Full Year Revenues of $564.4 Million
Full Year Spine and Orthopedics Net Sales Each up 10%
LEWISVILLE, Texas--(BUSINESS WIRE)--
Orthofix International N.V. (NASDAQ:OFIX) today announced its results
for the fourth quarter and year ended December 31, 2010.
Reported net sales were $143.8 million and $564.4 million for the fourth
quarter and full year ended December 31, 2010, respectively. Reported
net income was $8.0 million, or $0.44 per diluted share, for the fourth
quarter and $44.2 million, or $2.47 per diluted share, for the full year
ended December 31, 2010.
"We continue to be encouraged by the growth in our Spinal Implants and
Biologics business, as well as the return to positive growth for our
Sports Medicine business, " said President and CEO Alan Milinazzo.
"Additionally we continue to take the appropriate steps to improve our
operating leverage which has allowed us to absorb higher costs
associated with certain ongoing legal matters."
Sales Performance
Reported net sales were $143.8 million in the fourth quarter compared to
$144.0 million in the fourth quarter of the prior year primarily as a
result of the Company's exit from two of its non-strategic product
lines. Further, foreign currency negatively impacted fourth quarter net
sales by approximately $1.3 million or 1%. Excluding the impact of
exiting the vascular and anesthesia product lines along with a prior
year accounting adjustment for net sales in our Sports Medicine
division, adjusted constant currency net sales increased 5% compared to
the same period of the prior year.
Fourth quarter net sales in the Company's combined spine sector were up
6% to $78.7 million. Sales growth in our spine sector was driven by an
11% increase in implants and biologics revenue. The stimulation products
used in spine applications growth slowed to 1%, primarily as a result of
the ongoing industry wide investigation of the bone growth stimulation
business and industry reimbursement challenges.
Reported fourth quarter net sales in the Company's orthopedic sector
were $37.5 million, which was an increase of 5%, and represented growth
of 8% on a constant currency basis compared to the prior year. This
increase was led by its external fixation and deformity correction
hardware platforms along with the increased use of Trinity® Evolution™
in orthopedic applications.
Reported net sales of the Company's sports medicine sector were $25.1
million, up 9% in the fourth quarter compared to the prior year. As
previously noted, prior year sales were negatively impacted by an
accounting adjustment. Excluding this adjustment, adjusted net sales of
the Company's sports medicine sector returned to a positive growth of 3%
in the fourth quarter compared to the prior year due to improved
performances of its bracing and cold therapy product lines.
For the full year, net sales were $564.4 million, up 3% compared to the
prior year on a reportable basis. The exit of the vascular and
anesthesia product lines along with foreign currency negatively impacted
full year 2010 and 2009 net sales by approximately $13.6 million and
$30.5 million, respectively. Excluding the impact of exiting the
vascular and anesthesia businesses, adjusted constant currency net sales
increased 7% compared to the same period of the prior year.
The reconciliations of net sales to adjusted constant currency net sales
have been included at the end of this press release.
Earnings Performance
Reported net income for the fourth quarter was down 16% to $8.0 million
while net income per diluted share was down 19% to $0.44. Reported net
income and net income per diluted share included the previously
announced charge related to employee termination benefits of $3.6
million ($2.9 million, net of income taxes, or $0.16 per diluted share)
associated with our internal reorganization, which will streamline
operations and lower operating costs within the Company's three Global
Business Units: Spine, Orthopedics and Sports Medicine. Also, included
in reported net income was the previously disclosed patent dispute
settlement charge of $2.0 million ($1.3 million, net of income taxes, or
$0.07 per diluted share) concerning the Trinity® Evolution™ tissue
allograft.
