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
August
3, 2011 |
Date of report (Date of earliest event reported) |
SurModics, Inc. |
(Exact Name of Registrant as Specified in its Charter) |
Minnesota |
0-23837 |
41-1356149 |
||
(State of Incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification No.) |
9924 West 74th Street Eden Prairie, Minnesota |
55344 |
|
(Address of Principal Executive Offices) | (Zip Code) |
(952) 500-7000 |
(Registrant’s Telephone Number, Including Area Code) |
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):
⃞ 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 August 3, 2011, SurModics, Inc. (the “Company”) issued a press release announcing the results for the quarter ended June 30, 2011. A copy of the full text of the press release is furnished as Exhibit 99.1 to this report.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description | ||
99.1 |
Press Release dated August 3, 2011. |
SIGNATURES
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.
SURMODICS, INC. |
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Date: | August 3, 2011 |
|
/s/ Philip D. Ankeny |
Philip D. Ankeny |
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Sr. Vice President and Chief Financial Officer |
EXHIBIT INDEX
Exhibit | |
Number |
Description |
99.1 |
Press Release dated August 3, 2011 |
Exhibit 99.1
SurModics Reports Third Quarter 2011 Results
Raising Earnings Guidance for Full Year Fiscal 2011
EDEN PRAIRIE, Minn.--(BUSINESS WIRE)--August 3, 2011--SurModics, Inc. (Nasdaq: SRDX), a leading provider of drug delivery and surface modification technologies to the healthcare industry, today reported financial results for the third quarter ended June 30, 2011.
Third Quarter Summary:
“SurModics had a strong third quarter, delivering sequential growth in revenue and operating income of 3% and 69%, respectively,” said Gary Maharaj, SurModics' president and chief executive officer. “Our renewed focus on our core businesses and disciplined execution in each business contributed to our success during the quarter. Furthermore, we were pleased with the underlying momentum of the business, led by the signing of five new license agreements in our Medical Device business including some in high growth strategic areas for SurModics, as well as the recent launch of our new assay diluent product in our IVD business. Having defined our core business in a crisp and clear manner, we are now actively implementing our strategic plan and are confident in our ability to reach our revised financial targets for the fiscal year. In addition, we are pleased with the progress we are making in our review of strategic alternatives for the Pharmaceuticals business.”
Revenue for the third quarter of fiscal 2011 was $18.0 million, up 3% sequentially compared with $17.5 million in the second quarter, driven by growth in our In Vitro Diagnostics and Pharmaceuticals businesses, offset slightly by lower revenue in our Medical Device business. Operating income was $3.4 million, compared with $2.0 million in the second quarter, driven by higher revenue and prudent expense management. Net income was $3.8 million, compared with $2.5 million in the second quarter. Diluted earnings per share was $0.22, compared with $0.14 in the second quarter. On a non-GAAP basis, assuming a normalized effective tax rate: adjusted net income was $2.3 million, compared with $1.5 million in the second quarter; and adjusted diluted earnings per share was $0.13, compared with $0.08 in the second quarter.
SurModics’ cash and investment balance totaled $63.2 million as of June 30, 2011, with no debt. Operating cash flow for the third quarter was $3.8 million.
Outlook
As a result of better-than-expected nine-month
results and our expectations for the remainder of the year, the Company
is raising the low end of its full year expected revenue range from $63
to $65 million, and now expects its full year revenue to be between $65
and $68 million. Non-GAAP diluted EPS is now expected to be in the range
of $0.28 to $0.38 per share, up from our previous range of $0.13 to
$0.26 per share. Including event-specific charges such as restructuring
charges and goodwill impairment charges, GAAP diluted earnings per share
is now expected to be in the range of $0.03 to $0.13, compared to our
previous range of a loss of ($0.21) to a loss of ($0.08).
Live Webcast
SurModics will host a webcast at 5:00 p.m.
