EX-99.1 2 d63153_ex99-1.htm NEWS RELEASE

Ex 99.1

OSTEOTECH INC.

 

51 James Way, Eatontown, New Jersey 07724 USA • 1-800-537-9842

 

NEWS RELEASE


FOR IMMEDIATE RELEASE

Contact:  Michael J. Jeffries

 

(732) 542-2800

March 28, 2005

 

 

NASDAQ Symbol:  OSTE

OSTEOTECH REPORTS FOURTH QUARTER 2004 RESULTS;
INCREASES 2005 EARNINGS GUIDANCE

Osteotech, Inc. announced today that revenues in the fourth quarter and year ended December 31, 2004 were $20,443,000 and $88,577,000, respectively.  This compares to revenues of $24,027,000 and $94,433,000 in the fourth quarter and year ended December 31, 2003, respectively.  On January 6, 2005, the Company announced that it expected revenues for the year ended December 31, 2004 to be in a range of $86.5 million to $87.5 million.  Effective June 30, 2004, the Company exited the metal spinal implant business.  As a result, there were no revenues in the fourth quarter 2004 from this product line, but there were revenues of $1,714,000 in the year ended December 31, 2004 from this product line.  Revenues from the metal spinal implant product line in the fourth quarter and year ended December 31, 2003 were $1,483,000 and $4,907,000, respectively.  The balance of the decline in revenues in both periods is attributed to lower unit volume in the domestic Grafton® DBM and Graftech® Bio-implant product lines.

Domestic revenues in the fourth quarter and year ended December 31, 2004 were $17,639,000 and $77,317,000, respectively, as compared to $21,753,000 and $86,070,000 in the fourth quarter and year ended December 31, 2003, respectively.  Revenues from international operations were $2,804,000 and $11,260,000 in the fourth quarter and year ended December 31, 2004, respectively, and were $2,274,000 and $8,363,000 in the fourth quarter and year ended December 31, 2003, respectively.

Net loss in the fourth quarter 2004, which included a pre-tax gain of $1,100,000 related to the sale of inventory and intellectual property of the Ovation™ Polyaxial System and a pre-tax charge of $5,853,000 for impaired assets and reserves for remediation of our former processing facility, was $4,623,000 or $.27 diluted net loss per share.  For the year ended December 31, 2004, the Company incurred a net loss of $5,283,000, or $.31 diluted net loss per share.  On January 6, 2005, the Company announced that it expected to incur a diluted net loss per share for the year ended December 31, 2004 in the range of $.28 to $.31.  In addition to the gain from the sale of the Ovation™ System and the charge for impaired assets, the net loss for the year included a pre-tax charge of $1,998,000 related to the exit from the metal spinal implant business, severance costs of $650,000, and the reversal of estimated excess purchase commitment penalties of $479,000 associated with the settlement of a lawsuit with Alphatec Manufacturing, Inc.  The Company had net income of $6,380,000 and $10,867,000, or $.37 and $.62 diluted net income per share, in the fourth quarter and year ended December 31, 2003, respectively.  Both the fourth quarter and year ended December 31, 2003 included an after tax gain from the settlement of the GenSci patent infringement lawsuit of $4,500,000, or $.26 diluted net income per share.

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Richard W. Bauer, Osteotech Chief Executive Officer, stated, “The results reported for the fourth quarter and the full year continues to be a disappointment to all of us at Osteotech.  However, as I have previously stated, we have instituted a number of programs aimed at turning our domestic tissue business around and to restore our revenue and profit growth.  We are aggressively pursuing those programs and are beginning to see progress made toward achieving our goals as these programs begin to take hold and become effective.  We expect this process to continue throughout 2005 and for us to enter 2006 positioned for a continuation of our revenue growth and restored profitability.”

Mr. Bauer further stated, “In our press release of January 6, 2005, we indicated preliminary guidance for 2005 of revenues to be in a range of $94 million to $98 million and that we expected to incur a diluted net loss per share in a range of $.45 to $.48.  At that time, we also stated that the Company had elected early adoption of Statement of Financial Accounting Standards No. 151, “Inventory Costs” and that adopting this standard would likely result in the Company expensing between $7.5 million and $8.0 million in costs during 2005, that otherwise would have been capitalized as part of our inventory valuations.  Upon further review and analysis, we now believe that adopting Standard No. 151 will not have a material impact on our inventory valuations.  Therefore, as a result of this and an updated assessment of our internal projections, we continue to maintain our 2005 revenue guidance of $94 million to $98 million but are revising our diluted net loss per share from $.45 to $.48 to now be in a range of $.25 to $.28.”

The Company has a credit facility with a bank, which includes the requirement that we comply with certain financial covenants.  In a Form 8-K that we filed with the SEC on January 6, 2005, we disclosed that we believed it was likely that we would fail to comply with one of the covenants in our credit facility.  In March, 2005, the credit facility was amended, effective December 31, 2004, eliminating and/or modifying certain of the financial covenants in effect at that time and adding two new covenants.  As a result, at December 31, 2004, the Company was in compliance with the amended financial covenants and based on current internal projections and assessments, expects to be in compliance with these covenants during 2005.

