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
Cynosure, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
000-51623 |
04-3125110 | ||
(State or Other Juris- diction of Incorporation |
(Commission File Number) |
(IRS Employer Identification No.) |
5 Carlisle Road, Westford, MA |
01886 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (978) 256-4200
(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 (see General Instruction A.2. below):
¨ | 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, Cynosure, Inc. (the Company) announced its financial results for the quarter ended June 30, 2013. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 2.02 of this Form 8-K (including Exhibit 99.1) shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
(d) | Exhibits |
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
99.1 | Press Release issued by the Company on July 31, 2013. |
SIGNATURE
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.
CYNOSURE, INC. | ||||||||
Date: July 31, 2013 | By: | /s/ Timothy W. Baker | ||||||
Timothy W. Baker Executive Vice President, Chief Operating Officer and Chief Financial Officer |
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Press release issued by the Company on July 31, 2013 |
Exhibit 99.1
Contacts:
Timothy Baker | Scott Solomon | |
EVP, COO and CFO | Vice President | |
Cynosure, Inc. | Sharon Merrill | |
978-256-4200 | 617-542-5300 | |
TBaker@cynosure.com | CYNO@investorrelations.com |
Cynosure Reports Second-Quarter 2013 Financial Results
| Record Revenue of $50.1 Million, Up 27% From Q2 of 2012 |
| Adjusted EPS of $0.29, Excluding Acquisition Costs |
| GAAP Net Loss Per Share of $0.54, Including Acquisition Costs |
| Integration of Palomars North American Sales Force Completed |
| Acquisition Remains on Track to be Accretive in 2014 |
| Cash, Short Term Investments and Marketable Securities of $106 Million at June 30 |
WESTFORD, MA, July 31, 2013 Cynosure, Inc. (NASDAQ: CYNO), which develops and markets laser and light-based aesthetic treatment systems for high-volume applications, today announced financial results for the three months ended June 30, 2013.
Palomar Acquisition
The completion of the Palomar acquisition in June marked a major milestone for our Company, enhancing our aesthetic industry leadership through the addition of complementary products, technology and distribution capabilities, said Chairman and CEO Michael Davin. Five weeks since the transaction received shareholder approval, the integration process is well underway. In fact, weve already finished the integration of the North American sales forces, and the combined group of more than 70 sales reps is now operating as one team.
Financial Highlights
Revenues for the second quarter rose 27% to a record $50.1 million, from $39.6 million for the same period of 2012. The increase reflected higher laser product sales across Cynosures distribution channels as well as $5.1 million in revenue from five days of sales attributable to the Palomar acquisition, which was completed on June 24, 2013.
Operating expenses were $42.4 million for the second quarter of 2013, which included $20.4 million of expenses related to the acquisition of Palomar. Operating expenses for the second quarter of 2012 were $19.3 million.
Second-quarter 2013 adjusted net income, which excludes expenses related to the purchase accounting effects of the Palomar acquisition as well as integration and severance costs, was $5.0 million, or $0.29 per diluted share. On a GAAP (Generally Accepted Accounting Principles) basis, the Company reported a net loss for the second quarter of 2013 of $9.0 million, or $0.54 per basic share, compared with net income of $2.7 million, or $0.20 per diluted share, for the same period a year earlier. GAAP net loss for the second quarter of 2013 reflects a $5.8 million one-time income tax benefit associated with the purchase accounting effects of the Palomar acquisition.
Gross margin on an adjusted basis excluding non-cash charges related to the purchase accounting effects of the Palomar acquisition was 58.3% for the second quarter of 2013. Gross margin on a GAAP basis for the three months ended June 30, 2013 was $27.8 million, or 55.5%, compared with $23.0 million, or 58.2% of revenue, for the same period of 2012.
Cynosure concluded the second quarter of 2013 with cash, short-term investments and marketable securities of $106 million. The Company continues to have no long-term debt.
