Net Sales were $119.5 million, up 2%; 5% constant currency; Reported
and Adjusted Net Income from continuing operations up 33% and 11%,
respectively
LEWISVILLE, Texas--(BUSINESS WIRE)--
Orthofix International N.V. (NASDAQ:OFIX) (the Company) today announced
its results for the second quarter ended June 30, 2012. Net sales of
$119.5 million represent an increase of 2% over the second quarter of
last year. Net sales grew 5% on a constant currency basis. Net income
from continuing operations was $14.0 million, or $0.73 per diluted share
compared to net income from continuing operations of $10.5 million, or
$0.57 per diluted share, in the prior year. Adjusted net income was up
11% to $14.9 million, or $0.78 per diluted share compared to $13.4
million, or $0.72 per diluted share, in the prior year.
"The second quarter results demonstrate the strength of our Regenerative
Solutions and highlights our strategy to leverage our differentiated
product offerings across both our Spine and Orthopedic business units,"
commented President and Chief Executive Officer Robert Vaters. "In
addition, the close of the Sports Medicine divestiture provides us with
the financial capacity and flexibility to make the necessary investments
to drive long-term growth."
Sales Performance
Net sales were $119.5 million in the second quarter of 2012, up 2% on a
reported basis, and 5% on a constant currency basis, from $116.7 million
in the second quarter of the prior year. Foreign currency negatively
impacted second quarter net sales by approximately $3.3 million, or 3%
of net sales.
External net sales by global business unit
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
Constant
|
|
|
|
|
|
|
|
|
|
Reported
|
|
Currency
|
(USD in millions)
|
|
|
2012
|
|
2011
|
|
Growth
|
|
Growth
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Spine
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Spine Repair Implants and Regenerative Biologics
|
|
|
$
|
38.5
|
|
$
|
36.9
|
|
4
|
%
|
|
4
|
%
|
Spine Regenerative Stimulation
|
|
|
|
43.3
|
|
|
39.7
|
|
9
|
%
|
|
9
|
%
|
Total Spine
|
|
|
|
81.8
|
|
|
76.5
|
|
7
|
%
|
|
7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Orthopedics
|
|
|
|
37.7
|
|
|
40.1
|
|
-6
|
%
|
|
2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net sales
|
|
|
$
|
119.5
|
|
$
|
116.7
|
|
2
|
%
|
|
5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Some calculations may be impacted by rounding.
|
|
Second quarter net sales for the Company's Spine global business unit
were up 7% to $81.8 million, which was driven by a 9% increase in
Regenerative Stimulation products used in spine applications. Revenue
from Repair Implants and Regenerative Biologics increased 4% over prior
year, which was primarily a result of increased adoption of Trinity®
Evolution™ in spine applications, which led to a 48% increase in sales
of Regenerative Biologics in the second quarter of 2012.
For the Company's Orthopedic global business unit, second quarter net
sales were $37.7 million, decreasing 6% on a reported basis, while
increasing 2% on a constant currency basis, compared to the prior year.
Foreign currency negatively impacted reported net sales by $3.3 million,
or 9% of net orthopedic sales. Constant currency sales growth was driven
by sales of Regenerative Biologics in Orthopedic applications, along
with recently launched internal fixation systems for the foot and ankle.