Adjusted net income and adjusted net income per diluted share for the
fourth quarter increased 32% and 28%, respectively, compared to the
prior year. The following table reconciles reported net income and net
income per diluted share to adjusted net income and adjusted net income
per diluted share for the fourth quarter ended December 31, 2010:
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|
|
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Fourth Quarter Adjusted Net Income and Adjusted Net Income per
Diluted Share
|
|
Q4 2010
|
|
Q4 2009
|
|
Difference
|
|
|
($000's)
|
|
EPS
|
|
($000's)
|
|
EPS
|
|
Net Income
|
|
EPS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP net income and net income per diluted share
|
|
$
|
7,964
|
|
|
$
|
0.44
|
|
|
$
|
9,461
|
|
|
$
|
0.55
|
|
|
-16
|
%
|
|
-20
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Specified Items:
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign exchange (gain) / loss
|
|
$
|
(341
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
171
|
|
|
$
|
0.01
|
|
|
|
|
|
|
|
Gain on interest rate swap
|
|
|
-
|
|
|
|
-
|
|
|
$
|
(476
|
)
|
|
$
|
(0.03
|
)
|
|
|
|
|
|
|
Divested vascular product line
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|
$
|
270
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|
$
|
0.02
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|
-
|
|
|
|
-
|
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|
|
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|
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Reorganization costs
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$
|
2,921
|
|
|
$
|
0.16
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
Patent dispute resolution
|
|
$
|
1,300
|
|
|
$
|
0.07
|
|
|
|
-
|
|
|
|
-
|
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|
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|
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|
|
|
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|
|
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Adjusted net income and adjusted net income per diluted share
|
|
$
|
12,114
|
|
|
$
|
0.68
|
|
|
$
|
9,156
|
|
|
$
|
0.53
|
|
|
32
|
%
|
|
28
|
%
|
|
|
|
|
|
|
|
|
|
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|
|
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Note: Some calculations may be impacted by rounding. Please refer to
the Non-GAAP Performance Measure section at the end of this press
release for more
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information about the specified items listed above.
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During the fourth quarter of 2010, the Company recorded $4.1 million
($2.7 million, net of income taxes, or $0.15 per diluted share) of legal
expenses associated with the DOJ investigation of the bone growth
stimulation industry and the Company's internal investigation into
compliance with the Foreign Corrupt Practices Act at its distribution
subsidiary in Mexico. These charges are included in both the reported
and adjusted financial results.
The following table reconciles reported net income and net income per
diluted share to adjusted net income and net income per diluted share
for the year ended December 31, 2010:
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Full Year Adjusted Net Income and Adjusted Net Income per Diluted
Share
|
|
2010
|
|
2009
|
|
Difference
|
|
|
($000's)
|
|
EPS
|
|
($000's)
|
|
EPS
|
|
Net Income
|
|
EPS
|
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Reported GAAP net income and net income per diluted share
|
|
$
|
44,208
|
|
|
$
|
2.47
|
|
|
$
|
24,472
|
|
|
$
|
1.42
|
|
|
81
|
%
|
|
74
|
%
|
|
|
|
|
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|
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|
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|
|
|
|
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Specified Items:
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|
|
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|
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|
|
|
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|
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|
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|
|
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|
|
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|
|
|
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Foreign exchange loss
|
|
$
|
214
|
|
|
$
|
0.01
|
|
|
$
|
273
|
|
|
$
|
0.02
|
|
|
|
|
|
|
|
Gain on interest rate swap
|
|
$
|
(771
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(1,173
|
)
|
|
$
|
(0.07
|
)
|
|
|
|
|
|
|
Divested vascular product line
|
|
$
|
(8,559
|
)
|
|
$
|
(0.48
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
Reorganization costs
|
|
$
|
2,921
|
|
|
$
|
0.16
|
|
|
$
|
2,325
|
|
|
$
|
0.14
|
|
|
|
|
|
|
|
Patent dispute resolution
|
|
$
|
1,300
|
|
|
$
|
0.07
|
|
|
|
-
|
|
|
|
-
|
|
|
|
|
|
|
|
Strategic investments
|
|
|
-
|
|
|
|
-
|
|
|
$
|
3,691
|
|
|
$
|
0.21
|
|
|
|
|
|
|
|
Proxy contest
|
|
|
-
|
|
|
|
-
|
|
|
$
|
494
|
|
|
$
|
0.03
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Adjusted net income and adjusted net income per diluted share
|
|
$
|
39,313
|
|
|
$
|
2.19
|
|
|
$
|
30,082
|
|
|
$
|
1.75
|
|
|
31
|
%
|
|
25
|
%
|
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|
|
|
|
|
|
|
|
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|
|
|
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|
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|
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|
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Note: Some calculations may be impacted by rounding. Please refer to
the Non-GAAP Performance Measure section at the end of this press
release for more
|
|
information about the specified items listed above.
