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) October 17, 2011
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 third quarter 2011.
Item 9.01. Financial Statements and Exhibits.
(c)
Exhibits
99.1
Press release, dated October 17, 2011 announcing ICU Medical, Inc.'s third quarter 2011 earnings.
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: October 17, 2011 |
/s/ SCOTT E. LAMB Scott E. Lamb Secretary, Treasurer and Chief Financial Officer |
EXHIBIT INDEX
| Exhibit | Description | |
| 99.1 | Press release dated October 17, 2011. |
EXHIBIT 99.1
ICU Medical, Inc. Reports Third Quarter 2011 Results
Third Quarter Earnings Per Share of $0.65
Company Raises Annual 2011 Revenue and Earnings Per Share Guidance Range
SAN CLEMENTE, Calif., Oct. 17, 2011 (GLOBE NEWSWIRE) -- ICU Medical, Inc., (Nasdaq:ICUI), a leader in the development, manufacture and sale of innovative medical technologies used in I.V. therapy, oncology and critical care applications, announced results for the third quarter and nine months ended September 30, 2011.
Third quarter 2011 revenue increased 1.0% to $76.5 million, compared to $75.7 million in the same period last year. Net income for the third quarter of 2011 was $9.3 million, or $0.65 per diluted share, as compared to net income of $9.0 million, or $0.65 per diluted share, for the third quarter of 2010.
For the nine months ended September 30, 2011, revenue increased 8.0% to $225.7 million, compared to $209.0 million in the same period last year. Net income for the nine months ended September 30, 2011, was $26.8 million, or $1.89 per diluted share, compared to net income of $20.9 million, or $1.51 per diluted share, for the same period last year.
Scott Lamb, ICU Medical's Chief Financial Officer, said, "We are pleased with our third quarter accomplishments marked by solid profitability and positive cash flow. Strong performance of CLAVEs, oncology products and TEGO was partially offset by expected decreases in Custom Sets and critical care. Our international sales were up 9% while domestic distributor and direct sales increased 6% year over year, validating robust demand for our products worldwide in spite of the challenging European economic environment."
"Looking for the remainder of the fiscal year, we will focus on leveraging our resources to invest in research and development initiatives, expand our presence in all targeted markets and build value for our shareholders," concluded Mr. Lamb.
Revenue by market segment for the nine months ended September 30, 2011, was as follows (dollars in millions):
| Nine Months Ended September 30, | ||||||
| Target Markets | 2011 | 2010 | Change | |||
| I.V. Therapy | $ 145.4 | $ 137.2 | 6.0% | |||
| Critical Care | $ 47.2 | $ 49.5 | (4.7)% | |||
| Oncology | $ 19.0 | $ 12.0 | 56.9% | |||
| Other | $ 14.1 | $ 10.2 | 38.5% | |||
The Company ended the third quarter with a healthy balance sheet. As of September 30, 2011, cash, cash equivalents and investment securities totaled $119.1 million and working capital was $213.2 million. During the third quarter, the Company purchased $10 million of stock, leaving approximately $30 million remaining as of September 30, 2011 under its $40 million stock repurchase program. Additionally, the Company generated operating cash flow of $10.6 million for the third quarter of 2011.
Fiscal Year 2011 Guidance
For the full fiscal year of 2011, management is raising the bottom end of its previously announced revenue guidance range. The new range is $300 million to $305 million, compared to its previous range of $297 million to $305 million. Based on the current business trends, management is also raising its earnings per share guidance range. The new range is $2.43 to $2.54 per share, compared to its previous range of $2.35 to $2.50 per share. Operating cash flow is expected to be in the range of $45 million to $50 million.
Conference Call
The Company will be conducting a conference call concerning its third quarter results today at 4:30 p.m. EDT (1:30 p.m. PDT). The call can be accessed at 800-936-9761, international 408-774-4587, conference ID 13999640 or by replay at 855-859-2056, international 404-537-3406, conference ID 13999640. 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.
About ICU Medical, Inc.