Earnings Performance
Reported net income from continuing operations for the second quarter of
2012 was $14 million and net income from continuing operations per
diluted share was $0.73. Excluding certain items summarized in the table
below, adjusted net income in the second quarter of 2012 was $14.9
million, or $0.78 per diluted share, increasing 11% and 8%, respectively
from the second quarter of 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 each of the quarters ended June 30, 2012 and 2011:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Second Quarter Adjusted Net Income from Continuing operations
|
|
Q2 2012
|
|
Q2 2011
|
|
% Change
|
|
|
($000's)
|
EPS
|
|
($000's)
|
EPS
|
|
($000's)
|
EPS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP net income from continuing operations
|
|
$
|
13,967
|
|
$
|
0.73
|
|
$
|
10,519
|
$
|
0.57
|
|
33
|
%
|
28
|
%
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arbitration Resolution of Co-Development Agreement
|
|
|
1,953
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Charges related to U.S. Government resolutions
|
|
|
859
|
|
|
|
|
|
-
|
|
|
|
|
|
|
|
Foreign exchange gain/loss
|
|
|
(518
|
)
|
|
|
|
|
153
|
|
|
|
|
|
|
|
Change in Estimate of Tax Deduction
|
|
|
(1,332
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Succession and Restructuring Charges
|
|
|
|
|
|
|
|
|
2,738
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Net Income from continuing operations
|
|
$
|
14,929
|
|
$
|
0.78
|
|
$
|
13,410
|
$
|
0.72
|
|
11
|
%
|
8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares used to calculate EPS (in thousands)
|
|
|
|
|
|
19,216
|
|
|
|
|
18,541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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.
|
|
The following table reconciles operating income to adjusted operating
income for each of the quarters ended June 30, 2012 and 2011:
|
|
|
|
|
Second Quarter Adjusted Operating Income
|
|
Q2 2012
|
|
Q2 2011
|
|
|
($000's)
|
% of Sales
|
|
($000's)
|
% of Sales
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP operating income
|
|
$
|
20,565
|
17.2
|
%
|
|
$
|
19,396
|
16.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Arbitration Resolution of Co-Development Agreement
|
|
|
3,100
|
|
|
|
|
-
|
|
|
Charges related to U.S. Government resolutions
|
|
|
1,364
|
|
|
|
|
-
|
|
|
Succession and Restructuring Charges
|
|
|
-
|
|
|
|
|
3,505
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating income
|
|
$
|
25,029
|
20.9
|
%
|
|
$
|
22,901
|
19.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
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.
|
|
After adjusting for a $3.1 million charge in R&D for an unfavorable
arbitration resolution related to a 2008 co-development agreement, and
the $1.4 million charges for prejudgment interest related to U.S.
Government resolutions, the second quarter 2012 adjusted operating
margin increased 130 basis points to 20.9% over the same period of the
prior year. This increase was primarily the result of leverage from SG&A
expenses on higher sales.
The second quarter for 2012 also included $0.4 million ($0.3 million,
net of tax) or $0.01 per diluted share of legal expenses associated with
the closing of the Department of Justice (DOJ) investigation of the bone
growth stimulation business and the Company's Foreign Corrupt Practices
Act (FCPA) matter at the Company's former orthopedic distribution entity
in Mexico, each of which were finalized during the second quarter with
the signing and filing of definitive settlement agreements. The prior
year reported and adjusted results included $1.6 million ($1.0 million
net of tax) or $0.05 per diluted share of legal expenses associated with
the DOJ and FCPA matters mentioned above.
2012 Outlook Update
Based upon changes in foreign currency exchange rates, the Company
expects net sales from continuing operations to be between $481 million
to $491 million for the full year 2012 or a 2% to 4% increase over the
corresponding net sales from continuing operations in 2011. The Company
expects GAAP earnings per share from continuing operations to be
approximately $2.79 to $2.89 per diluted share, and adjusted earnings
per share from continuing operations to be approximately $2.95 to $3.05
per diluted share.
The following tables update the 2012 full year guidance for the change
in foreign currency estimates and updated specified items.
|
|
|
Net Sales from Continuing Operations- Full Year 2012
|
|
|
in millions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Previous Guidance Range |
|
$487-$497 |
|
|
|
|
|
Incremental Foreign Exchange
|
|
($6) |
|
|
|
|
|
Revised Guidance Range |
|
$481-$491 |
|
|
|
|
|
|
|
|
|
|
Reported and Adjusted EPS from Continuing Operations - Full Year
2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported GAAP EPS from Continuing Operations Range |
|
$
|
2.79
|
-
|
$
|
2.89
|
|
|
|
|
|
|
|
Specified Items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Strategic Investment MTF
|
|
$0.10 |
Arbitration Resolution of Co-Development Agreement
|
|
$0.10 |
Charges related to U.S. Government resolutions
|
|
$0.04 |
Change in Estimate of Tax Deduction
|
|
($0.07) |
Foreign exchange loss (income)
|
|
($0.01) |
|
|
|
|
|
|
|
Adjusted EPS from Continuing Operations Range |
|
$
|
2.95
|
-
|
$
|
3.05
|
|
|
|
|
|
|
|
Conference Call
Orthofix will host a conference call today at 4:30 PM Eastern time to
discuss the Company's financial results for the second quarter of 2012.
