EX-99.1 2 d695528dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

 

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RTI Surgical® Announces First Quarter 2019 Results

Overall Performance Boosted by Initial Integration of Paradigm Spine

Deerfield, Ill., May 2, 2019 – RTI Surgical Holdings, Inc. (Nasdaq: RTIX), a global surgical implant company, reported operating results for the first quarter of 2019.

First Quarter 2019 Highlights:

 

   

Revenue of $69.7 million, inclusive of $2.0 million from acquisition of Paradigm Spine

 

   

Net loss of $9.1 million, inclusive of $9.0 million of net non-recurring acquisition and integration expenses

 

   

Adjusted EBITDA of $6.6 million, or 10% of revenue

 

   

Completed acquisition of Paradigm Spine and its primary product the coflex® Interlaminar Stabilization® device

“RTI Surgical experienced a solid start to 2019, completing the acquisition of Paradigm Spine and making significant progress integrating the coflex device into our growing and increasingly differentiated spine portfolio,” said Camille Farhat, President and CEO, RTI Surgical. “To drive the continued adoption and growth of coflex and our novel spine products, we are focused on accelerated reimbursement, physician engagement and sales execution. To that end, we have restructured and expanded our spine commercial team to focus on growing our customer base and better supporting our surgeon customers with enhanced resources and specialized training.”

Farhat continued, “RTI’s overall performance in the first quarter of 2019 reflects the continued strategic and operational progress made towards reducing complexity, driving operational excellence and accelerating the growth of the company.”

First Quarter 2019

RTI’s worldwide revenues for the first quarter of 2019 were $69.7 million, compared with $69.9 million during the same period in the prior year. Gross profit for the first quarter of 2019 was $38.0 million, or 54.5% of revenues, a significant increase compared to $33.7 million, or 48.2% of revenues, in the first quarter of 2018. Gross profit for the first quarter of 2018 was impacted by an inventory charge of $1.0 million from the write-off of inventory related to our international restructuring and $0.2 million due to the purchase accounting step-up of Zyga inventory.

During the first quarter of 2019, RTI incurred $9.0 million in non-recurring pre-tax acquisition and integration costs related primarily to its acquisition of Paradigm Spine LLC. During the first quarter of 2018, the company incurred $1.8 million of non-recurring charges.

Net loss applicable to common shares was $9.1 million, or $0.14 per fully diluted common share in the first quarter of 2019, compared to net loss applicable to common shares of $1.9 million, or $0.03 per fully diluted common share in the first quarter of 2018. As outlined in the reconciliation tables that follow, excluding the impact of the acquisition and integration charges, Adjusted Net Income applicable to common shares was $0.5 million, or $0.01 per fully diluted common share in the first quarter of 2019 compared to $0.5 million, or $0.01 per fully diluted common share, in the first quarter of 2018.


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Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA), for the first quarter of 2019 was $6.6 million, or 10% of revenues, compared with $7.8 million, or 11% of revenues for the first quarter of 2018. The decline in Adjusted EBITDA was primarily driven by increased patent litigation costs and operating expenses resulting from accelerating growth due to incremental operating costs from the acquisition of Paradigm Spine completed in early March of 2019, and partially offset by gross margin expansion associated with the efforts to reduce complexity and increase operational excellence initiated during 2018.

Fiscal 2019 Outlook

Based on our recent financial results and current business outlook, the Company confirms the following financial guidance for 2019:

 

   

The Company expects full year revenues in the range of approximately $325 million to $335 million, representing approximately 15% to 19% growth over the prior year.

 

   

The Company expects full year Adjusted EBITDA to be in the range of approximately $36 million to $40 million, representing approximately 7% to 19% growth over the prior year.

The Company noted that guidance is based on the following assumptions:

 

   

Relatively stable economic and market conditions and regulatory environment;

 

   

Ongoing positive impacts from efforts to reduce complexity and implement operational excellence;

 

   

The successful integration of Paradigm Spine which closed in early March 2019 and a positive EBITDA contribution from Paradigm Spine;

 

   

Sustained favorable reimbursement from private payers; and,

 

   

The successful ongoing transition from map3® to ViBone®.

