $13.7 million for the same period in 2012.  Operating margin for the third quarter of 2013 was 13.9 percent compared to 15.7 percent for the same quarter of 2012.
 
Investigation and restatement-related costs in the third quarter of 2013 was $3.2 million compared to $2.1 million in the third quarter of 2012.

Under the short-term incentive plan for 2013 approved by our Board of Directors, Adjusted Operating Margin is a key metric for purposes of evaluating management's performance.  Adjusted Operating Margin is Operating Margin adjusted for investigation and restatement related costs.  Investigation and restatement related costs were 3.4 percent and 2.5 percent of total revenue for the third quarters of 2013 and 2012, respectively, and Adjusted Operating Margin was 17.3 percent and 18.2 percent for these same periods.  Adjusted Income from Operations is Income from Operations adjusted for investigation and restatement related costs. In the third quarter of 2013 Adjusted Income from Operations was $15.9 million compared to $15.8





million in the same quarter of 2012. Adjusted Operating Margin and Adjusted Income from Operations are non-GAAP measures of profitability and it should not be considered as a substitute for measures prepared in accordance with GAAP.

Gross Profit for the third quarter of 2013 was $63.0 million compared to $60.7 million in the third quarter of 2012. Gross product margin in the current quarter was 68.6 percent compared to 69.9 percent in the third quarter of 2012.  The comparability of gross product margin between periods was impacted by the medical device excise tax imposed on US product sales by the Patient Protection and Affordable Care Act, which became effective in 2013 and was applied to the Company's domestic sales during the third quarter 2013. The decrease in gross product margin this quarter is due to the medical device tax as well as lower average selling price on Sports Medicine product sales and changes in sales mix versus the same period in 2012.
 
Total operating expenses were $50.2 million in the third quarter of 2013 compared to $47.1 million in the third quarter of 2012.  Research and development expense increased $0.2 million this quarter due to Sports Medicine product development programs. General and administrative expense increased $0.6 million due to costs incurred as part of the acquisition of ENTrigue Surgical, Inc. that closed on July 1, 2013. Sales and marketing expense as a percent of revenue also increased this quarter to 31.9 percent as compared to 31.2 percent in the same quarter of 2012. These increases in operating expenses were partially offset by a decrease of $0.8 million in amortization expense for intangible assets relating to the 2004 acquisition of Opus Medical, which were fully amortized as of the end of 2012.

NET INCOME / LOSS AVAILABLE TO COMMON STOCKHOLDERS
 
Net income available to common stockholders was $9.3 million or $0.27 per share in the third quarter of 2013, compared to $9.1 million, or $0.27 per share in the third quarter of 2012. 

BALANCE SHEET AND CASH FLOWS
 
Cash and cash equivalents were $208.4 million as of September 30, 2013 compared to $218.8 million at December 31, 2012.  Cash flows provided by operating activities for the nine months ended September 30, 2013 was $59.9 million compared to cash used in operations of $10.6 million for the nine months ended September 30, 2012 which included the payment of $74 million required to settle the private securities class actions against the Company.  Adjusted for this payment, cash flows provided by operating activities would have been $63.4 million for the first nine months of 2012. Cash used in investing activities for the nine months ended September 30, 2013 was $77.3 million which includes cash paid for the acquisitions of Eleven Blade Solutions, Inc. and ENTrigue Surgical, Inc. and to purchase an investment in OrthoSpace Ltd.
 

CONFERENCE CALL
 
ArthroCare will hold a conference call with the financial community to present these results at 8:30 a.m. ET/5:30 a.m. PT on Wednesday, October 30, 2013. To participate in the live conference call dial 800-771-7838.  A live and on-demand webcast of the call will be available on ArthroCare's Web site at www.arthrocare.com.  A telephonic replay of the conference call can be accessed by dialing 800-633-8284 and entering pass code number 21682277.  The replay will remain available through November 13, 2013.
 

ABOUT ARTHROCARE
 
ArthroCare develops and manufactures surgical devices, instruments, and implants that strive to enhance surgical techniques as well as improve patient outcomes.  Its devices improve many existing surgical procedures and enable new minimally invasive procedures.  Many of ArthroCare's devices use its internationally patented Coblation® technology. This technology precisely dissolves target tissue and limits damage to surrounding healthy tissue. ArthroCare also develops surgical devices utilizing other patented technology including its OPUS® line of fixation products as well as re-usable surgical instruments.  ArthroCare is leveraging these technologies in order to offer a comprehensive line of surgical devices to capitalize on a multi-billion dollar market opportunity across several surgical specialties, including its two core product areas consisting of Sports Medicine and Ear, Nose, and Throat as well as other areas such as spine, wound care, urology and gynecology.