Comments on the Second Quarter
Laser product revenue increased 31% in the second quarter to $43.0 million from $32.9 million for the same period of 2012, with year over year double-digit percentage gains across each of our distribution channels North America, Europe, Asia and our third-party international distributors, Davin said. PicoSure, our new laser workstation to remove tattoos and benign pigmented lesions, performed well in its first full quarter on the U.S. market, and contributed to our results in Europe ahead of schedule as we began shipping product to Europe in the quarter. From a regional perspective, our overall revenue mix remains nicely diversified, with business outside of North America representing 52% of our laser sales in the quarter, two percentage points higher than the same period in 2012.
Business Outlook
We believe our acquisition of Palomar combines two outstanding companies, creating an aesthetic industry leader with good momentum and exciting growth opportunities, Davin said. We have already made measurable progress in bringing Cynosure and Palomar together as one organization, and expect to complete the integration in the next several quarters. With our planned implementation of $8 million to $10 million in synergies, we continue to expect the acquisition to be accretive in 2014.
Second-Quarter Financial Results Conference Call
In conjunction with the announcement of its second-quarter 2013 financial results, Cynosure will host a conference call for investors and analysts at 9:00 a.m. ET today. On the call, Michael Davin and Timothy Baker, the Companys Executive Vice President, Chief Operating Officer and Chief Financial Officer, will discuss Cynosures financial results and provide a business overview. Those who wish to listen to the conference call webcast should visit the Investor Relations section of the Companys website at www.cynosure.com. The live call can also be
accessed by dialing (877) 709-8155 or (201) 689-8881. If you are unable to listen to the live call, the webcast will be archived on the Companys website.
About Cynosure, Inc.
Cynosure develops and markets aesthetic treatment systems that enable plastic surgeons, dermatologists and other medical practitioners to perform non-invasive and minimally invasive procedures to remove hair, treat vascular and benign pigmented lesions, remove multi-colored tattoos, revitalize the skin, liquefy and remove unwanted fat through laser lipolysis, reduce cellulite, treat toe fungus and ablate sweat glands. Cynosures product portfolio is composed of a broad range of energy sources including Alexandrite, diode, Nd: YAG, picosecond, pulse dye, Q-switched lasers and intense pulsed light. Cynosure sells its products globally under the Cynosure, Palomar and ConBio brand names through a direct sales force in the United States, Canada, Mexico, France, Germany, Spain, the United Kingdom, Australia, China, Japan and Korea, and through international distributors in approximately 100 other countries. For corporate or product information, visit Cynosures website at www.cynosure.com.
Forward-Looking Statements
Any statements in this press release about future expectations, plans and prospects for Cynosure, Inc., as well as other statements containing the words believes, anticipates, plans, expects, will and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including levels of demand for procedures performed with Cynosure products and for Cynosure products themselves, Cynosures ability to achieve anticipated synergies in calendar 2014, competition in the aesthetic laser industry, general business and economic conditions, effects of acquisitions that Cynosure has made or may make, Cynosures ability to develop and commercialize new products, Cynosures reliance on sole source suppliers, the inability to accurately predict the timing or outcome of regulatory decisions, and economic, market, technological and other factors discussed in Cynosures most recent Annual Report on Form 10-K and subsequently filed Quarterly Report on Form 10-Q for the first quarter of 2013, which are filed with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent Cynosures views as of the date of this press release. Cynosure anticipates that subsequent events and developments will cause its views to change. However, although Cynosure may elect to update these forward-looking statements at some point in the future, it specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Cynosures views as of any date subsequent to the date of this press release.