Consolidated gross profit margins were approximately 30% and 41% in the fourth quarter and year ended December 31, 2004, respectively, as compared to approximately 51% and 55% in the same periods of 2003, respectively.  Margins in 2004 were negatively affected by the charge for impaired assets and lower domestic Grafton® DBM and Graftech® Bio-implant unit volumes.  Additionally, margins in 2004 were also negatively impacted by the charge related to the Company’s exit from the metal spinal implant business.

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DBM Segment revenues were $11,473,000 and $45,790,000 in the fourth quarter and year ended December 31, 2004, respectively, as compared to $11,128,000 and $46,294,000 in the same periods of 2003, respectively.  Segment revenues consist of:

DBM Segment Revenues

 

 

Fourth Quarter
Ended December 31,

 

Year Ended
December 31,

 

 

 


 


 

 

 

2004

 

2003

 

2004

 

2003

 

 

 


 


 


 


 

 

 

(Dollars in Thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Grafton® DBM

 

$

8,837

 

$

9,096

 

$

35,282

 

$

39,071

 

 

Private Label

 

 

1,046

 

 

633

 

 

4,059

 

 

2,267

 

 

 



 



 



 



 

 

 

 

9,883

 

 

9,729

 

 

39,341

 

 

41,338

 

International:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Grafton® DBM

 

 

1,590

 

 

1,399

 

 

6,449

 

 

4,956

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Segment Revenues

 

$

11,473

 

$

11,128

 

$

45,790

 

$

46,294

 

 

 



 



 



 



 

The decline in domestic Grafton® DBM revenues is a result of lower unit volume.  The increases in private label DBM revenues and international revenues of Grafton® DBM is a result of greater penetration of international markets and the addition of a second private label product in April, 2004.

DBM Segment operating income declined to $1,133,000 and $4,383,000 in the fourth quarter and year ended December 31, 2004, respectively, as compared to $10,228,000 and $20,646,000 in the same periods of last year, respectively.  Operating income in both periods of 2003 included $7.5 million from the settlement of the GenSci patent infringement lawsuit.  The remainder of the decline is attributable to the decline in domestic Grafton® DBM revenues and a corresponding decline in gross profit margins, which results from the under absorption of costs due to lower unit volume of production.

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Base Tissue Segment revenues were $8,607,000 and $39,330,000 in the fourth quarter and year ended December 31, 2004, respectively, as compared to revenues of $10,878,000 and $41,465,000 in the same periods of last year, respectively.  The Segment’s revenues consist of:

Base Tissue Segment Revenues

 

 

Fourth Quarter
Ended December 31,

 

Year Ended
December 31,

 

 

 


 


 

 

 

2004

 

2003

 

2004

 

2003

 

 

 


 


 


 


 

 

 

(Dollars in Thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Traditional Tissue Processing And Direct Distribution

 

$

3,120

 

$

4,530

 

$

15,834

 

$

16,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Graftech® Bio-implants

 

 

4,523

 

 

5,840

 

 

19,820

 

 

22,639

 

 

 



 



 



 



 

 

 

 

7,643

 

 

10,370

 

 

35,654

 

 

39,309

 

International:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Traditional Tissue Processing And Direct Distribution

 

 

964

 

 

508

 

 

3,676

 

 

2,156

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Segment Revenues

 

$

8,607

 

$

10,878

 

$

39,330

 

$

41,465

 

 

 



 



 



 



 

The decline in domestic revenues were primarily caused by the processing of fewer donors for clients and lower demand for Graftech® Bio-implants.  The Segment’s international revenues increased due to increasing market penetration and expansion into new geographic markets.

The Base Tissue Segment incurred operating losses of $7,288,000 and $9,282,000 in the fourth quarter and year ended December 31, 2004, respectively, as compared to operating income of $1,037,000 and $2,703,000 in the same periods of last year, respectively.  This year’s operating losses include the charge for impaired assets and were further caused by declines in Graftech® Bio-implant revenues and related declines in gross profit margins due to the under absorption of costs because of lower unit production.

Mr. Bauer will host a conference call on March 29, 2005 at 3:00 pm Eastern Time to discuss fourth quarter results.  You are invited to listen to the conference call by dialing 706-634-5453. The conference will also be simultaneously Web Cast at http://www.osteotech.com.  Automated playback will be available two hours after completion of the live call, through 11:59 pm Eastern Time, April 5, 2005, by dialing 706-645-9291 and indicating access code 5012298.