FORWARD-LOOKING STATEMENTS
 
The information provided herein includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Statements that are not historical facts are forward-looking statements. Forward-looking





statements are based on beliefs and assumptions by management and on information currently available to management. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update any of them publicly in light of new information or future events. Additional factors that could cause actual results to differ materially from those contained in any forward-looking statement include, without limitation: the resolution of litigation pending against the Company; the impact upon the Company's operations of legal compliance matters which may require improvement and remediation; the ability of the Company to control expenses relating to legal or compliance matters; the Company's ability to remain current in its periodic reporting requirements under the Exchange Act and to file required reports with the Securities and Exchange Commission on a timely basis; the results of the investigation being conducted by the United States Department of Justice; the impact on the Company of additional civil and criminal investigations by state and federal agencies and civil suits by private third parties involving the Company's financial reporting and its previously announced restatement and its insurance billing and healthcare fraud-and-abuse compliance practices; the results of the civil investigation by the Department of Justice related to the Civil Investigative Demand we received arising under the False Claims Act; the possibility that the Department of Justice could institute civil proceedings against us, based on the results of the investigation related to the Civil Investigative Demand; the risk that we could be subject to qui tam suits involving the False Claims Act; the possibility that the Department of Justice could institute a criminal enforcement action against us based on the results of the civil investigation related to the Civil Investigative Demand; the resolution of any litigation related to the civil investigation; the ability of the Company to attract and retain qualified senior management and to prepare and implement appropriate succession planning for its Chief Executive Officer; general business, economic and political conditions; competitive developments in the medical devices market; changes in applicable legislative or regulatory requirements; the Company's ability to protect its intellectual property rights; the ability of the Company to continue to fund its working capital needs and planned expenditures; the risk of product liability claims; risks associated with the Company's international operations; risks associated with integration of the Company's acquisitions; the Company's ability to effectively and successfully implement its business strategies, and manage the risks in its business; and the reactions of the marketplace to the foregoing.
 
Financial Tables Appended






ARTHROCARE CORPORATION
Condensed Consolidated Balance Sheets - Unaudited
(in thousands, except par value data)
 
 
September 30, 2013
 
December 31, 2012
 
 
 
 
 
ASSETS
 
 

 
 

Current assets:
 
 

 
 

Cash and cash equivalents
 
$
208,435

 
$
218,787

Accounts receivable, net of allowances of $1,380 and $1,565 at September 30, 2013 and December 31, 2012, respectively
 
40,916

 
48,881

Inventories, net
 
46,526

 
48,417

Deferred tax assets
 
14,966

 
20,090

Prepaid expenses and other current assets
 
8,594

 
6,022

Total current assets
 
319,437

 
342,197

 
 
 
 
 
Property and equipment, net
 
45,459

 
30,461

Intangible assets, net
 
15,112

 
1,859

Goodwill
 
164,964

 
119,893

Deferred tax assets
 
25,041

 
23,206

Other assets
 
4,134

 
2,171

Total assets
 
$
574,147

 
$
519,787

 
 
 
 
 
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY
 
 

 
 

Current liabilities:
 
 

 
 

Accounts payable
 
$
18,385

 
$
12,189

Accrued liabilities
 
63,851

 
41,674

Income tax payable
 
15

 
286

Other liabilities
 
280

 
318

Total current liabilities
 
82,531

 
54,467

 
 
 
 
 
Deferred tax liabilities
 
361

 
354

Other non-current liabilities
 
19,259

 
20,200

Total liabilities
 
102,151

 
75,021

 
 
 
 
 
Commitments and contingencies (Notes 6 and 7)
 
 
 
 

 
 
 
 
 
Series A 3% Redeemable Convertible Preferred Stock, par value $0.001; Authorized: 100 shares; Issued and outstanding: 75 shares at September 30, 2013 and December 31, 2012; Redemption value: $87,089
 
83,548

 
80,759

 
 
 
 
 
Stockholders’ equity:
 
 
 
 

Preferred stock, par value $0.001; Authorized: 4,900 shares; Issued and outstanding: none
 

 

Common stock, par value $0.001; Authorized: 75,000 shares; Issued: 32,299 and 31,949 shares Outstanding: 28,368 and 27,977 shares at September 30, 2013 and December 31, 2012, respectively
 
28

 
28

Treasury stock: 3,391 and 3,942 shares at September 30, 2013 and December 31, 2012, respectively
 
(106,126
)
 
(106,425
)
Additional paid-in capital
 
426,224

 
413,660

Accumulated other comprehensive income
 
4,987

 
5,300

Retained earnings
 
63,335

 
51,444

Total stockholders’ equity
 
388,448

 
364,007

Total liabilities, redeemable convertible preferred stock and stockholders’ equity
 
$
574,147

 
$
519,787

 
 
 
 
 






ARTHROCARE CORPORATION
Condensed Consolidated Statements of Comprehensive Income - Unaudited
(in thousands, except par value data)
 
 
Three months ended September 30,
 
Nine months ended September 30,
 
 
2013
 
2012
 
2013
 
2012
 
 
 
