-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IrD2rD7YqI4aqR9qlSQSV0NtNySCswxs8YR9Myz7Bz41tT/CbCatA3XOrcOZ4fS6 Xc0NYOG9jpA4mGjDSfI8dg== 0001181431-05-024097.txt : 20050428 0001181431-05-024097.hdr.sgml : 20050428 20050428151117 ACCESSION NUMBER: 0001181431-05-024097 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050428 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050428 DATE AS OF CHANGE: 20050428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DRUGSTORE COM INC CENTRAL INDEX KEY: 0001086467 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 043416255 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26137 FILM NUMBER: 05780247 BUSINESS ADDRESS: STREET 1: 411 108TH AVE. NE STREET 2: SUITE 1400 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 4258815131 MAIL ADDRESS: STREET 1: 411 108TH AVE. NE STREET 2: SUITE 1400 CITY: BELLEVUE STATE: WA ZIP: 98004 8-K 1 rrd76924.htm CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT Prepared By R.R. Donnelley Financial -- Form 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):  04/28/2005
 
DRUGSTORE.COM, INC.
(Exact Name of Registrant as Specified in its Charter)
 
Commission File Number:  0-26137
 
DE
  
043416255
(State or Other Jurisdiction of
  
(I.R.S. Employer
Incorporation or Organization)
  
Identification No.)
 
411 108th Ave NE
Suite 1400
Bellevue, WA 98004
(Address of Principal Executive Offices, Including Zip Code)
 
(425) 372-3200
(Registrant’s Telephone Number, Including Area Code)
 
13920 SE Eastgate Way, Suite 300, Bellevue, WA 98005
(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(17CFR240.14a-12)

[  ]   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))

[  ]   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
 

Items to be Included in this Report

 
Item 2.02.    Results of Operations and Financial Condition
 
On April 28, 2005, drugstore.com, inc. issued a press release to report its financial results for the first quarter ended April 3, 2005 and certain other information. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished in this report and the exhibit hereto shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

 
 
Item 9.01.    Financial Statements and Exhibits
 
99.1        Press release dated April 28, 2005.
 

 

Signature(s)
 
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.
 
     
 
DRUGSTORE.COM, INC.
 
 
Date: April 28, 2005.
     
By:
 
/s/    Dawn G. Lepore

               
Dawn G. Lepore
               
President, Chief Executive Officer and Chairman of the Board
 
 


 

Exhibit Index
 
Exhibit No.

  
Description

EX-99.1
  
Press Release dated April 28, 2005
EX-99.1 2 rrd76924_5462.htm PRESS RELEASE DATED APRIL 28, 2005 drugstore

FOR IMMEDIATE RELEASE

Contact:

drugstore.com, inc. Investor Relations:

Judith McGarry Chris Danne or Brinlea Johnson

415-971-2900 415-217-5865 or 212-867-2593

jmcgarry@drugstore.com chris@blueshirtgroup.com brinlea@blueshirtgroup.com

drugstore.com, inc. Announces First Quarter 2005 Financial Results

Company Reports Strong Sales of $99.6 Million Driven by a
26% Increase in OTC Sales and a 24% Increase in Mail-Order Pharmacy Sales

BELLEVUE, WA -- April 28, 2005 - drugstore.com, inc. (NASDAQ: DSCM), a leading online provider of health, beauty, vision, and pharmacy products, today announced its financial results for the first quarter ended April 3, 2005. The company reported an 18% year-over-year increase in net sales, to $99.6 million, and a 12% year-over-year increase in gross profit, to $20.2 million, propelled by year-over-year net sales growth of 26% in OTC and 24% in mail-order pharmacy.

"Our stronger-than-expected sales in the first quarter were driven by solid revenue growth across our OTC, mail-order pharmacy, and local pick-up pharmacy segments," said Dawn Lepore, chief executive officer and chairman of the board of drugstore.com, inc. "Net sales were the second highest in corporate history, second only to our seasonally strong fourth quarter in 2004, while total operating expenses as a percentage of net sales declined to an all-time low."

Net loss for the first quarter was $5.0 million, or $0.06 per share, compared to $4.6 million, or $0.06 per share, for the first quarter of 2004. EBITDA loss (a non-GAAP financial measure defined as earnings before interest, taxes, depreciation, and amortization of intangible assets, non-cash marketing expense and stock-based compensation) was $1.3 million for the first quarter, compared to an EBITDA loss of $961,000 for the first quarter of 2004.