Consolidated Statements of Income (Unaudited)
(In thousands, except per share data)
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Revenues |
$ | 50,091 | $ | 39,573 | $ | 90,781 | $ | 73,741 | ||||||||
Cost of revenues |
22,304 | 16,533 | 39,307 | 31,193 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Gross profit |
27,787 | 23,040 | 51,474 | 42,548 | ||||||||||||
Operating expenses |
||||||||||||||||
Selling and marketing |
14,231 | 11,878 | 26,834 | 23,429 | ||||||||||||
Research and development |
3,536 | 3,460 | 7,317 | 6,699 | ||||||||||||
Amortization of intangible assets acquired |
283 | 342 | 497 | 684 | ||||||||||||
General and administrative |
24,376 | 3,667 | 29,477 | 7,185 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total operating expenses |
42,426 | 19,347 | 64,125 | 37,997 | ||||||||||||
(Loss) income from operations |
(14,639 | ) | 3,693 | (12,651 | ) | 4,551 | ||||||||||
Interest income, net |
23 | 13 | 55 | 23 | ||||||||||||
Other expense, net |
(46 | ) | (298 | ) | (403 | ) | (89 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
(Loss) income before income taxes |
(14,662 | ) | 3,408 | (12,999 | ) | 4,485 | ||||||||||
Income tax (benefit) provision |
(5,708 | ) | 728 | (5,284 | ) | 986 | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Net (loss) income |
$ | (8,954 | ) | $ | 2,680 | $ | (7,715 | ) | $ | 3,499 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted net (loss) income per share |
$ | (0.54 | ) | $ | 0.20 | $ | (0.47 | ) | $ | 0.27 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Diluted weighted average shares outstanding |
16,636 | 13,278 | 16,412 | 13,141 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Basic net (loss) income per share |
$ | (0.54 | ) | $ | 0.21 | $ | (0.47 | ) | $ | 0.28 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Basic weighted average shares outstanding |
16,636 | 12,605 | 16,412 | 12,591 | ||||||||||||
|
|
|
|
|
|
|
|
Condensed Consolidated Balance Sheet
(In thousands)
June 30, 2013 |
December 31, 2012 |
|||||||
(Unaudited) | ||||||||
Assets: |
||||||||
Cash, cash equivalents and marketable securities |
$ | 55,395 | $ | 86,057 | ||||
Short-term investments and related financial instruments |
37,259 | 40,617 | ||||||
Accounts receivable, net |
37,816 | 17,970 | ||||||
Inventories |
56,407 | 32,906 | ||||||
Deferred tax asset, current portion |
2,304 | 783 | ||||||
Prepaid expenses and other current assets |
5,595 | 5,149 | ||||||
|
|
|
|
|||||
Total current assets |
194,776 | 183,482 | ||||||
Property and equipment, net |
37,864 | 8,207 | ||||||
Long-term marketable securities |
13,486 | 20,071 | ||||||
Goodwill and intangibles, net |
152,302 | 21,748 | ||||||
Other noncurrent assets |
1,331 | 1,061 | ||||||
|
|
|
|
|||||
Total assets |
$ | 399,759 | $ | 234,569 | ||||
|
|
|
|
|||||
Liabilities and stockholders equity: |
||||||||
Accounts payable and accrued expenses |
$ | 49,636 | $ | 25,547 | ||||
Amounts due to related parties |
1,433 | 1,896 | ||||||
Deferred revenue |
7,425 | 6,319 | ||||||
Capital lease obligations |
307 | 322 | ||||||
|
|
|
|
|||||
Total current liabilities |
58,801 | 34,084 | ||||||
Capital lease obligations, net of current portion |
297 | 432 | ||||||
Deferred revenue, net of current portion |
1,071 | 281 | ||||||
Other long-term liabilities |
6,622 | 2,265 | ||||||
Total stockholders equity |
332,968 | 197,507 | ||||||
|
|
|
|
|||||
Total liabilities and stockholders equity |
$ | 399,759 | $ | 234,569 | ||||
|
|
|
|
To supplement our consolidated financial statements presented in accordance with GAAP, Cynosure uses non-GAAP gross profit, non-GAAP income from operations, non-GAAP net income and non-GAAP EPS. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. The non-GAAP financial measures included in this press release exclude costs associated with the acquisition of Palomar, for the three and six months ended June 30, 2013. This exclusion may be different from, and therefore not comparable to, similar measures used by other companies.