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 38220. 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 38220. A webcast of the
conference call may be accessed by going to the Company's website at www.orthofix.com,
clicking on the Investors link and then the Events and Presentations
page.
About Orthofix
Orthofix International N.V. is a diversified, global medical device
company focused on developing and delivering innovative repair and
regenerative solutions to the spine and orthopedic markets. Orthofix's
products are widely distributed around the world to orthopedic surgeons
and patients via Orthofix's sales representatives and its subsidiaries,
and via collaborations with other leading orthopedic product companies.
In addition, Orthofix is collaborating on R&D activities with leading
research and clinical organizations such as the Musculoskeletal
Transplant Foundation, the Orthopedic Research and Education Foundation,
and Texas Scottish Rite Hospital for Children. 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.
The forward-looking statements in this release do not constitute
guarantees or promises of future performance. Factors that could cause
or contribute to such differences may include, but are not limited to,
risks relating to the expected sales of our products, including recently
launched products, unanticipated expenditures, the resolution of pending
litigation matters (including the government investigation and False
Claims Act matter relating to our spinal implant business, as well as
our indemnification obligations with respect to certain retained product
liability claims against, and the government investigation of our former
Sports Medicine global business unit) and our ongoing compliance
obligations under a corporate integrity agreement with the Office of
Inspector General of the Department of Health and Human Services and a
deferred prosecution agreement with the U.S. Department of Justice,
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, quarterly reports
on Form 10-Q, and other periodic reports filed by the Company with the
Securities and Exchange Commission (SEC). Existing and prospective
investors are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. The
Company undertakes no obligation to update or revise the information
contained in this press release (which contains information current as
of the date hereof, whether as a result of new information, future
events or circumstances, or otherwise.
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 and quarterly reports on Form 10-Q), that could
materially impact our financial position and/or liquidity.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ORTHOFIX INTERNATIONAL N.V.
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
(Unaudited, U.S. Dollars, in thousands, except per share and
share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
$
|
119,492
|
|
|
$
|
116,670
|
|
|
$
|
235,534
|
|
|
$
|
229,731
|
|
Cost of sales
|
|
|
23,676
|
|
|
|
23,186
|
|
|
|
45,616
|
|
|
|
45,527
|
|
Gross profit
|
|
|
95,816
|
|
|
|
93,484
|
|
|
|
189,918
|
|
|
|
184,204
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
