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 20, 2009
ICU Medical, Inc.
(Exact name of registrant as specified in its charter)
| DELAWARE | 0-19974 | 33-0022692 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 951 Calle Amanecer, San Clemente, California | 92673 | |||
| (Address of principal executive offices) | (Zip Code) |
(949) 366-2183
Registrant's telephone number, including area code
N/A
(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.
ICU Medical, Inc. announced its earnings for the second quarter 2009.
Item 9.01. Financial Statements and Exhibits.
Press release, dated July 20, 2009 announcing ICU Medical, Inc.'s second quarter 2009 earnings.
(c)
Exhibits
99.1
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ICU Medical, Inc. |
||
|
Date: July 20, 2009 |
/s/ SCOTT E. LAMB Scott E. Lamb Secretary, Treasurer and Chief Financial Officer |
EXHIBIT INDEX
| Exhibit | Description |
|
| 99.1 |
Press release dated July 20, 2009. |
EXHIBIT 99.1
ICU Medical, Inc. Reports Second Quarter 2009 Results
Company Increases Full Year 2009 Revenue and Earnings Per Share Guidance Range
Second Quarter 2009 Earnings Per Share Increase to $0.38
First-Half 2009 Operating Cash Flow Totaled $26.6 Million
SAN CLEMENTE, Calif., July 20, 2009 (GLOBE NEWSWIRE) -- ICU Medical, Inc., (Nasdaq:ICUI), a leading low cost manufacturer of safe medical connectors, custom medical products and critical care devices, today announced results for the second quarter and six months ended June 30, 2009.
Second quarter of 2009 revenue grew 9.9% to $53.4 million, compared to $48.6 million in the same period last year. Net income for the second quarter of 2009 was $5.7 million, or $0.38 per diluted share, compared to net income of $4.8 million, or $0.33 per diluted share, for the second quarter of 2008.
For the six months ended June 30, 2009, revenue increased 15.5% to $107.7 million, compared to revenue of $93.2 million in the same period last year. For the six months ended June 30, 2009, the Company earned $12.8 million, or $0.85 per diluted share, compared to net income of $7.7 million, or $0.53 per diluted share, for the six months ended June 30, 2008.
Scott Lamb, ICU Medical's Chief Financial Officer said, "We are pleased to report another quarter of strong sales and profitability. In spite of the challenging economic environment, we experienced stable demand domestically as well as internationally. Our top line growth was driven by improvements in CLAVEs and Custom Sets, as well as a 54% year-over-year increase in new products. During the second quarter, we continued to benefit from a favorable product mix, improving manufacturing efficiencies and favorable foreign exchange rates, which increased gross margins to 48%, a five percentage point increase compared to the same period last year."
"As we enter the second half of 2009, we believe our company is well positioned to capitalize on all lines of our existing business as well as the recently announced acquisition of Hospira's critical care line. We will also continue to utilize our strong cash flow to invest in future domestic and international growth opportunities," continued Mr. Lamb. "As an example, we are expanding our sales team to support the growing relationship with Premier and MedAssets as well as the direct sales efforts for our rapidly growing oncology line. Internationally, to support growth of our custom products in the European markets, we recently purchased land to build a manufacturing plant in Slovakia. The proposed plant, centrally located in Europe, provides an ideal strategic location and is expected to lead to further improvements in cost efficiencies for the growing demand of custom products."
The Company ended the second quarter with a strong balance sheet. As of June 30, 2009, cash, cash equivalents and investment securities totaled $144.7 million and working capital was $185.4 million. Additionally, the Company achieved operating cash flow of $26.6 million for the first six months of 2009. The cash balance does not reflect the $35 million payment due upon closing to Hospira for the acquisition of its critical care line. This acquisition is expected to close during the third quarter, 2009.
Fiscal Year 2009 Guidance
The Company is raising its revenue and earnings per share guidance range due to improvements in its existing business as well as from the recent critical care acquisition which is expected to close during the third quarter of 2009.
Assuming it closes on schedule, the Company expects the critical care acquisition to contribute $0.01-$0.02 per share to its earnings during the second half of 2009.