ET (4:00 p.m. CT) today to discuss the quarterly results. To access the
webcast, go to the investor relations portion of the Company’s website
at www.surmodics.com, and click on the webcast icon. A replay of
the third quarter conference call will be available by dialing
800-406-7325 and entering conference call ID 4461515. The audio replay
will be available beginning at 7:00 p.m. CT on Wednesday, August 3,
until 7:00 p.m. CT on Wednesday, August 11.
About SurModics, Inc.
SurModics’ vision is to extend
and improve the lives of patients through technology innovation. The
Company partners with the world’s foremost medical device,
pharmaceutical and life science companies to develop and commercialize
innovative products that result in improved diagnosis and treatment for
patients. Core offerings include: drug delivery technologies (coatings,
microparticles, nanoparticles, and implants); surface modification
coating technologies that impart lubricity, prohealing, and
biocompatibility capabilities; and components for in vitro diagnostic
test kits and specialized surfaces for cell culture and microarrays.
SurModics is headquartered in Eden Prairie, Minnesota and its SurModics
Pharmaceuticals subsidiary is located in Birmingham, Alabama. For more
information about the Company, visit www.surmodics.com. The
content of SurModics’ website is not part of this release or part of any
filings the Company makes with the SEC.
Safe Harbor for Forward-Looking Statements
This press
release contains forward-looking statements. Statements that are not
historical or current facts, including statements about beliefs and
expectations, such as our expectations regarding the Company’s
performance in the near- and long-term, including our revenues and
earnings expectations for fiscal 2011, are forward-looking statements.
Forward-looking statements involve inherent risks and uncertainties, and
important factors could cause actual results to differ materially from
those anticipated, including (1) our ability to successfully complete
our review of strategic alternatives for our Pharmaceuticals business;
(2) our reliance on third parties (including our customers and
licensees) and their failure to successfully develop, obtain regulatory
approval for, market and sell products incorporating our technologies
may adversely affect our business operations, our ability to realize the
full potential of our pipeline, and our ability to achieve our corporate
goals; and (3) the factors identified under "Risk Factors" in Part I,
Item 1A of our Annual Report on Form 10-K for the fiscal year ended
September 30, 2010, and updated in our subsequent reports filed with the
SEC. These reports are available in the Investors section of our website
at www.surmodics.com and at the SEC website at www.sec.gov.
Forward-looking statements speak only as of the date they are made, and
we undertake no obligation to update them in light of new information or
future events.
Use of Non-GAAP Financial Information
In addition to
reporting financial results in accordance with generally accepted
accounting principles, or GAAP, SurModics is reporting non-GAAP
financial results including non-GAAP revenue, non-GAAP operating income,
non-GAAP net income and non-GAAP diluted net income per share. We
believe that these non-GAAP measures provide meaningful insight into our
operating performance excluding certain event-specific charges, and
provide an alternative perspective of our results of operations. We use
non-GAAP measures, including those set forth in this release, to assess
our operating performance and to determine payout under our executive
compensation programs. We believe that presentation of certain non-GAAP
measures allows investors to review our results of operations from the
same perspective as management and our board of directors and
facilitates comparisons of our current results of operations. The method
we use to produce non-GAAP results is not in accordance with GAAP and
may differ from the methods used by other companies. Non-GAAP results
should not be regarded as a substitute for corresponding GAAP measures
but instead should be utilized as a supplemental measure of operating
performance in evaluating our business. Non-GAAP measures do have
limitations in that they do not reflect certain items that may have a
material impact upon our reported financial results. As such, these
non-GAAP measures presented should be viewed in conjunction with both
our financial statements prepared in accordance with GAAP and the
reconciliation of the supplemental non-GAAP financial measures to the
comparable GAAP results provided for the specific periods presented,
which are attached to this release.