|
49,810
|
|
|
|
49,960
|
|
|
|
99,331
|
|
|
|
97,399
|
|
General and administrative
|
|
|
14,295
|
|
|
|
17,344
|
|
|
|
28,865
|
|
|
|
36,130
|
|
Research and development
|
|
|
9,252
|
|
|
|
6,229
|
|
|
|
16,302
|
|
|
|
11,673
|
|
Amortization of intangible assets
|
|
|
530
|
|
|
|
555
|
|
|
|
1,060
|
|
|
|
1,103
|
|
Charges related to U.S. Government resolutions
|
|
|
1,364
|
|
|
|
-
|
|
|
|
1,364
|
|
|
|
46,000
|
|
|
|
|
75,251
|
|
|
|
74,088
|
|
|
|
146,922
|
|
|
|
192,305
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss)
|
|
|
20,565
|
|
|
|
19,396
|
|
|
|
42,996
|
|
|
|
(8,101
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
(1,265
|
)
|
|
|
(2,198
|
)
|
|
|
(3,486
|
)
|
|
|
(4,613
|
)
|
Other income (expense), net
|
|
|
660
|
|
|
|
(342
|
)
|
|
|
29
|
|
|
|
(1,451
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes
|
|
|
19,960
|
|
|
|
16,856
|
|
|
|
39,539
|
|
|
|
(14,165
|
)
|
Income tax expense
|
|
|
(5,993
|
)
|
|
|
(6,337
|
)
|
|
|
(13,356
|
)
|
|
|
(12,056
|
)
|
Net income (loss) from continuing operations, net of tax
|
|
|
13,967
|
|
|
|
10,519
|
|
|
|
26,183
|
|
|
|
(26,221
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of Breg, Inc. net of tax
|
|
|
1,040
|
|
|
|
-
|
|
|
|
1,040
|
|
|
|
-
|
|
Income (loss) from discontinued operations
|
|
|
(5,846
|
)
|
|
|
(796
|
)
|
|
|
(6,352
|
)
|
|
|
676
|
|
Income tax (expense) benefit
|
|
|
2,044
|
|
|
|
235
|
|
|
|
2,350
|
|
|
|
(298
|
)
|
Net income (loss) from discontinued operations, net of tax
|
|
|
(2,762
|
)
|
|
|
(561
|
)
|
|
|
(2,962
|
)
|
|
|
378
|
|
Net income (loss)
|
|
$
|
11,205
|
|
|
$
|
9,958
|
|
|
$
|
23,221
|
|
|
|
($25,843 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share - basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing operations, net of tax
|
|
$
|
0.74
|
|
|
$
|
0.58
|
|
|
$
|
1.40
|
|
|
|
($1.45 |
)
|
Net income (loss) from discontinued operations, net of tax
|
|
|
($0.15 |
)
|
|
|
($0.03 |
)
|
|
|
($0.16 |
)
|
|
$
|
0.02
|
|
Net income (loss) per common share - basic
|
|
$
|
0.59
|
|
|
$
|
0.55
|
|
|
$
|
1.24
|
|
|
|
($1.43 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) per common share - diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from continuing operations, net of tax
|
|
$
|
0.73
|
|
|
$
|
0.57
|
|
|
$
|
1.37
|
|
|
|
($1.45 |
)
|
Net income (loss) from discontinued operations, net of tax
|
|
|
($0.15 |
)
|
|
|
($0.03 |
)
|
|
|
($0.16 |
)
|
|
$
|
0.02
|
|
Net income (loss) per common share - diluted
|
|
$
|
0.58
|
|
|
$
|
0.54
|
|
|
$
|
1.21
|
|
|
|
($1.43 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
|
|
|
18,827,452
|
|
|
|
18,110,607
|
|
|
|
18,751,573
|
|
|
|
18,024,913
|
|
shares outstanding - basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shares outstanding - diluted
|
|
|
19,215,984
|
|
|
|
18,541,220
|
|
|
|
19,168,940
|
|
|
|
18,024,913
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive Income (Loss)
|
|
$
|
6,822
|
|
|
$
|
11,793
|
|
|
$
|
21,548
|
|
|
|
($20,918 |
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Note: Some calculations may be impacted by rounding
|
|
ORTHOFIX INTERNATIONAL N.V.