"During the quarter, we established a new brand platform and began work on a targeted yet aggressive print campaign to capitalize on our market leadership position," continued Lepore. "Importantly, we also completed and strengthened our management team, with the additions of four talented executives: vice president of strategy, Jonathan Tinter; vice president of pharmacy, Matthew Stepka; chief information officer, Talat Sadiq; and chief technology officer, John Helm. We believe that these talented organizational additions and investments in marketing and technology position us to execute on our growth plan."

"Gross margin was 20.3% for the first quarter, in line with the fourth quarter of 2004," said Bob Barton, vice president and chief financial officer of drugstore.com, inc. "During the first quarter, we continued to drive scale efficiencies through both our fulfillment and order processing and G&A expense categories. We also strengthened our balance sheet with the addition of $26.0 million in private equity financing, ending the quarter with $57.5 million in cash, cash equivalents and marketable securities, which enhances our ability to invest in our business for future growth and profitability. In the second quarter, we will increase our marketing and technology investments as planned, as we ramp up our branding initiatives."

Outlook for the Second Quarter 2005

For the second quarter of 2005, drugstore.com, inc. is targeting a net sales range of $95.0 million to $99.0 million, a net loss range of $6.6 million to $7.9 million, and an EBITDA loss range of $3.3 million to $4.6 million. Explained Barton, "Our net sales range is based on our expectation

of continued solid growth from our core segments, OTC (excluding wholesale OTC) and mail-order pharmacy, and a continued low level of investment in our local pick-up pharmacy and vision segments and our wholesale OTC business."

Financial and Operational Highlights for the First Quarter of 2005
(all comparisons are made with the first quarter of 2004, unless otherwise noted)

Net Sales Highlights:

  • Net sales in the OTC segment grew by 26% to $44.5 million, with net sales from repeat OTC customers growing by 30%.
  • Mail-order pharmacy net sales grew by 24% to $18.0 million.
  • Local pick-up pharmacy net sales grew by 16% to $25.0 million.
  • Vision net sales were down 6% from the first quarter of 2004, but grew by 2% from the fourth quarter of 2004.
  • Total order volume (including wholesale OTC orders) grew by 14%, to 1.3 million orders.
  • Average net sales per order were $77, up from $74. Average net sales per order grew by 3% to $56 for OTC ($59 excluding wholesale OTC sales), by 9% to $141 for mail-order pharmacy, by 6% to $82 for vision, and by 6% to $107 for local pick-up.
  • Revenue from repeat customers represented 77% of net sales.

Key Customer Milestones:

  • Approximately 6.3 million customers have been served since inception.
  • The number of active customers grew by 21% year-over-year, to approximately 1.9 million.
  • The average annual spend per active customer grew $14, or 8%, to approximately $187.

Other Financial Highlights:

  • Fulfillment and order processing expenses improved to 10.3% of net sales, an all-time low as a percentage of net sales.
  • Marketing and sales expense per new customer was $23.
  • Inventory turned at an annualized rate of 15 during the quarter.
  • The company ended the quarter with approximately 700 employees.

Conference Call

Investors, analysts, and other interested parties are invited to join the drugstore.com™ quarterly conference call on Thursday, April 28, 2005 at 5:00 p.m. ET (2:00 p.m. PT). To participate, callers should dial 800-218-9073 (international callers should dial 303-262-2190) five minutes beforehand. Investors may also listen to the conference call live at www.drugstore.com (under Corporate Information), by clicking on the "audio" hyperlink. A replay of the call will be available through Monday, May 2, 2005 at 800-405-2236 (enter pass code 11027699) or internationally at 303-590-3000 (enter pass code 11027699) beginning two hours after completion of the call.