 
 
 
 
 
 
Revenues:
 
 

 
 

 
 
 
 
Product sales
 
$
87,060

 
$
82,602

 
$
262,008

 
$
258,448

Royalties, fees and other
 
4,803

 
4,338

 
14,273

 
13,070

Total revenues
 
91,863

 
86,940

 
276,281

 
271,518

 
 
 
 
 
 
 
 
 
Cost of product sales
 
28,876

 
26,204

 
85,929

 
80,210

 
 
 
 
 
 
 
 
 
Gross profit
 
62,987
 
60,736
 
190,352
 
191,308

Operating expenses:
 
 
 
 

 
 
 
 
Research and development
 
8,433

 
8,184

 
25,536

 
23,677

Sales and marketing
 
29,322

 
27,175

 
89,872

 
86,217

General and administrative
 
8,785

 
8,191

 
24,926

 
24,833

Amortization of intangible assets
 
534

 
1,363

 
1,461

 
4,000

Exit costs
 

 

 

 
(778
)
Investigation and restatement related costs
 
3,164

 
2,139

 
33,391

 
4,363

Total operating expenses
 
50,238

 
47,052

 
175,186

 
142,312

 
 
 
 
 
 
 
 
 
Income (loss) from operations
 
12,749

 
13,684

 
15,166

 
48,996

 
 
 
 
 
 
 
 
 
Non-operating gains (losses)
 
(28
)
 
183

 
101

 
(578
)
 
 
 
 
 
 
 
 
 
Income (loss) before income taxes
 
12,721

 
13,867

 
15,267

 
48,418

 
 
 
 
 
 
 
 
 
Income tax provision
 
2,449

 
3,882

 
587

 
13,211

 
 
 
 
 
 
 
 
 
Net income
 
10,272

 
9,985

 
14,680

 
35,207

 
 
 
 
 
 
 
 
 
Accrued dividend and accretion charges on Series A 3% Redeemable Convertible Preferred Stock
 
(940
)
 
(900
)
 
(2,788
)
 
(2,666
)
 
 
 
 
 
 
 
 
 
Net income available to common stockholders
 
9,332

 
9,085

 
11,892

 
32,541

 
 
 
 
 
 
 
 
 
Other comprehensive income
 
 
 
 

 
 
 
 
Foreign currency translation adjustments
 
1,131

 
951

 
(312
)
 
565

 
 
 
 
 
 
 
 
 
Total comprehensive income
 
$
11,403

 
$
10,936

 
$
14,368

 
$
35,772

Weighted average shares outstanding:
 
 

 
 

 
 
 
 
Basic
 
28,374

 
27,714

 
28,239

 
27,698

Diluted
 
28,968

 
28,087

 
28,888

 
28,096

 
 
 
 
 
 
 
 
 
Earnings per share applicable to common stockholders:
 
 

 
 

 
 
 
 
Basic
 
$
0.27

 
$
0.27

 
$
0.35

 
$
0.97

Diluted
 
$
0.27

 
$
0.27

 
$
0.34

 
$
0.96







ARTHROCARE CORPORATION
Supplemental Schedule of Product Sales - Unaudited
(in thousands)
 
 
Three months ended September 30, 2013
 
Three months ended September 30, 2012
 
 
Americas
 
International
 
Total Product Sales
 
% Net Product Sales
 
Americas
 
International
 
Total Product Sales
 
% Net Product Sales
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sports Medicine
 
$
37,410

 
$
20,674

 
$
58,084

 
66.7
%
 
$
36,787

 
$
18,414

 
$
55,201

 
66.8
%
ENT
 
19,938

 
6,791

 
26,729

 
30.7
%
 
19,677

 
5,846

 
25,523

 
30.9
%
Other
 
372

 
1,875

 
2,247

 
2.6
%
 
322

 
1,556

 
1,878

 
2.3
%
Total product sales
 
$
57,720

 
$
29,340

 
$
87,060

 
100
%
 
$
56,786

 
$
25,816

 
$
82,602

 
100
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine months ended September 30, 2013
 
Nine months ended September 30, 2012
 
 
Americas
 
International
 
Total Product Sales
 
% Net Product Sales
 
Americas
 
International
 
Total Product Sales
 
% Net Product Sales
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
Sports Medicine
 
$
114,218

 
$
62,401

 
$
176,619

 
67.4
%
 
$
113,868

 
$
58,357

 
$
172,225

 
66.6
%
ENT
 
60,880

 
18,014

 
78,894

 
30.1
%
 
62,985

 
16,629

 
79,614

 
30.8
%
Other
 
1,185

 
5,310

 
6,495

 
2.5
%
 
1,322

 
5,287

 
6,609

 
2.6
%
Total product sales
 
$176,283
 
$85,725
 
$262,008
 
100
%
 
$
178,175

 
$
80,273

 
$
258,448

 
100
%