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
(Unaudited, U.S. Dollars, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
December 31,
|
|
2012
|
|
2011
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
$
|
50,089
|
|
$
|
33,207
|
Restricted cash
|
|
72,913
|
|
|
45,476
|
Trade accounts receivable, net
|
|
149,472
|
|
|
132,828
|
Inventories, net
|
|
78,423
|
|
|
82,969
|
Deferred income taxes
|
|
20,106
|
|
|
16,349
|
Escrow receivable
|
|
-
|
|
|
41,537
|
Prepaid expenses and other current assets
|
|
25,386
|
|
|
26,069
|
Assets held for sale
|
|
-
|
|
|
171,185
|
Total current assets
|
|
396,389
|
|
|
549,620
|
|
|
|
|
|
|
Property, plant and equipment, net
|
|
45,267
|
|
|
43,368
|
Patents and other intangible assets, net
|
|
7,294
|
|
|
8,236
|
Goodwill
|
|
73,111
|
|
|
73,094
|
Deferred income taxes
|
|
18,444
|
|
|
18,584
|
Other long-term assets
|
|
12,815
|
|
|
11,570
|
Total assets
|
$
|
553,320
|
|
$
|
704,472
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and shareholders' equity
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Bank borrowings
|
$
|
499
|
|
$
|
1,318
|
Current portion of long-term debt
|
|
-
|
|
|
17,500
|
Trade accounts payable
|
|
11,551
|
|
|
16,488
|
Accrued charges related to U.S. Government resolutions
|
|
83,864
|
|
|
82,500
|
Other current liabilities
|
|
50,132
|
|
|
45,327
|
Liabilities held for sale
|
|
-
|
|
|
22,676
|
Total current liabilities
|
|
146,046
|
|
|
185,809
|
|
|
|
|
|
|
Long-term debt
|
|
40,000
|
|
|
191,195
|
Deferred income taxes
|
|
9,781
|
|
|
9,778
|
Other long-term liabilities
|
|
3,277
|
|
|
2,519
|
Total liabilities
|
|
199,104
|
|
|
389,301
|
|
|
|
|
|
|
Shareholders' equity:
|
|
|
|
|
|
Common shares
|
|
1,895
|
|
|
1,846
|
Additional paid-in capital
|
|
231,758
|
|
|
214,310
|
Retained earnings
|
|
120,475
|
|
|
97,254
|
Accumulated other comprehensive income
|
|
88
|
|
|
1,761
|
Total shareholders' equity
|
|
354,216
|
|
|
315,171
|
|
|
|
|
|
|
Total liabilities and shareholders' equity
|
$
|
553,320
|
|
$
|
704,472
|
|
ORTHOFIX INTERNATIONAL N.V.
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(Unaudited, U.S. Dollars, in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30,
|
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
23,221
|
|
|
|
($25,843 |
)
|
Adjustments to reconcile net income (loss) to net cash
|
|
|
|
|
|
|
|
|
provided by operating activities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
11,018
|
|
|
|
11,324
|
|
Other non-cash adjustments
|
|
|
626
|
|
|
|
7,952
|
|
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
Escrow receivable
|
|
|
41,537
|
|
|
|
(326
|
)
|
Charges related to U.S. Government resolutions
|
|
|
1,364
|
|
|
|
46,000
|
|
Changes in working capital
|
|
|
(20,010
|
)
|
|
|
(15,704
|
)
|
Net cash provided by operating activities
|
|
|
57,756
|
|
|
|
23,403
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
|
(13,008
|
)
|
|
|
(11,298
|
)
|
Payment made in connection with acquisition
|
|
|
-
|
|
|
|
(5,250
|
)
|
Net proceeds from sale of Breg, Inc. |
|
|
153,092
|
|
|
|
-
|
|
Net cash provided by (used in) investing activities
|
|
|
140,084
|
|
|
|
(16,548
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
Net proceeds from issuance of common shares
|
|
|
13,341
|
|
|
|
13,453
|
|
Repayments of long-term debt
|
|
|
(168,695
|
)
|
|
|
(2,500
|
)
|
Payment of refinancing fees
|
|
|
-
|
|
|
|
(758
|
)
|
Repayment of bank borrowings, net
|
|
|
(831
|
)
|
|
|
(1,653
|
)
|
Change in restricted cash
|
|
|
(25,831
|
)
|
|
|
(2,285
|
)
|
Cash payment for purchase of minority interest in subsidiary
|
|
|
-
|
|
|
|
(517
|
)
|
Tax benefit on non-qualified stock options
|
|
|
1,156
|
|
|
|
1,004
|
|
Net cash (used in) provided by financing activities
|
|
|
(180,860
|
)
|
|
|
6,744
|
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes on cash
|
|
|
(98
|
)
|
|
|
325
|
|
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents
|
|
|
16,882
|
|
|
|
13,924
|
|
Cash and cash equivalents at the beginning of period
|
|
|
33,207
|
|
|
|
13,561
|
|
Cash and cash equivalents at the end of period
|
|
$
|
50,089
|
|
|
$
|
27,485
|
|
Non-GAAP Performance Measures
The tables in this press release present reconciliations of net sales,
net income (loss) and net income (loss) per diluted share, operating
income and effective tax rate calculated in accordance with generally
accepted accounting principles (GAAP) to non-GAAP performance measures,
referred to as "Adjusted Constant Currency Net Sales", "Adjusted Net
Income and Adjusted Net Income per Diluted Share", "Adjusted EPS from
Continuing Operations" and "Adjusted Operating Income" that exclude the
items specified in the tables. 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 (loss) and net income (loss) 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 from continuing operations and Adjusted Net
Income from continuing operations per Diluted Share Reconciling Items
Note: The reconciling items were tax effected in the current period at
the prevailing rate within the respective jurisdictions.