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2011 Outlook
In 2011, the Company expects to generate between $580 million and $590
million in net sales or 3% to 5% over reported net sales in 2010 which
includes the continued reduction of vascular and anesthesia revenues
reported as Other Products.
The Company expects both reported and adjusted net income 2011 to be
between $2.60 and $2.70 per diluted share compared to reported net
income of $2.47 per diluted share and adjusted net income of $2.19 per
diluted share in 2010. This represents a 5% to 9% increase in reported
net income per diluted share and an 18% to 23% increase in adjusted net
income per diluted share compared to 2010.
The Company expects to incur approximately $8 million, or $0.26 per
diluted share, of share-based compensation expense in 2011. This
non-cash compensation expense is included in both the reported net
income and adjusted net income per diluted share guidance for 2011.
The Company further expects an effective tax rate for 2011 of 38% to 40%
due to its current geographical mix of earnings including jurisdictions
in operating loss positions for which there is no tax benefit.
Conference Call
Orthofix will host a conference call today at 4:30 PM Eastern time to
discuss the Company's financial results for the fourth quarter and full
year of 2010. Interested parties may access the conference call by
dialing (888) 267-2845 in the U.S. and (973) 413-6102 outside the U.S.,
and entering the conference ID 87421. A replay of the call will be
available for two weeks by dialing (800) 332-6854 in the U.S. and (973)
528-0005 outside the U.S., and entering the conference ID 87421. A
webcast of the conference call may be accessed by going to the Company's
website at www.orthofix.com,
by clicking on the Investors link and then the Events and Presentations
page.
About Orthofix
Orthofix International N.V. is a global medical device company offering
a broad line of minimally invasive surgical, and non-surgical products
for the spine, orthopedics, and sports medicine market sectors that
address the lifelong bone-and-joint health needs of patients of all ages
helping them achieve a more active and mobile lifestyle. Orthofix's
products are widely distributed around the world to orthopedic surgeons
and patients via Orthofix's sales representatives and its subsidiaries,
including BREG, Inc., and via collaborations with other leading
orthopedic product companies. In addition, Orthofix is collaborating on
R&D activities with leading medical institutions such as the
Musculoskeletal Transplant Foundation, the Orthopedic Research and
Education Foundation, The University of Medicine and Dentistry of New
Jersey and the National Osteoporosis Institute. For more information
about Orthofix, please visit www.orthofix.com.
FORWARD-LOOKING STATEMENTS
This communication contains certain forward-looking statements under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements, which may include, but are not limited to, statements
concerning the projections, financial condition, results of operations
and businesses of Orthofix and its subsidiaries and are based on
management's current expectations and estimates and involve risks and
uncertainties that could cause actual results or outcomes to differ
materially from those contemplated by the forward-looking statements.
Factors that could cause or contribute to such differences may include,
but are not limited to, risks relating to the expected sales of its
products, including recently launched products, unanticipated
expenditures, changing relationships with customers, suppliers,
strategic partners and lenders, changes to and the interpretation of
governmental regulations, risks relating to the protection of
intellectual property, changes to the reimbursement policies of third
parties, the impact of competitive products, changes to the competitive
environment, the acceptance of new products in the market, conditions of
the orthopedic industry, credit markets and the economy, corporate
development and market development activities, including acquisitions or
divestitures, unexpected costs or operating unit performance related to
recent acquisitions, and other factors described in our annual report on
Form 10-K and other periodic reports filed by the Company with the
Securities and Exchange Commission (SEC).
The Company cannot predict the timing or outcome of ongoing litigation
matters and governmental investigations of our businesses which could
result in civil or criminal liability or findings of violations of law
(as further described in the "Legal Proceedings" sections of our annual
report on Form 10-K, quarterly reports on Form 10-Q), that could
materially impact our financial position and/or liquidity.