Cynosures management believes that the non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding the acquisition-related costs that may not be indicative of our core business operating results. Cynosure believes that both management and investors benefit from referring to the non-GAAP financial measures in assessing Cynosures performance and when planning, forecasting and analyzing future periods. The non-GAAP financial measures also facilitate managements internal comparisons to Cynosures historical performance and our competitors operating results. Cynosure believes that the non-GAAP measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in our financial and operational decision making.
Reconciliation of GAAP Income Statement Measures to Non-GAAP Income Statement Measures (Unaudited)
(In thousands, except per share data)
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Gross profit |
$ | 27,787 | $ | 23,040 | $ | 51,474 | $ | 42,548 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP adjustments to gross profit: |
||||||||||||||||
Costs associated with the acquisition of Palomar |
1,412 | | 1,412 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Non-GAAP adjustments to gross profit |
1,412 | | 1,412 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP gross profit dollars |
$ | 29,199 | $ | 23,040 | $ | 52,886 | $ | 42,548 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP gross profit percentage |
58.3 | % | 58.2 | % | 58.3 | % | 57.7 | % | ||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
(Loss) income from operations |
$ | (14,639 | ) | $ | 3,693 | $ | (12,651 | ) | $ | 4,551 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP adjustments to (loss) income from operations: |
||||||||||||||||
Costs associated with the acquisition of Palomar |
21,859 | | 23,004 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Non-GAAP adjustments to (loss) income from operations |
21,859 | | 23,004 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP income from operations |
$ | 7,220 | $ | 3,693 | $ | 10,353 | $ | 4,551 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net (loss) income |
$ | (8,954 | ) | $ | 2,680 | $ | (7,715 | ) | $ | 3,499 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP adjustments to net (loss) income: |
||||||||||||||||
Costs associated with the acquisition of Palomar |
21,859 | | 23,004 | | ||||||||||||
Income tax effect of Non-GAAP adjustments |
(7,867 | ) | | (8,173 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Non-GAAP adjustments to net (loss) income |
13,992 | | 14,831 | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Non-GAAP net income |
$ | 5,038 | $ | 2,680 | $ | 7,116 | $ | 3,499 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Diluted net (loss) income per share |
$ | (0.54 | ) | $ | 0.20 | $ | (0.47 | ) | $ | 0.27 | ||||||
|
|
|
|
|
|
|
|
|||||||||
Costs associated with the acquisition of Palomar |
1.27 | | 1.35 | | ||||||||||||
Income tax effect of Non-GAAP adjustments |
(0.44 | ) | | (0.46 | ) | | ||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total Non-GAAP adjustments to net (loss) income |
0.83 | | 0.89 | | ||||||||||||
Non-GAAP diluted net income per share |
$ | 0.29 | $ | 0.20 | $ | 0.42 | $ | 0.27 | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Weighted average shares used to compute basic and diluted net income per share |
16,636 | 13,278 | 16,412 | 13,141 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Weighted average shares used to compute Non-GAAP diluted net income per share |
17,221 | 13,278 | 17,041 | 13,141 | ||||||||||||
|
|
|
|
|
|
|
|
/($.*'$FR8:N!UP:>-+BR8$M:*@^V)-C254R!*076O.ER
MH#2>-&7ZY)D3VTR@2'4.5U`;4-<*X[F-7`
MYJ.U=:A\T4/(W1KBH&'5;82JDABN=`>J%1GD@5V!X0.#QB(8QJ\[\Q/@"]=F
M(U*,[F;Z`]Q!_S*WN0>)T'$VQ$;JN$6Z@;CN=#IS$#)28C\D?@1VK[L&[7I'
M$`"