-
Arbitration Resolution of Co-Development Agreement — costs
related to finalizing a 2008 co-development agreement.
-
Charges related to U.S. Government resolutions —prejudgment
interest associated with: finalizing definitive agreements to resolve
the U.S. Government investigation of the Company's bone growth
stimulation business, including resolution of a related civil matter;
and finalizing definitive agreements to resolve the U.S. Government
investigation of Blackstone Medical, Inc., including resolution of a
related civil matter
-
Foreign exchange loss (income) — 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 third party trade accounts
receivables and payables 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.
-
Change in Estimate of Tax Deduction —change in the estimate of
the tax deduction associated with the settlement of the U.S.
Government investigation of the Company's bone growth stimulation
business.
-
Succession and Restructuring Charges — In 2011, these costs
relate to the cessation of employment of the Company's Chief Executive
Officer and certain other employees.
Adjusted Operating Income Reconciling Items
-
Arbitration Resolution of Co-Development Agreement — costs
related to finalizing a 2008 co-development agreement.
-
Charges related to U.S. Government resolutions —prejudgment
interest associated with: finalizing definitive agreements to resolve
the U.S. Government investigation of the Company's bone growth
stimulation business, including resolution of a related civil matter;
and finalizing definitive agreements to resolve the U.S. Government
investigation of Blackstone Medical, Inc., including resolution of a
related civil matter.
-
Succession and Restructuring Charges — In 2011, these costs
relate to the cessation of employment of the Company's Chief Executive
Officer and certain other employees.
Adjusted EPS from Continuing Operations Reconciling Items
Note: The reconciling items were tax effected in the current period at
the prevailing rate within the respective jurisdictions.
-
Strategic Investment MTF — costs related to the Company's
strategic investment with MTF in the development and commercialization
of the next generation cell based bone growth technology.
-
Arbitration Resolution of Co-Development Agreement — costs
related to finalizing a 2008 co-development agreement.
-
Charges related to U.S. Government resolutions —prejudgment
interest associated with: finalizing definitive agreements to resolve
the U.S. Government investigation of the Company's bone growth
stimulation business, including resolution of a related civil matter;
and finalizing definitive agreements to resolve the U.S. Government
investigation of Blackstone Medical, Inc., including resolution of a
related civil matter.
-
Change in Estimate of Tax Deduction —change in the estimate of
the tax deduction associated with the settlement of the U.S.
Government investigation of the Company's bone growth stimulation
business.
-
Foreign exchange loss (income) — 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 third party trade accounts
receivables and payables 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.
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 recent years, 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 units. The items excluded from Orthofix's non-GAAP
measures are also excluded from the profit or loss reported by the
Company's business units for the purpose of analyzing their performance.
Material Limitations Associated with the Use of Non-GAAP Measures
The non-GAAP measures used in this press 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.

Orthofix International N.V.
Mark Quick, 214-937-2924
Director
of Investor Relations and Business Development
markquick@orthofix.com
Source: Orthofix International N.V.
News Provided by Acquire Media