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|
|
ORTHOFIX INTERNATIONAL N.V.
|
|
|
|
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
|
|
|
|
|
(Unaudited, U.S. Dollars, in thousands, except per share and
share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
2010
|
|
2009
|
|
2010
|
|
2009
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$143,796
|
|
$144,016
|
|
$564,370
|
|
$545,635
|
Cost of sales
|
|
32,669
|
|
36,749
|
|
131,716
|
|
138,450
|
Gross profit
|
|
111,127
|
|
107,267
|
|
432,654
|
|
407,185
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
60,186
|
|
53,396
|
|
230,942
|
|
215,943
|
General and administrative
|
|
25,218
|
|
24,171
|
|
88,628
|
|
88,866
|
Research and development
|
|
7,077
|
|
5,624
|
|
30,350
|
|
31,460
|
Amortization of intangible assets
|
|
1,505
|
|
2,097
|
|
5,763
|
|
7,041
|
Other Income/(Expense)Net gain on sale of vascular operations
|
|
300
|
|
0
|
|
(12,019)
|
|
0
|
|
|
94,286
|
|
85,288
|
|
343,664
|
|
343,310
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
16,841
|
|
21,979
|
|
88,990
|
|
63,875
|
|
|
|
|
|
|
|
|
|
Other income and expense
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
(2,127)
|
|
(6,242)
|
|
(16,898)
|
|
(24,627)
|
Other income (expense), net
|
|
507
|
|
(494)
|
|
(398)
|
|
(1,079)
|
Loss on refinancing of senior secured term loan
|
|
0
|
|
0
|
|
(550)
|
|
0
|
Gain on interest rate swap
|
|
0
|
|
806
|
|
1,254
|
|
1,852
|
Other expense, net
|
|
(1,620)
|
|
(5,930)
|
|
(16,592)
|
|
(23,854)
|
Income before income taxes
|
|
15,221
|
|
16,049
|
|
72,398
|
|
40,021
|
Income tax expense
|
|
(7,257)
|
|
(6,588)
|
|
(28,190)
|
|
(15,549)
|
Net income
|
|
$7,964
|
|
$9,461
|
|
$44,208
|
|
$24,472
|
|
|
|
|
|
|
|
|
|
Net income per common share - basic
|
|
$0.45
|
|
$0.55
|
|
$2.51
|
|
$1.43
|
|
|
|
|
|
|
|
|
|
Net income per common share - diluted
|
|
$0.44
|
|
$0.55
|
|
$2.47
|
|
$1.42
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
|
|
17,710,377
|
|
17,135,542
|
|
17,601,956
|
|
17,119,474
|
shares outstanding - basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
|
|
|
|
|
|
|
|
|
shares outstanding - diluted
|
|
17,912,059
|
|
17,301,659
|
|
17,913,545
|
|
17,202,943
|
ORTHOFIX INTERNATIONAL N.V.
|
|
|
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
(Unaudited, U.S. Dollars, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
2010
|
|
2009
|
|
|
|
|
|
Assets
|
|
|
|
|
Current assets:
|
|
|
|
|
Cash and cash equivalents
|
|
$13,561
|
|
$13,328
|
Restricted cash
|
|
22,944
|
|
11,630
|
Trade accounts receivable, net
|
|
134,184
|
|
129,777
|
Inventories, net
|
|
84,589
|
|
94,624
|
Deferred income taxes
|
|
17,422
|
|
20,286
|
Prepaid expenses and other current assets
|
|
39,060
|
|
29,849
|
Total current assets
|
|
311,760
|
|
299,494
|
|
|
|
|
|
Property, plant and equipment, net
|
|
45,535
|
|
38,694
|
Patents and other intangible assets, net
|
|
41,457
|
|
47,628
|
Goodwill
|
|
176,497
|
|
185,175
|
Deferred taxes and other long-term assets
|
|
28,740
|
|
19,482
|
|
|
|
|
|
Total assets
|
|
$603,989
|
|
$590,473
|
|
|
|
|
|
|
|
|
|
|
Liabilities and shareholders' equity
|
|
|
|
|
Current liabilities:
|
|
|
|
|
Bank borrowings
|
|
$3,812
|
|
$2,209
|
Current portion of long-term debt
|
|
7,500
|
|
3,332
|
Trade accounts payable
|
|
19,796
|
|
23,302
|
Other current liabilities
|
|
52,418
|
|
59,210
|
Total current liabilities
|
|
83,526
|
|
88,053
|
|
|
|
|
|
Long-term debt
|
|
208,695
|
|
249,132
|
Deferred income taxes
|
|
8,102
|
|
6,115
|
Other long-term liabilities
|
|
2,775
|
|
6,904
|
Total liabilities
|
|
303,098
|
|
350,204
|
|
|
|
|
|
Shareholders' equity:
|
|
|
|
|
Common shares
|
|
1,772
|
|
1,714
|
Additional paid-in capital
|
|
195,402
|
|
177,246
|
Retained earnings
|
|
98,327
|
|
54,119
|
Accumulated other comprehensive income
|
|
5,390
|
|
7,190
|
Total shareholders' equity
|
|
300,891
|
|
240,269
|
|
|
|
|
|
Total liabilities and shareholders' equity
|
|
$603,989
|
|
$590,473
|
|
|
|
|
|
ORTHOFIX INTERNATIONAL N.V.