SurModics, Inc. and Subsidiaries |
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Condensed Consolidated Statements of Operations |
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(in thousands, except per share data) |
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Three Months Ended | Nine Months Ended | ||||||||||||||
June 30, | June 30, | ||||||||||||||
2011 | 2010 | 2011 | 2010 | ||||||||||||
(Unaudited) | (Unaudited) | ||||||||||||||
Revenue | |||||||||||||||
Royalties and license fees | $ | 7,529 | $ | 9,356 | $ | 22,787 | $ | 26,333 | |||||||
Product sales | 5,839 | 5,769 | 16,449 | 15,586 | |||||||||||
Research and development | 4,599 | 3,483 | 11,393 | 12,430 | |||||||||||
Total revenue | 17,967 | 18,608 | 50,629 | 54,349 | |||||||||||
Operating costs and expenses | |||||||||||||||
Product costs | 1,704 | 2,388 | 5,813 | 6,820 | |||||||||||
Customer research and development | 4,379 | 4,642 | 14,141 | 12,748 | |||||||||||
Other research and development | 3,522 | 4,223 | 8,923 | 13,507 | |||||||||||
Selling, general and administrative | 4,916 | 4,944 | 14,998 | 13,667 | |||||||||||
Asset impairment charges | — | 191 | — | 2,265 | |||||||||||
Restructuring charges | — | — | 1,236 | 1,306 | |||||||||||
Goodwill impairment charge | — | — | 5,650 | — | |||||||||||
Total operating expenses | 14,521 | 16,388 | 50,761 | 50,313 | |||||||||||
Income (loss) from operations | 3,446 | 2,220 | (132 | ) | 4,036 | ||||||||||
Other income (loss) | |||||||||||||||
Investment income | 319 | 539 | 899 | 1,120 | |||||||||||
Impairment loss on investments | — | (2,577 | ) | — | (2,577 | ) | |||||||||
Other income (loss) | 319 | (2,038 | ) | 899 | (1,457 | ) | |||||||||
Income before income taxes | 3,765 | 182 | 767 | 2,579 | |||||||||||
Income tax benefit (provision) | 77 | (1,098 | ) | (608 | ) | (2,005 | ) | ||||||||
Net income (loss) | $ | 3,842 | $ | (916 | ) | $ | 159 | $ | 574 | ||||||
Basic net income (loss) per share | $ | 0.22 | $ | (0.05 | ) | $ | 0.01 | $ | 0.03 | ||||||
Diluted net income (loss) per share | $ | 0.22 | $ | (0.05 | ) | $ | 0.01 | $ | 0.03 | ||||||
Weighted average shares outstanding | |||||||||||||||
Basic | 17,437 | 17,360 | 17,409 | 17,373 | |||||||||||
Diluted | 17,529 | 17,360 | 17,456 | 17,385 | |||||||||||
SurModics, Inc. and Subsidiaries |
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Condensed Consolidated Balance Sheets |
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(in thousands) |
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June 30, | September 30, | |||||||
2011 | 2010 | |||||||
(Unaudited) | ||||||||
Assets | ||||||||
Current assets | ||||||||
Cash and short-term investments | $ | 34,347 | $ | 20,496 | ||||
Accounts receivable | 9,166 | 8,987 | ||||||
Inventories | 3,735 | 3,047 | ||||||
Other current assets | 3,355 | 4,948 | ||||||
Total current assets | 50,603 | 37,478 | ||||||
Property and equipment, net | 63,842 | 65,395 | ||||||
Long-term investments | 28,899 | 36,290 | ||||||
Other assets | 30,105 | 31,116 | ||||||
Total assets | $ | 173,449 | $ | 170,279 | ||||
Liabilities and Stockholders’ Equity | ||||||||
Current liabilities | $ | 7,523 | $ | 7,647 | ||||
Other liabilities | 8,050 | 8,273 | ||||||
Total stockholders’ equity | 157,876 | 154,359 | ||||||
Total liabilities and stockholders’ equity | $ | 173,449 | $ | 170,279 | ||||
SurModics, Inc. and Subsidiaries |
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Condensed Consolidated Statements of Cash Flows |
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(in thousands) |
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Nine Months Ended | ||||||||
June 30, | ||||||||
2011 | 2010 | |||||||
(Unaudited) | ||||||||
Operating Activities: | ||||||||
Net income | $ | 159 | $ | 574 | ||||
Depreciation and amortization | 5,397 | 5,950 | ||||||