Conference Call

RTI will host a conference call and audio webcast at 9:00 a.m. ET today. The conference call can be accessed by dialing (877) 383-7419 (U.S.) or (760) 666-3754 (International), using conference ID 4267595. The webcast can be accessed through the investor section of RTI’s website at www.rtix.com/investors. A replay of the conference call will be available on RTI’s website for one month following the call.

About RTI Surgical Holdings, Inc.

RTI Surgical is a leading global surgical implant company providing surgeons with safe biologic, metal and synthetic implants. Committed to delivering a higher standard, RTI’s implants are used in sports medicine, plastic surgery, spine, orthopedic and trauma procedures and are distributed in more than 40 countries. RTI has four manufacturing facilities throughout the U.S. and Europe. RTI is accredited in the U.S. by the American Association of Tissue Banks and is a member of AdvaMed. For more information, please visit www.rtix.com. Connect with us on LinkedIn and Twitter.


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Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which may include statements regarding the continued contribution of the OEM franchise to RTI’s growth, the impact of operational priorities on costs and their impact on RTI’s financial performance, RTI’s ability to meet its commitments, the implementation of RTI’s strategic initiatives, the acceleration of RTI’s growth, future performance and organic growth, the reduction in complexity of RTI’s operations, RTI’s ability to maintain partnerships in the organ procurement community, RTI’s ability to expand the number of patients it is able to serve, the impact of the transition from map3® to ViBone®, our growth strategy in spine, the expected integration of, and potential impact from, the Paradigm Spine, LLC acquisition, the integration of Zyga’s operations, the success of our new product development efforts, anticipated financial results, growth rates, new product introductions, future operational improvements, fiscal 2019 guidance and underlying assumptions. These forward-looking statements are based on management’s current expectations, estimates and projections about our industry, our management’s beliefs and certain assumptions made by our management. Words such as “anticipates,” “expects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” variations of such words and similar expressions are intended to identify such forward-looking statements. The forward-looking statements are not guarantees of future performance and are based on certain assumptions including RTI’s ability to reduce inventory, manage expenses and accomplish its goals and strategies, the quality of the new product offerings from RTI, general economic conditions, as well as those within RTI’s industry, RTI’s ability to integrate acquisitions into existing operations, and numerous other factors and risks identified in the Company’s Form 10-K for the fiscal year ended December 31, 2018 and other filings with the Securities and Exchange Commission (SEC). Our actual results may differ materially from the anticipated results reflected in these forward-looking statements. Copies of the Company’s SEC filings may be obtained by contacting the Company or the SEC or by visiting RTI’s website at www.rtix.com or the SEC’s website at www.sec.gov. We undertake no obligation to update these forward-looking statements except as may be required by law.

MEDIA AND INVESTOR CONTACT:

Molly Poarch

mpoarch@rtix.com

+1 224 287 2661


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(Unaudited, in thousands, except share and per share data)

 

     Three months ended  
     March 31,  
     2019     2018  

Revenues

   $ 69,741     $ 69,890  

Costs of processing and distribution

     31,737       36,208  
  

 

 

   

 

 

 

Gross profit

     38,004       33,682  
  

 

 

   

 

 

 

Expenses:

    

Marketing, general and administrative

     31,883       28,389  

Research and development

     4,336       3,421  

Severance and restructuring costs

     —         884  

Asset abandonments

     15       129  

Acquisition and integration expenses

     8,957       800  
  

 

 

   

 

 

 

Total operating expenses

     45,191       33,623  
  

 

 

   

 

 

 

Operating (loss) income

     (7,187     59  
  

 

 

   

 

 

 

Total other expense - net

     (1,504     (775
  

 

 

   

 

 

 

Loss before income tax provision

     (8,691     (716

Income tax provision

     (396     (249
  

 

 

   

 

 

 

Net loss

     (9,087     (965
  

 

 

   

 

 

 

Convertible preferred dividend

     —         (966
  

 

 

   

 

 

 

Net loss applicable to common shares

   $ (9,087   $ (1,931
  

 

 

   

 

 

 

Net loss per common share - basic

   $ (0.14   $ (0.03
  

 

 

   

 