|
|
|
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
|
|
(Unaudited, U.S. Dollars, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months Ended December 31,
|
|
|
2010
|
|
2009
|
|
|
|
|
|
Cash flows from operating activities:
|
|
|
|
|
Net income
|
|
$44,208
|
|
$24,472
|
Adjustments to reconcile net income to net cash
|
|
|
|
|
provided by operating activities:
|
|
|
|
|
Depreciation and amortization
|
|
22,521
|
|
22,344
|
Other non-cash adjustments
|
|
8,152
|
|
23,350
|
Changes in working capital
|
|
(32,407)
|
|
(19,584)
|
Net cash provided by operating activities
|
|
42,474
|
|
50,582
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
Capital expenditures
|
|
(26,361)
|
|
(21,998)
|
Investment in collaborative arrangements
|
|
-
|
|
(2,000)
|
Proceeds from sale of investments held at cost
|
|
-
|
|
1,711
|
Net proceeds from sale of assets, principally vascular operations
|
|
24,215
|
|
-
|
Net cash used in investing activities
|
|
(2,146)
|
|
(22,287)
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
Net proceeds from issuance of common shares
|
|
7,854
|
|
70
|
Repayments of long-term debt
|
|
(36,269)
|
|
(28,323)
|
Payment of refinancing fees
|
|
(4,232)
|
|
-
|
Proceeds from bank borrowings, net
|
|
1,723
|
|
248
|
Restricted cash *
|
|
(11,290)
|
|
(612)
|
Cash payment for purchase of minority interest in subsidiary
|
|
-
|
|
(1,143)
|
Repurchase of equity
|
|
-
|
|
(220)
|
Tax benefit on non-qualified stock options
|
|
2,222
|
|
25
|
Net cash used in financing activities
|
|
(39,992)
|
|
(29,955)
|
|
|
|
|
|
Effect of exchange rate changes on cash
|
|
(103)
|
|
394
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents
|
|
233
|
|
(1,266)
|
Cash and cash equivalents at the beginning of the year
|
|
13,328
|
|
14,594
|
Cash and cash equivalents at the end of the year
|
|
$13,561
|
|
$13,328
|
|
|
|
|
|
* - The Company has reclassified its restricted cash from
operating activities to financing activities for the years
end December 31, 2010 and 2009. The Company deemed this as the
more appropriate disclosure since the cash is restricted for
use by only those parties included in the Credit Facilities.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
External net sales by market sector
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(U.S. Dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Twelve Months Ended December 31,
|
|
|
|
|
|
|
|
|
|
|
|
Constant
|
|
|
|
|
|
|
|
|
|
Constant
|
|
|
|
|
|
|
|
Reported
|
|
Currency
|
|
|
|
|
|
|
Reported
|
|
Currency
|
|
2010
|
|
2009
|
|
Growth
|
|
Growth
|
|
2010
|
|
2009
|
|
Growth
|
|
Growth
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Spine
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stimulation
|
$
|
42.4
|
|
$
|
41.9
|
|
1
|
%
|
|
1
|
%
|
|
$
|
172.5
|
|
$158.8
|
|
9
|
%
|
|
9
|
%
|
Implants and Biologics
|
|
36.3
|
|
|
32.6
|
|
11
|
%
|
|
11
|
%
|
|
|
133.9
|
|
120.6
|
|
11
|
%
|
|
11
|
%
|
Total Spine
|
|
78.7
|
|
|
74.5
|
|
6
|
%
|
|
6
|
%
|
|
|
306.4
|
|
279.4
|
|
10
|
%
|
|
10
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Orthopedics
|
|
37.5
|
|
|
35.8
|
|
5
|
%
|
|
8
|
%
|
|
|
144.4
|
|
131.3
|
|
10
|
%
|
|
10
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sports Medicine
|
|
25.1
|
|
|
23.0
|
|
9
|
%
|
|
9
|
%
|
|
|
95.5
|
|
96.4
|
|
-1
|
%
|
|
-1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Products *
|
|
2.5
|
|
|
10.8
|
|
-77
|
%
|
|
-76
|
%
|
|
|
18.1
|
|
38.5
|
|
-53
|
%
|
|
-53
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
$
|
143.8
|
|
$
|