Non-GAAP Measures

To supplement the consolidated financial statements presented in accordance with GAAP, drugstore.com, inc. uses the non-GAAP measure of EBITDA, defined as earnings before interest, taxes, depreciation, and amortization of intangible assets, non-cash marketing expenses and stock-based compensation. This non-GAAP measure is provided to enhance the user's overall understanding of the company's current financial performance and prospects for the future. Management believes that EBITDA, as defined, provides useful information to the company and to investors by excluding certain items that may not be indicative of the company's core operating results. In addition, because drugstore.com, inc. has historically provided EBITDA measures to investors, management believes that including EBITDA measures provides consistency in the company's financial reporting. However, EBITDA should not be considered in isolation, or as a substitute for, or as superior to, net loss, cash flows, or other consolidated l oss or cash flow data prepared in accordance with GAAP, or as a measure of the company's profitability or liquidity. Although EBITDA is frequently used as a measure of operating performance, it is not necessarily comparable to other similarly titled captions of other companies due to differences in methods of calculation. Net loss is the closest financial measure prepared by the company in accordance with GAAP in terms of comparability to EBITDA loss.

drugstore.com, inc. also uses non-GAAP measures in which wholesale OTC sales are excluded from OTC segment sales data. These non-GAAP measures are provided to enhance the user's overall understanding of the company's financial performance in the OTC segment. Management believes that these reporting metrics provide useful information to the company and to investors by excluding certain items that may not be indicative of the company's core operating results in the OTC segment. By excluding wholesale OTC sales from OTC sales data, the company can more effectively assess the buying behavior of, and the company's financial performance with respect to, its own OTC customers (those customers making purchases through Web sites owned by drugstore.com, inc. and its subsidiaries). However, these non-GAAP measures should not be considered in isolation, or as a substitute for, or as superior to, OTC segment sales data prepared in accordance with GAAP, or as a measure of the company's overall performan ce in the OTC segment. OTC segment sales measures are the closest financial measures prepared by the company in accordance with GAAP in terms of comparability to OTC segment sales measures that exclude wholesale OTC sales.

About drugstore.com, inc.

drugstore.com, inc. (NASDAQ: DSCM) is a leading online provider of health, beauty, vision, and pharmacy products. The drugstore.com™ online store provides a convenient, private, and informative shopping experience that encourages consumers to purchase products essential to healthy, everyday living. The online store offers thousands of brand-name personal health care products at competitive prices; a full-service, licensed retail pharmacy; and a wealth of health-related information, buying guides, and other tools designed to help consumers make informed purchasing decisions. Consumers can personalize their shopping experiences with shopping lists, e-mail reminders for replenishing regularly used products, and private e-mail access to pharmacists and beauty experts for questions.

drugstore.com, inc. has been awarded the Verified Internet Pharmacy Practice Sites (VIPPS) certification by the National Association of Boards of Pharmacy (NABP) as a fully licensed facility exercising competent, safe pharmacy practices in compliance with federal and state laws and regulations.

The financial results contained in this press release are preliminary and unaudited. In addition, this press release contains forward-looking statements regarding future events or the future financial and operational performance of drugstore.com, inc. Words such as "expects," "believes," "anticipates," "intends," "may," "will," "plan," "continue," "forecast," "targeting," "remains," "would," "should," and similar expressions, are intended to identify forward-looking statements. Forward-looking statements are based on current expectations, are not guarantees of future performance and involve assumptions, risks, and uncertainties. Actual performance may differ materially from those contained or implied in such forward-looking statements. Risks and uncertainties that could lead to such differences could include, among other things: effects of changes in the economy, consumer spending, fluctuations in the stock market, changes affecting the Internet, online retailing and advertising, the company's limited operating history, difficulties establishing our brand and building a critical mass of customers, the unpredictability of future revenues and expenses and potential fluctuations in revenues and operating results, risks related to business combinations and strategic alliances, possible tax liabilities relating to the collection of sales tax, consumer trends, the level of competition, seasonality, the timing and success of expansion efforts, recent changes in senior management, risks related to systems interruptions, possible governmental regulation and the ability to manage a rapidly growing business. Additional information regarding factors that potentially could affect the business, financial condition and operating results of drugstore.com, inc. is included in the company's periodic filings with the SEC on Forms 10-K and 10-Q. drugstore.com, inc. expressly disclaims any intent or obligation to update any forward-looking statement, except as otherwise specifically stated by it.