Certain statements made throughout this press release that are not historical facts contain forward-looking statements (as such are defined in the Private Securities Litigation Reform Act of 1995) regarding the Company’s future plans, objectives and expected performance.  Any such forward-looking statements are based on assumptions that the Company believes are reasonable, but are subject to a wide range of risks and uncertainties and, therefore, there can

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be no assurance that actual results may not differ materially from those expressed or implied by such forward-looking statements.  Factors that could cause actual results to differ materially include, but are not limited to, our ability to comply with the financial covenants contained in the credit facility with our bank, differences in anticipated and actual product and service introduction dates, the ultimate success of those products in the market place, the continued acceptance and growth of current products and services, the impact of competitive products and services, the availability of sufficient quantities of suitable donated tissue and the success of cost control and margin improvement efforts. Certain of these factors are detailed from time to time in the Company’s periodic reports (including the Annual Report on Form 10-K for the year ended December 31, 2004) filed with the Securities and Exchange Commission.  All information in this press release is as of March 28, 2005 and the Company undertakes no duty to update this information.

Osteotech, Inc., headquartered in Eatontown, New Jersey, is a leading provider of human bone and bone connective tissue for transplantation and an innovator in the development and marketing of biomaterial and implant products for musculoskeletal surgery.  For further information regarding Osteotech or this press release, please go to Osteotech’s website homepage at www.osteotech.com and to Osteotech’s Financial Information Request Form website page at www.osteotech.com/finrequest.htm.

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OSTEOTECH, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in thousands, except per share data)

 

 

Three Months
Ended December 31,

 

Year Ended
December 31,

 

 

 


 


 

 

 

2004

 

2003

 

2004

 

2003

 

 

 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service

 

$

20,080

 

$

22,006

 

$

85,120

 

$

87,759

 

 

Product

 

 

363

 

 

2,021

 

 

3,457

 

 

6,674

 

 

 



 



 



 



 

 

 

 

20,443

 

 

24,027

 

 

88,577

 

 

94,433

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of services

 

 

14,860

 

 

10,075

 

 

49,686

 

 

37,034

 

Cost of products

 

 

(599

)

 

1,615

 

 

2,816

 

 

5,037

 

 

 



 



 



 



 

 

 

 

14,261

 

 

11,690

 

 

52,502

 

 

42,071

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

6,182

 

 

12,337

 

 

36,075

 

 

52,362

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketing, selling, general and administrative

 

 

10,259

 

 

8,913

 

 

38,127

 

 

37,786

 

Research and development

 

 

1,390

 

 

924

 

 

4,578

 

 

3,944

 

 

 



 



 



 



 

 

 

 

11,649

 

 

9,837

 

 

42,705

 

 

41,730

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (charge) from litigation settlement

 

 

 

 

 

7,500

 

 

 

 

 

7,500

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

(5,467

)

 

10,000

 

 

(6,630

)

 

18,132

 

Interest expense, net

 

 

(18

)

 

(181

)

 

(377

)

 

(963

)

Gain on sale of patents

 

 

575

 

 

 

 

 

575

 

 

 

 

Other

 

 

292

 

 

385

 

 

302

 

 

577

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

 

(4,618

)

 

10,204

 

 

(6,130

)

 

17,746

 

Income tax provision (benefit)

 

 

5

 

 

3,824

 

 

(847

)

 

6,879

 

 

 



 



 



 



 

Net income (loss)

 

$

(4,623

)

$

6,380

 

$

(5,283

)

$

10,867

 

 

 



 



 



 



 

Earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(.27

)

$

.37

 

$

(.31

)

$

.64

 

 

Diluted

 

$

(.27

)

$

.37

 

$

(.31

)

$

.62

 

Shares used in computing earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

17,165,606

 

 

17,071,710

 

 

17,146,127

 

 

17,059,495

 

 

Diluted

 

 

17,165,606

 

 

17,363,816

 

 

17,146,127

 

 

17,520,959

 

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OSTEOTECH, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(dollars in thousands)

 

 

December 31

 

 

 


 

 

 

2004

 

2003

 

 

 


 


 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash, cash equivalents and short-term investments

 

$

13,391

 

$

15,326

 

Accounts receivable, net

 

 

14,795

 

 

15,187

 

Deferred processing costs

 

 

36,049

 

 

29,013

 

Inventories

 

 

1,202

 

 

3,581

 

Other current assets

 

 

5,595

 

 

7,345

 

 

 



 



 

 

Total current assets

 

 

71,032

 

 

70,452

 

Property, plant and equipment, net

 

 

37,447

 

 

47,107

 

Other assets

 

 

7,925

 

 

9,654

 

 

 



 



 

 

 

$

116,404

 

$

127,213

 

 

 



 



 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued expense

 

$

11,532

 

$

11,407

 

Current portion of long-term debt

 

 

2,661

 

 

2,661

 

 

 



 



 

 

Total current liabilities

 

 

14,193

 

 

14,068

 

Long-term debt

 

 

10,076

 

 

13,262

 

Other liabilities

 

 

740

 

 

3,663

 

 

 



 



 

 

Total liabilities

 

 

25,009

 

 

30,993

 

Stockholders’ equity

 

 

91,395

 

 

96,220

 

 

 



 



 

 

 

$

116,404

 

$

127,213

 

 

 



 



 

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