For the full fiscal year of 2009, management is increasing its previously announced revenue guidance to a range of $220 million to $230 million from the previous range of $215 million to $225 million. Based on the assumptions of continued improvements in product mix and favorable exchange rates, the Company now expects gross margins to be in the range of 46-47% for the full year of 2009, compared to the previously announced gross margin of 44-45%. Taking into consideration the positive effect of the critical care acquisition, improvements in the existing business slightly offset by a continued increase in patent legal costs, management is raising its diluted earnings per share guidance for the full fiscal year of 2009 to a range of $1.62 to $1.71 compared to the previously announced $1.58-$1.70 per diluted share.
Conference Call
The Company will conduct a conference call to discuss its second quarter 2009 results today at 4:30 p.m. EDT (1:30 p.m. PDT). The call can be accessed at 866-713-8563, passcode 51284573 or by replay at 888-286-8010, passcode 24431143. The conference call will be simultaneously available by webcast, which can be accessed by going to the Company's website at www.icumed.com, clicking on the Investors tab, clicking on the Webcast icon and following the prompts. The webcast will also be available by replay. Certain information provided as part of that call will be provided on the Company's website at www.icumed.com within 48 hours of the call.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements contain words such as "will," "expect," "believe," "could," "would," "estimate," "continue," "build," "expand" or the negative thereof or comparable terminology, and may include (without limitation) information regarding the Company's expectations, goals or intentions regarding the future, including, but not limited to, statements regarding, the Company's positioning to capitalize on lines of existing business and the acquisition of Hospira's critical care line, investment in domestic and international growth opportunities, expected benefits from the proposed manufacturing plant in Slovakia, sales force expansion, improvement of efficiencies, the Company's strong competitive position, the Company's product mix and the expectation that the transaction with Hospira will close in the third quarter o f 2009. In addition, forward-looking statements also include the statements under the heading "Fiscal Year 2009 Guidance," including (without limitation) statements regarding earnings, revenue, gross margins, foreign exchange rates, improvements in existing business, legal costs and diluted earnings per share. These forward-looking statements are based on Management's current expectations, estimates, forecasts and projections about the Company and assumptions Management believes are reasonable, all of which are subject to risks and uncertainties that could cause actual results and events to differ materially from those stated in the forward-looking statements. These risks and uncertainties include, but are not limited to: demand for our products, effects of the economic environment, the possibility that the closing of the acquisition with Hospira will be delayed or not occur, increases in competition or costs, litigation, the availability of materials or skilled labor, credit and regulatory conditions, inter ference from weather or natural disasters, effects of war, terrorism or other similar activities, fluctuations in foreign exchange rates, investments in strategic growth, continued growth and improving efficiencies. Future results are subject to risks and uncertainties, including the risk factors, and other risks and uncertainties, described in the Company's filings with the Securities and Exchange Commission, which include those described in the Form 10-K for the year ended December 31, 2008 and the Form 10-Q for the quarter ended March 31, 2009. Forward-looking statements contained in this press release are made only as of the date hereof, and the Company undertakes no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.
ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Amounts in thousands, except per share data)
June 30, December 31,
2009 2008
----------- -----------
(unaudited) (1)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 62,586 $ 55,696
Investment securities 82,067 56,093
----------- -----------
Cash, cash equivalents and investment
securities 144,653 111,789
Accounts receivable, net of allowance for
doubtful accounts of $235 at June 30, 2009
and $320 at December 31, 2008 27,498 38,423
Inventories 24,752 17,930
Prepaid income taxes 428 4,544
Prepaid expenses and other current assets 5,566 3,471
Deferred income taxes - current portion 3,281 3,231
----------- -----------
Total current assets 206,178 179,388
----------- -----------
PROPERTY AND EQUIPMENT, net 70,482 69,897
PROPERTY HELD FOR SALE 940 940
RESTRICTED CASH 57 6,014
INVESTMENT SECURITIES - non-current portion -- 11,350
GOODWILL 1,478 --
INTANGIBLE ASSETS, net 14,868 10,780
DEFERRED INCOME TAXES - non-current portion 3,855 3,855
INCOME TAXES RECEIVABLE - non-current
portion 1,210 1,210
----------- -----------
$ 299,068 $ 283,434
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 9,570 $ 7,879
Accrued liabilities 11,243 14,081
----------- -----------
Total current liabilities 20,813 21,960
----------- -----------
COMMITMENTS AND CONTINGENCIES -- --
DEFERRED INCOME TAXES - non-current portion 5,383 4,007
INCOME TAXES PAYABLE - non-current portion 4,436 4,436
STOCKHOLDERS' EQUITY:
Convertible preferred stock, $1.00 par
value Authorized - 500 shares; issued and
outstanding - none -- --
Common stock, $0.10 par value - Authorized
- 80,000 shares; Issued 14,784 shares at
June 30, 2009 and December 31, 2008,
outstanding 14,781 shares at June 30, 2009
and 14,731 shares at December 31, 2008 1,478 1,478
Additional paid-in capital 52,040 50,970
Treasury stock, at cost - 2 and 53 shares
at June 30, 2009 and December 31, 2008 (85) (1,623)
Retained earnings 214,107 201,304
Accumulated other comprehensive income 896 902
----------- -----------
Total stockholders' equity 268,436 253,031
----------- -----------
$ 299,068 $ 283,434
=========== ===========
(1) December 31, 2008 balances were derived from audited consolidated
financial statements.
ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(Amounts in thousands, except per share data)
(unaudited)
Three months ended Six months ended
June 30, June 30,
-------------------- --------------------
2009 2008 2009 2008
--------- --------- --------- ---------
REVENUES:
Net sales $ 53,282 $ 48,382 $ 107,477 $ 92,053
Other 117 210 257 1,193
--------- --------- --------- ---------
TOTAL REVENUE 53,399 48,592 107,734 93,246
COST OF GOODS SOLD 27,610 27,788 55,379 54,671
--------- --------- --------- ---------
Gross profit 25,789 20,804 52,355 38,575
--------- --------- --------- ---------
OPERATING EXPENSES:
Selling, general and
administrative 16,503 13,685 31,615 26,793
Research and development 617 1,452 1,355 3,471
--------- --------- --------- ---------
Total operating expenses,
net 17,120 15,137 32,970 30,264
--------- --------- --------- ---------
Income from operations 8,669 5,667 19,385 8,311
OTHER INCOME 305 1,139 623 2,695
--------- --------- --------- ---------
Income before income
taxes 8,974 6,806 20,008 11,006
PROVISION FOR INCOME TAXES (3,233) (2,034) (7,205) (3,336)
--------- --------- --------- ---------
NET INCOME $ 5,741 $ 4,772 $ 12,803 $ 7,670
========= ========= ========= =========
NET INCOME PER SHARE
Basic $ 0.39 $ 0.34 $ 0.87 $ 0.55
Diluted $ 0.38 $ 0.33 $ 0.85 $ 0.53
WEIGHTED AVERAGE NUMBER OF
SHARES
Basic 14,780 13,966 14,758 13,859
Diluted 15,071 14,381 14,975 14,388
ICU Medical, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(unaudited)
Six months ended June 30,
------------------------
2009 2008
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 12,803 $ 7,670
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 7,337 7,028
Provision for doubtful accounts (84) (282)
Stock compensation 1,242 882
Loss on disposal of property and equipment 20 --
Cash provided (used) by changes in
operating assets and liabilities, net of
assets acquired:
Accounts receivable 11,182 (2,890)
Inventories (4,668) (969)
Prepaid expenses and other assets (2,635) 565
Accounts payable 1,547 (1,252)
Accrued liabilities (3,789) 1,037
Prepaid and deferred income taxes 3,682 (813)
----------- -----------
Net cash provided by operating activities 26,637 10,976
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (6,852) (7,122)
Business acquisition, net of cash acquired (5,663) --
Change in restricted cash 5,958 --
Proceeds from finance loan repayments -- 48
Purchases of investment securities (55,047) (12,357)
Proceeds from sale of investment securities 40,423 70,685
----------- -----------
Net cash provided (used) by investing
activities (21,181) 51,254
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options 1,255 4,602
Proceeds from employee stock purchase plan 623 744
Tax benefits from exercise of stock options 48 3,849
Purchase of treasury stock (560) --
----------- -----------
Net cash provided by financing activities 1,366 9,195
----------- -----------
Effect of exchange rate changes on cash 68 309
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 6,890 71,734
CASH AND CASH EQUIVALENTS, beginning of
period 55,696 7,873
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 62,586 $ 79,607
=========== ===========
CONTACT: ICU Medical, Inc.
Scott Lamb, Chief Financial Officer
(949) 366-2183
ICR, Inc.
John F. Mills, Senior Managing Director
(310) 954-1100