Stock-based compensation | 3,239 | 4,192 | ||||||
Goodwill impairment charge | 5,650 | — | ||||||
Asset impairment charges | — | 2,265 | ||||||
Impairment loss on investments | — | 2,577 | ||||||
Deferred taxes | (871 | ) | 990 | |||||
Net other operating activities | (133 | ) | (268 | ) | ||||
Change in operating assets and liabilities | ||||||||
Accounts receivable | (179 | ) | 568 | |||||
Accounts payable and accrued liabilities | (565 | ) | 531 | |||||
Income taxes | 1,876 | (2,796 | ) | |||||
Deferred revenue | 872 | 2,881 | ||||||
Net change in other operating assets and liabilities | (425 | ) | (751 | ) | ||||
Net cash provided by operating activities | 15,020 | 16,713 | ||||||
Investing Activities: | ||||||||
Net purchases of property and equipment | (3,279 | ) | (7,196 | ) | ||||
Payments related to prior business acquisitions | (5,650 | ) | (750 | ) | ||||
Net other investing activities | 518 | (10,325 | ) | |||||
Net cash used in investing activities | (8,411 | ) | (18,271 | ) | ||||
Financing Activities: | ||||||||
Issuance of common stock | 487 | 892 | ||||||
Purchase of common stock to fund employee taxes | (9 | ) | (393 | ) | ||||
Repurchase of common stock | — | (2,032 | ) | |||||
Net other financing activities | (41 | ) | 72 | |||||
Net cash provided by (used in) financing activities | 437 | (1,461 | ) | |||||
Net change in cash and cash equivalents | 7,046 | (3,019 | ) | |||||
Cash and cash equivalents | ||||||||
Beginning of period | 11,391 | 11,636 | ||||||
End of period | $ | 18,437 | $ | 8,617 | ||||
SurModics, Inc. and Subsidiaries |
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Supplemental Non-GAAP Information for the |
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Three Months Ended June 30, 2011 |
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(in thousands, except per share data) |
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(Unaudited) |
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As Reported |
Adjustments |
Adjusted |
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Revenue | ||||||||||
Royalties and license fees | $ | 7,529 |
$ |
(49 |
)3 |
$ | 7,480 | |||
Product sales | 5,839 | 5,839 | ||||||||
Research and development | 4,599 | 4,599 | ||||||||
Total revenue | $ | 17,967 | $ | (49 | ) | $ | 17,918 | |||
Income from operations | $ | 3,446 | $ | (49 | ) | $ | 3,397 | |||
Net income | $ | 3,842 |
$ |
(1,538 |
)4 |
$ | 2,304 | |||
Diluted net income per share5 |
$ | 0.22 | $ | 0.13 | ||||||
1 |
Reflects operating results in accordance with U.S. generally accepted accounting principles (GAAP). | |
2 |
Adjusted Non-GAAP amounts consider adjustments in the period associated with up-front license fees received under certain of our customer agreements (including our agreement with Genentech) (long-term agreements), and certain other non-recurring or event-specific items recognized in the period in accordance with GAAP. | |
3 |
Reflects amortization of deferred revenue recognized in the period under GAAP associated with long-term agreements. | |
4 |
Non-GAAP results assume an effective tax rate of 38.0%. | |
5 |
Diluted net income per share is calculated using the diluted weighted average shares outstanding for the period presented. | |
SurModics, Inc. and Subsidiaries |
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Supplemental Non-GAAP Information for the |
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Nine Months Ended June 30, 2011 |
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(in thousands, except per share data) |
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(Unaudited) |
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As Reported |
Adjusted |
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GAAP1 |
Adjustments |