 

 

Net loss per common share - diluted

   $ (0.14   $ (0.02
  

 

 

   

 

 

 

Weighted average shares outstanding - basic

     65,675,203       63,150,009  
  

 

 

   

 

 

 

Weighted average shares outstanding - diluted

     65,675,203       63,150,009  
  

 

 

   

 

 

 


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Net Loss Applicable to Commons Shares to Adjusted EBITDA

(Unaudited, in thousands)

 

     Three Months  
     Ended March 31,  
     2019     2018  

Net loss applicable to common shares

   $ (9,087   $ (1,931

Interest expense, net

     1,473       824  

Provision for income taxes

     396       249  

Depreciation

     2,739       2,623  

Amortization of intangible assets

     957       961  
  

 

 

   

 

 

 

EBITDA

     (3,522     2,726  

Reconciling items impacting EBITDA

    

Preferred dividend

     —         966  

Non-cash stock based compensation

     1,163       1,280  

Foreign exchange loss (gain)

     31       (49

Other reconciling items *

    

Inventory write-off

     —         1,023  

Inventory purchase price adjustment

     —         206  

Severance and restructuring costs

     —         884  

Acquisition and integration expenses

     8,957       800  
  

 

 

   

 

 

 

Adjusted EBITDA

   $ 6,629     $ 7,836  
  

 

 

   

 

 

 

Adjusted EBITDA as a percent of revenues

     10     11
  

 

 

   

 

 

 

 

*

See explanations in Use of Non-GAAP Financial Measures section later in this release.


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation of Net Loss Applicable to Common Shares and Net Loss Per Diluted Share to

Adjusted Net Income Applicable to Common Shares and Adjusted Net Income Per Diluted Share

(Unaudited, in thousands except per share data)

 

     Three Months Ended  
     March 31, 2019     March 31, 2018  
     Net           Net        
     (Loss) Income     Amount     (Loss) Income     Amount  
     Applicable to     Per Diluted     Applicable to     Per Diluted  
     Common Shares     Share     Common Shares     Share  

As reported

   $ (9,087   $ (0.14   $ (1,931   $ (0.03

Severance and restructuring costs

     —         —         884       0.01  

Inventory purchase price adjustment

     —         —         206       0.00  

Inventory write-off

     —         —         1,023       0.02  

Acquisition and integration expenses

     8,957       0.13       800       0.01  

Tax effect on adjustments

     617       0.01       (493     (0.01
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted*

   $ 487     $ 0.01     $ 489     $ 0.01  
  

 

 

   

 

 

   

 

 

   

 

 

 

 

*

See explanations in Use of Non-GAAP Financial Measures section later in this release.

Amount Per Diluted Share may not foot due to rounding.


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Use of Non-GAAP Financial Measures

To supplement the Company’s unaudited condensed consolidated financial statements presented on a GAAP basis, the Company discloses certain non-GAAP financial measures that exclude certain amounts, including EBITDA, Adjusted EBITDA and Adjusted Net Income Applicable to Common Shares. The calculation of the tax effect on the adjustments between GAAP net loss applicable to common shares and non-GAAP net income applicable to common shares is based upon our estimated annual GAAP tax rate, adjusted to account for items excluded from GAAP net loss applicable to common shares in calculating Adjusted Net Income Applicable to Common Shares-Diluted. A reconciliation of the non-GAAP financial measures to the corresponding GAAP measures is included in the tables listed above.

The following are explanations of the adjustments that management excluded as part of the non-GAAP measures for the three months ended March 31, 2019 and 2018. Management removes the amount of these costs including the tax effect on the adjustments from our operating results to supplement a comparison to our past operating performance.

Severance and restructuring costs – These costs relate to the reduction of our organizational structure, primarily driven by simplification of our international operating infrastructure, specifically our distribution model.

Inventory purchase price adjustment – These costs relate to the purchase price effects of acquired Zyga inventory that was sold during the three months ended March 31, 2018.

Inventory write-off – These costs relate to an inventory write-off due to the rationalization of our international distribution infrastructure.

Acquisition and integration expenses – These costs relate to acquisition and integration expenses due to the purchase of Paradigm and Zyga in 2019 and 2018, respectively.