144.0
|
|
0
|
%
|
|
1
|
%
|
|
$
|
564.4
|
|
$545.6
|
|
3
|
%
|
|
3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Some calculations may be impacted by rounding.
|
*- Includes sales of the divested vascular and exited anesthesia
businesses.
|
Non-GAAP Performance Measures
The tables below present reconciliations of fourth quarter and full year
net sales, net income and net income per diluted share calculated in
accordance with generally accepted accounting principles (GAAP) to
non-GAAP performance measures, referred to as "Adjusted Constant
Currency Net Sales" and "Adjusted Net Income and Adjusted Net Income per
Diluted Share" that exclude the items specified in the tables. The
Regulation G Supplemental Information Schedule attached to this release
includes additional reconciliations between GAAP measures and non-GAAP
measures referred to as "Adjusted Consolidated EBITDA" and "Adjusted
Sports Medicine Net Sales". Management believes it is important to
provide investors with the same non-GAAP metrics it uses to supplement
information regarding the performance and underlying trends of
Orthofix's business operations in order to facilitate comparisons to its
historical operating results and internally evaluate the effectiveness
of the Company's operating strategies. A more detailed explanation of
the items in the tables below that are excluded from GAAP net sales and
GAAP net income and net income per diluted share, as well as why
management believes the non-GAAP measures are useful to them, is
included in the Regulation G Supplemental Information schedule attached
to this press release.
Reconciliations of Non-GAAP Performance Measures
Adjusted Net Income and Adjusted Net Income per Diluted Share
Reconciling Items
Note: The reconciling items were tax affected in the current year at the
prevailing rate within the respective jurisdictions.
-
Foreign exchange (gain) / loss — due to translation adjustments
resulting from the weakening or strengthening of the U.S. Dollar
against various foreign currencies. A number of Orthofix's foreign
subsidiaries have intercompany and trade accounts payable that are
held in currencies, most notably the U.S. Dollar, other than their
local currency, and movements in the relative values of those
currencies result in foreign exchange gains and losses.
-
Gain on interest rate swap — the change in the fair market
value of the Company's interest rate swap that required mark-to-market
accounting through the income statement due to its ineffectiveness.
The Company paid off the swap approximately one year early in Q2 10.
-
Divested vascular product line — reported gain on the
previously announced divesture of the Company's vascular product line
to Covidien in March 2010 along with final additional settlement
obligations associated with that transaction.
-
Reorganization costs — In 2010 these costs relate to the Global
Business Unit restructuring and related reduction in work force
associated with reorganization and facility consolidation plans within
various areas of the Company. These costs in the prior year, primarily
related to spinal implants division consolidation activities.
-
Patent dispute resolution — costs related to the patent dispute
settlement charge concerning the Trinity® Evolution™ tissue allograft
product.
-
Strategic investments — costs related to the Company's
strategic investment in the development and commercialization of a new
stem cell-based allograft with MTF, and the agreement with IIS related
to the development of a pedicle screw system.