Non-GAAP2 |
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Revenue | |||||||||||
Royalties and license fees | $ | 22,787 |
$ |
103 |
3 |
$ | 22,890 | ||||
Product sales | 16,449 | 16,449 | |||||||||
Research and development | 11,393 | 11,393 | |||||||||
Total revenue | $ | 50,629 | $ | 103 | $ | 50,732 | |||||
(Loss) income from operations | $ | (132 | ) |
$ |
6,662 |
4 |
$ | 6,530 | |||
Net income | $ | 159 |
$ |
4,447 |
5 |
$ | 4,606 | ||||
Diluted net income per share6 |
$ | 0.01 | $ | 0.26 | |||||||
1 |
Reflects operating results in accordance with U.S. generally accepted accounting principles (GAAP). | |
2 |
Adjusted Non-GAAP amounts consider adjustments in the period associated with up-front license fees received under certain of our customer agreements (including our agreement with Genentech) (long-term agreements), and certain other non-recurring or event-specific items recognized in the period in accordance with GAAP. | |
3 |
Reflects amortization of deferred revenue recognized in the period under GAAP associated with long-term agreements and amounts billed and deferred in the period associated with long-term agreements. | |
4 |
Reflects restructuring charges of $1,236, goodwill impairment charges of $5,650, government grant income associated with qualifying therapeutic discovery projects of $827, expenses of $500 for certain non-recurring advisory services related to our 2011 Annual Meeting of Shareholders, amortization of deferred revenue recognized in the period under GAAP associated with long-term agreements, and amounts billed and deferred in the period associated with long-term agreements. | |
5 |
Reflects the after tax impact of the adjustments. The Company’s adjusted non-GAAP effective tax rate for the period was 38.0%. The goodwill impairment charges of $5,650 did not generate a tax benefit. | |
6 |
Diluted net income per share is calculated using the diluted weighted average shares outstanding for the period presented. |
SurModics, Inc. and Subsidiaries |
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Supplemental Segment Information |
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(in thousands) |
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(Unaudited) |
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Three Months Ended June 30, | |||||||||||||||
2011 | 2010 | % Change | |||||||||||||
Revenue | % of Total | % of Total | |||||||||||||
Medical Device | $ | 9,557 | 53.2 | % | $ | 11,684 | 62.8 | % | -18.2 | % | |||||
Pharmaceuticals | 4,970 | 27.7 | 3,711 | 19.9 | 33.9 | ||||||||||
In Vitro Diagnostics |
3,440 | 19.1 | 3,213 | 17.3 | 7.1 | ||||||||||
Total revenue | $ | 17,967 | 100.0 | % | $ | 18,608 | 100.0 | % | -3.4 | % | |||||
Nine Months Ended June 30, | |||||||||||||||
2011 | 2010 | % Change | |||||||||||||
Revenue | % of Total | % of Total | |||||||||||||
Medical Device | $ | 29,342 | 58.0 | % | $ | 33,385 | 61.4 | % | -12.1 | % | |||||
Pharmaceuticals | 11,804 | 23.3 | 12,645 | 23.3 | -6.7 | ||||||||||
In Vitro Diagnostics | 9,483 | 18.7 | 8,319 | 15.3 | 14.0 | ||||||||||
Total revenue | $ | 50,629 | 100.0 | % | $ | 54,349 | 100.0 | % | -6.8 | % | |||||
Three Months Ended | Nine Months Ended | |||||||||||||||
June 30, | June 30, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
Operating Income (Loss) | ||||||||||||||||
Medical Device | $ | 4,516 | $ | 5,837 | $ | 14,885 | $ | 15,799 | ||||||||
Pharmaceuticals | (799 | ) | (2,864 | ) | (12,116 | ) | (8,186 | ) | ||||||||
In Vitro Diagnostics | 1,426 | 1,212 | 3,323 | 2,572 | ||||||||||||
Corporate | (1,697 | ) | (1,965 | ) | (6,224 | ) | (6,149 | ) | ||||||||
Total operating income (loss) | $ | 3,446 | $ | 2,220 | $ | (132 | ) | $ | 4,036 | |||||||
CONTACT:
SurModics, Inc.
Phil Ankeny, Senior Vice President and
Chief Financial Officer, 952-500-7000