Material Limitations Associated with the Use of Non-GAAP Financial Measures

EBITDA, Adjusted EBITDA and Adjusted Net Income Applicable to Common Shares should not be considered in isolation, or as a replacement for GAAP measures.

Usefulness of Non-GAAP Financial Measures to Investors

The Company believes that presenting EBITDA, Adjusted EBITDA and Adjusted Net Income Applicable to Common Shares in addition to the related GAAP measures provide investors greater transparency to the information used by management in its financial decision-making. The Company further believes that providing this information better enables the Company’s investors to understand the Company’s overall core performance and to evaluate the methodology used by management to assess and measure such performance.


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Revenues

(Unaudited, in thousands)

 

     For the Three Months Ended  
     March 31,  
     2019      2018  
     (In thousands)  

Revenues:

     

Spine

   $ 20,005      $ 19,263  

Sports

     13,779        13,435  

OEM

     28,991        30,120  

International

     6,966        7,072  
  

 

 

    

 

 

 

Total revenues

   $ 69,741      $ 69,890  
  

 

 

    

 

 

 


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(Unaudited, in thousands)

 

     March 31,     December 31,  
     2019     2018  
Assets     

Cash

   $ 6,043     $ 10,949  

Accounts receivable - net

     55,670       48,351  

Inventories - net

     114,365       107,471  

Prepaid and other assets

     9,860       8,791  
  

 

 

   

 

 

 

Total current assets

     185,938       175,562  

Property, plant and equipment - net

     79,235       77,954  

Goodwill

     308,345       59,798  

Other assets - net

     50,208       47,872  
  

 

 

   

 

 

 

Total assets

   $ 623,726     $ 361,186  
  

 

 

   

 

 

 

Liabilities and Stockholders’ Equity

    

Accounts payable

   $ 23,315     $ 26,309  

Accrued expenses and other current liabilities

     29,817       29,591  
  

 

 

   

 

 

 

Total current liabilities

     53,132       55,900  

Deferred revenue

     1,535       744  

Long-term liabilities

     266,642       54,692  
  

 

 

   

 

 

 

Total liabilities

     321,309       111,336  

Preferred stock

     66,272       66,226  

Stockholders’ equity:

    

Common stock and additional paid-in capital

     490,339       428,338  

Accumulated other comprehensive loss

     (7,663     (7,270

Accumulated deficit

     (246,531     (237,444
  

 

 

   

 

 

 

Total stockholders’ equity

     236,145       183,624  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 623,726     $ 361,186  
  

 

 

   

 

 

 


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RTI SURGICAL HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(Unaudited, in thousands)

 

     Three Months  
     Ended March 31,  
     2019     2018  

Cash flows from operating activities:

    

Net loss

   $ (9,087   $ (965

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

    

Depreciation and amortization expense

     3,696       3,584  

Stock-based compensation

     1,163       1,280  

Amortization of deferred revenue

     (1,292     (1,217

Other items to reconcile to net cash used in operating activities

     (10,165     (4,131
  

 

 

   

 

 

 

Net cash used in operating activities

     (15,685     (1,449
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Purchases of property, plant and equipment

     (3,477     (2,118

Patent and acquired intangible asset costs

     (328     (330

Acquisition of Zyga Technology

     —         (21,000

Acquisition of Paradigm Spine

     (99,921     —    
  

 

 

   

 

 

 

Net cash used in investing activities

     (103,726     (23,448
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Proceeds from long-term obligations

     115,000       20,000  

Payments of debt issuance costs

     (729     —    

Payments on long-term obligations

     —         (5,125

Other financing activities

     284       1,394  
  

 

 

   

 

 

 

Net cash provided by financing activities

     114,555       16,269  
  

 

 

   

 

 

 

Effect of exchange rate changes on cash and cash equivalents

     (50     59  
  

 

 

   

 

 

 

Net decrease in cash and cash equivalents

     (4,906     (8,569

Cash and cash equivalents, beginning of period

     10,949       22,381  
  

 

 

   

 

 

 

Cash and cash equivalents, end of period

   $ 6,043     $ 13,812