-
Proxy contest — legal expenses associated with a proxy contest
initiated by one of the Company's former shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
Fourth Quarter Adjusted Constant Currency Net Sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(USD in million)
|
|
Q4 10
|
|
Q4 09
|
|
Difference
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP net sales
|
|
$
|
143.8
|
|
|
$
|
144.0
|
|
|
0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Divested vascular product line
|
|
|
(1.7
|
)
|
|
|
(6.1
|
)
|
|
|
|
Exited anesthesia product line
|
|
|
-
|
|
|
|
(2.5
|
)
|
|
|
|
Impact of change in Breg distributor recognition
|
|
|
-
|
|
|
|
1.2
|
|
|
|
|
Adjusted net sales
|
|
|
142.1
|
|
|
|
136.6
|
|
|
4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency impact
|
|
|
1.3
|
|
|
|
-
|
|
|
|
|
Adjusted constant currency net sales
|
|
$
|
143.4
|
|
|
$
|
136.6
|
|
|
5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Some calculations may be impacted by rounding.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Full Year Adjusted Constant Currency Net Sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(USD in million)
|
|
2010
|
|
2009
|
|
Difference
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP net sales
|
|
$
|
564.4
|
|
|
$
|
545.6
|
|
|
3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Divested vascular product line
|
|
|
(8.3
|
)
|
|
|
(18.7
|
)
|
|
|
|
Exited anesthesia product line
|
|
|
(5.0
|
)
|
|
|
(11.8
|
)
|
|
|
|
Adjusted net sales
|
|
|
551.1
|
|
|
|
515.2
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency impact
|
|
|
(0.3
|
)
|
|
|
-
|
|
|
|
|
Adjusted constant currency net sales
|
|
$
|
550.8
|
|
|
$
|
515.2
|
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Some calculations may be impacted by rounding.
|
|
|
|
|
|
|
|
|
|
|
Fourth Quarter Adjusted Sports Medicine Net Sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(USD in million)
|
|
Q4 10
|
|
Q4 09
|
|
Difference
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP net sales
|
|
$
|
25.1
|
|
$
|
23.0
|
|
9
|
%
|
|
|
|
|
|
|
|
|
|
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Impact of change in Breg distributor recognition
|
|
|
-
|
|
|
1.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net sales
|
|
$
|
25.1
|
|
$
|
24.2
|
|
4
|
%
|
Adjusted Constant Currency Net Sales Reconciling Items
-
Divested vascular product line — the Company sold the assets of
its vascular product line in Q1 10. This adjustment excludes revenue
from this business generated in fourth quarter and full year 2009 as
well as the revenue generated in fourth quarter and full year 2010
from the transition services supply agreement that commenced upon the
sale of the product line. The adjustment also excludes revenues
recognized in 2010 prior to the March 2010 sale date.
-
Exited anesthesia product line — the Company exited its
anesthesia product line after the expiration of its distribution
agreements in the United Kingdom and Italy during Q2 10 and Q3 09,
respectively.
-
Impact of change in Breg distributor recognition — sales and
certain commission expense for the full year of 2009 previously
recorded on separate lines in the income statement were recorded on a
net basis as a cumulative revenue reduction in Q4 09 for one
distributor, but are now netted on the revenue line. There is no
impact on the full year comparative period.
-
Foreign currency impact — the Company is exposed to foreign
exchange movements in its non-denominated U.S. Dollar jurisdictions
that positively or negatively impact local currency net sales compared
to the prior year.