DRUGSTORE.COM, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

       
 

Three Months Ended

 

April 3,

 

March 28,

 

2005

 

2004

 

(unaudited)

       

Net sales

$ 99,573

 

$ 84,362

       

Costs and expenses:

     

Cost of sales

79,336

 

66,245

Fulfillment and order processing

10,285

 

9,257

Marketing and sales

6,820

 

6,123

Technology and content

2,928

 

2,320

General and administrative

3,728

 

3,663

Amortization of intangible assets

801

 

1,052

Stock-based compensation

848

 

352

Total costs and expenses

104,746

 

89,012

       

Operating loss

(5,173)

 

(4,650)

       

Interest income, net

179

 

81

       

Net loss

$ (4,994)

 

$ (4,569)

       

Basic and diluted net loss per share

$ (0.06)

 

$ (0.06)

Weighted average shares outstanding used to compute basic and diluted net loss per share

85,487,764

 

74,515,424

       

 

 

SUPPLEMENTAL INFORMATION: Gross Profit, Gross Margin, and EBITDA Loss (See Note 1 below):

USD (in thousands), unless otherwise indicated

Three Months Ended

April 3,

2005

March 28,

2004

1. Gross Profit and Gross Margin

Net sales

$ 99,573

$ 84,362

Cost of sales

79,336

66,245

Gross profit

$ 20,237

$ 18,117

Gross margin

20.3%

21.5%

2. Reconciliation of Net Loss to EBITDA Loss (see Note 2 below)

(a) Reconciliation of Net Loss to EBITDA Loss Calculated As:

USD (in thousands), unless otherwise indicated

Three Months Ended

April 3,

2005

March 28,

2004

Net loss

$ (4,994)

$ (4,569)

Amortization of intangible assets

801

1,052

Amortization of non-cash marketing

572

572

Stock-based compensation

848

352

Depreciation (see Note 2 below)

1,603

1,713

Interest income, net

(179)

(81)

EBITDA loss

$ (1,349)

$ (961)

NOTE 1: Supplemental information related to the company's gross profit, gross margin and EBITDA loss for the three months ended April 3, 2005 and March 28, 2004 is presented for informational purposes only and is not prepared in accordance with generally accepted accounting principles.

 

Three Months Ended

 

April 3,

 

March 28,

 

2005

 

2004

Fulfillment and order processing

$ 941

$ 1,259

Marketing and sales

¾

 

¾

Technology and content

507

 

188

General and administrative

155

 

266

Depreciation

$ 1,603

$ 1,713

NOTE 2: EBITDA loss is defined as loss before interest, taxes, depreciation, and amortization of intangible assets, non-cash marketing expense and stock-based compensation. Depreciation expense excluded from EBITDA loss is classified in the following financial statement line items:

 

(b) Reconciliation of Forecasted Q2 2005 Net Loss Range to Forecasted Q2 2005 EBITDA Loss Range Calculated As:

Three Months Ended

July 3, 2005

Range High

Range Low

Estimated net loss

$ (6,600)

$ (7,900)

Estimated amortization of intangible assets

800

800

Estimated amortization of non-cash marketing

575

575

Estimated stock-based compensation

400

400

Estimated depreciation

1,900

1,900

Estimated interest income, net

(340)

(340)

Estimated EBITDA loss

$ (3,265)

$ (4,565)

 

 

 

SUPPLEMENTAL INFORMATION: Net sales by reporting segment (see Note 3 below):

 

Three Months Ended

 

April 3,

 

January 2,

 

March 28,

 

2005

 

2005

 

2004

Over-the-Counter (OTC)

$ 44,509

$ 47,875

$ 35,462

Mail-order pharmacy

17,953

 

18,104

 

14,505

Local pick-up pharmacy

24,976

 

25,739

 

21,544

Vision

12,135

 

11,888

 

12,851

Consolidated

$ 99,573

$ 103,606

$ 84,362

NOTE 3: As previously disclosed, drugstore.com operates on a 52/53 week retail calendar year, with each quarter in a 52-week fiscal year representing a 13-week period. Fiscal year 2004 was a 53-week fiscal year, with the fourth quarter representing a 14-week period.

 

 

 

SUPPLEMENTAL INFORMATION: Reconciliation of OTC Net Sales to OTC Net Sales Excluding Wholesale OTC (see Note 4 below):

 

Three Months Ended

 

April 3,

2005

January 2,

2005

March 28,

2004

 

(in thousands, except orders and per order data)

Over-the-Counter (OTC):

     

Net sales

$ 44,509

$ 47,875

$ 35,462

Wholesale OTC sales

2,547

4,523

2,035

OTC sales, excluding wholesale

OTC

$ 41,962

$ 43,352

$ 33,427

       

OTC orders shipped

792,286

814,251

649,690

Wholesale OTC orders shipped

83,937

110,001

60,798

OTC orders shipped, excluding

wholesale OTC

708,349

704,250

588,892

OTC sales per order shipped, excluding wholesale OTC

$ 59

$ 62

$ 57

NOTE 4: Supplemental information related to the company's OTC sales excluding wholesale OTC sales for the three months ended April 3, 2005, January 2, 2005 and March 28, 2004 is presented for informational purposes only and is not prepared in accordance with generally accepted accounting principles.

DRUGSTORE.COM, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

 

April 3,

2005

 

January 2,

2005

(unaudited)

(audited)

ASSETS

     

Current assets:

     

Cash and cash equivalents

$ 15,367

 

$ 15,491

Marketable securities

42,111

 

18,728

Accounts receivable, net of allowances

33,435

 

35,344

Inventories

21,118

 

19,287

Prepaid marketing expenses

2,290

 

2,290

Other current assets

3,306

3,027

Total current assets

117,627

 

94,167

       

Fixed assets, net

13,716

 

13,626

Other intangible assets, net

9,598

 

10,399

Goodwill, net

32,202

 

32,202

Prepaid marketing expenses and other

7,545

 

8,117

Total assets

$ 180,688

 

$ 158,511

       

LIABILITIES & STOCKHOLDERS' EQUITY

     

Current liabilities:

Accounts payable

$ 57,441

 

$ 57,510

Accrued compensation

2,837

 

3,559

Accrued marketing expenses

2,797

 

2,567

Other current liabilities

3,958

 

3,837

Current portion of long term debt

2,196

 

1,158

Total current liabilities

69,229

 

68,631

       

Deferred income taxes

945

 

945

Long term debt, less current portion

1,388

 

1,807

       

Stockholders' equity:

     

Common stock, $.0001 par value, stated at amounts paid in:

     

Authorized shares--250,000,000

     

Issued and outstanding shares--92,019,771 and 81,440,927 as of

April 3, 2005 and January 2, 2005, respectively

833,433

 

807,142

Deferred stock-based compensation

(2,862)

 

(3,598)

Accumulated other comprehensive loss

(35)

 

¾

Accumulated deficit

(721,410)

 

(716,416)

Total stockholders' equity

109,126

 

87,128

Total liabilities and stockholders' equity

$ 180,688

 

$ 158,511

DRUGSTORE.COM, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

 

Three Months Ended

 

April 3,
2005

March 28,
2004 (5)

Operating Activities:

(unaudited)

Net loss

$ (4,994)

$ (4,569)

Adjustments to reconcile net loss to net cash used in operating activities:

   

Depreciation

1,603

1,713

Amortization of marketing and sales agreements

572

572

Amortization of intangible assets

801

1,052

Stock-based compensation

848

352

Other

(34)

24

Changes in:

   

Accounts receivable

1,909

(2,961)

Inventories

(1,831)

(998)

Other current assets

(279)

(493)

Accounts payable, accrued expenses, and other liabilities

(440)

867

Net cash used in operating activities

(1,845)

(4,441)

     

Investing Activities:

   

Purchases of marketable securities

(30,209)

(2,247)

Sales and maturities of marketable securities

6,825

7,575

Purchase of fixed assets

(1,693)

(766)

Net cash provided by (used in) investing activities

(25,077)

4,562

     

Financing Activities:

   

Proceeds from exercise of stock options and employee stock purchase plan

229

1,169

Proceeds from private placement, net

25,950

--

Advances under revolving line of credit

1,000

--

Principal payments on capital lease and term loan obligations

(381)

(184)

Net cash provided by financing activities

26,798

985

Net increase (decrease) in cash and cash equivalents

(124)

1,106

Cash and cash equivalents at beginning of period

15,491

7,035

Cash and cash equivalents at end of period

$ 15,367

$ 8,141

NOTE 5: Certain prior year amounts have been reclassified to conform to the current year presentation.

 

 

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