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
Q4 10
|
|
TTM 12/31/10
|
|
|
($000's)
|
|
($000's)
|
Net Income
|
|
$
|
7,964
|
|
|
$
|
44,208
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
7,012
|
|
|
|
22,521
|
|
Interest expense
|
|
|
1,971
|
|
|
|
16,898
|
|
Loss on refinancing of senior secured term loan
|
|
|
-
|
|
|
|
550
|
|
Gain on interest rate swap
|
|
|
-
|
|
|
|
(1,254
|
)
|
Tax expense
|
|
|
7,257
|
|
|
|
28,190
|
|
Share-based compensation
|
|
|
1,013
|
|
|
|
8,138
|
|
Net gain on sale of vascular operations
|
|
|
300
|
|
|
|
(12,019
|
)
|
Other non-cash items
|
|
|
(399
|
)
|
|
|
400
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
$
|
25,118
|
|
|
$
|
107,632
|
|
NOTE: Adjusted Consolidated EBITDA is computed pursuant to the
definition of "Consolidated EBITDA" contained in the Company's credit
agreement, dated August 30, 2010. The credit agreement was filed as
Exhibit 10.1 to Company's current report on Form 8-K filed on August 31,
2010. This document can be found at the SEC's website at www.SEC.gov.
Adjusted Consolidated EBITDA
-
Depreciation and amortization — non-cash depreciation and
amortization expenses.
-
Interest expense — interest expense related to outstanding debt.
-
Loss on refinancing of senior secured term loan — the write-off
of the remaining capitalized debt issuance costs associated with the
Company's prior credit facility.
-
Gain on interest rate swap — the change in the fair market
value of the Company's interest rate swap that required mark-to-market
accounting through the income statement due to its ineffectiveness.
The Company paid off the swap approximately one year early in Q2 10.
-
Tax expense — income tax expenses incurred by the Company.
-
Share-based compensation — non-cash equity compensation
expenses.
-
Net gain on sale of vascular operations — represents the
Company's sale of its vascular business during the first quarter of
2010 and subsequent Q4 10 costs incurred.
-
Other non-cash items — certain non-cash charges
(credits) including foreign exchange gains and losses and the
amortization of debt issuance costs.
Management use of, and economic substance behind, Non-GAAP
Performance Measures
Management uses non-GAAP measures to evaluate performance period over
period, to analyze the underlying trends in the Company's business, to
assess its performance relative to its competitors and to establish
operational goals and forecasts that are used in allocating resources.
In addition, following the Company's acquisition of Blackstone Medical,
and the related increase in Orthofix's debt, management has increased
its focus on cash generation and debt reduction. Management uses these
non-GAAP measures as the basis for assessing the ability of the
underlying operations to generate cash for use in paying down debt. In
addition, management uses these non-GAAP measures to further its
understanding of the performance of the Company's business segments. The
items excluded from Orthofix's non-GAAP measures are also excluded from
the profit or loss reported by the Company's business segments for the
purpose of analyzing their performance.
Material Limitations Associated with the Use of Non-GAAP Measures
The non-GAAP measures used in this release may have limitations as
analytical tools, and should not be considered in isolation or as a
replacement for GAAP performance measures. Some of the limitations
associated with the use of these non-GAAP performance measures are that
they exclude items that reflect an economic cost to the Company and can
have a material effect on cash flows. Similarly, equity compensation
expense does not directly impact cash flows, but is part of total
compensation costs accounted for under GAAP.
Compensation for Limitations Associated with Use of Non-GAAP Measures
Orthofix compensates for the limitations of its non-GAAP performance
measures by relying upon its GAAP results to gain a complete picture of
the Company's performance. The GAAP results provide the ability to
understand the Company's performance based on a defined set of criteria.
The non-GAAP measures reflect the underlying operating results of the
Company's businesses, excluding non-cash items, which management
believes is an important measure of the Company's overall performance.
The Company provides a detailed reconciliation of the non-GAAP
performance measures to their most directly comparable GAAP measures,
and encourages investors to review this reconciliation.
Usefulness of Non-GAAP Measures to Investors
Orthofix believes that providing non-GAAP measures that exclude certain
items provides investors with greater transparency to the information
used by the Company's senior management in its financial and operational
decision-making. Management believes that providing this information
enables investors to better understand the performance of the Company's
ongoing operations and to understand the methodology used by management
to evaluate and measure such performance. Disclosure of these non-GAAP
performance measures also facilitates comparisons of Orthofix's
underlying operating performance with other companies in its industry
that also supplement their GAAP results with non-GAAP performance
measures.
Source: Orthofix International N.V.

Orthofix International N.V.
Brian McCollum, 214-937-2927
brianmccollum@orthofix.com
Source: Orthofix International N.V.
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