ICU Medical, Inc. (Nasdaq:ICUI) develops, manufactures and sells innovative medical technologies used in I.V. therapy, oncology, and critical care applications. ICU Medical's products improve patient outcomes by helping prevent bloodstream infections, protecting healthcare workers from exposure to infectious diseases or hazardous drugs and monitor continuous cardiac output of critical care patients. The Company's complete product line includes custom I.V. systems, closed delivery systems for hazardous drugs, needleless I.V. connectors, catheters and cardiac monitoring systems. ICU Medical is headquartered in San Clemente, California. For more information, visit the Company's website at www.icumed.com.
Forward Looking Statements
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 plans to leverage its resources to invest in research and development initiatives and to expand its presence in all targeted markets, and the statements under the heading ''Fiscal Year 2011 Guidance.'' 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, decreased demand for the Company's products, increased competition from competitors, lack of continued growth or improving efficiencies and unexpected changes in the Company's arrangements with its largest customers. 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 in the Annual Report on Form 10-K for the year ended December 31, 2010 and the Quarterly Report on Form 10-Q for the quarter ended June 30, 2011. 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) | ||
| September 30, 2011 | December 31, 2010 | |
| (unaudited) | (1) | |
| ASSETS | ||
| CURRENT ASSETS: | ||
| Cash and cash equivalents | $ 66,939 | $ 78,850 |
| Investment securities | 52,153 | 14,507 |
| Cash, cash equivalents and investment securities | 119,092 | 93,357 |
| Accounts receivable, net of allowance for doubtful accounts of $1,242 at September 30, 2011 and $742 at December 31, 2010 | 53,081 | 55,106 |
| Inventories | 43,363 | 44,056 |
| Prepaid income taxes | 8,478 | 687 |
| Prepaid expenses and other current assets | 8,005 | 9,574 |
| Deferred income taxes | 5,251 | 5,053 |
| Total current assets | 237,270 | 207,833 |
| PROPERTY AND EQUIPMENT, net | 86,718 | 83,545 |
| ASSETS HELD FOR SALE | 1,743 | — |
| GOODWILL | 1,478 | 1,478 |
| INTANGIBLE ASSETS, net | 11,712 | 14,806 |
| DEFERRED INCOME TAXES | 4,586 | 4,564 |
| $ 343,507 | $ 312,226 | |
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||
| CURRENT LIABILITIES: | ||
| Accounts payable | $ 11,209 | $ 10,879 |
| Accrued liabilities | 12,877 | 14,629 |
| Deferred revenue | — | 254 |
| Total current liabilities | 24,086 | 25,762 |
| COMMITMENTS AND CONTINGENCIES | — | — |
| DEFERRED INCOME TAXES | 8,008 | 8,023 |
| INCOME TAX LIABILITY | 4,471 | 4,155 |
| 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 14,855 shares at September 30, 2011 and December 31, 2010, outstanding 13,831 shares at September 30, 2011 and 13,659 shares at December 31, 2010 | 1,486 | 1,486 |
| Additional paid-in capital | 56,426 | 56,502 |
| Treasury stock, at cost — 1,024 shares at September 30, 2011 and 1,196 shares at December 31, 2010 | (36,734) | (41,428) |
| Retained earnings | 285,617 | 258,790 |
| Accumulated other comprehensive income (loss) | 147 | (1,064) |
| Total stockholders' equity | 306,942 | 274,286 |
| $ 343,507 | $ 312,226 | |
| ______________________________________________________ | ||
| (1) December 31, 2010 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 September 30, | Nine months ended September 30, | |||
| 2011 | 2010 | 2011 | 2010 | |
| REVENUES: | ||||
| Net sales | $ 76,317 | $ 75,589 | $ 225,316 | $ 208,511 |
| Other | 141 | 148 | 409 | 451 |
| TOTAL REVENUE | 76,458 | 75,737 | 225,725 | 208,962 |
| COST OF GOODS SOLD | 40,884 | 41,705 | 119,324 | 115,876 |
| Gross profit | 35,574 | 34,032 | 106,401 | 93,086 |
| OPERATING EXPENSES: | ||||
| Selling, general and administrative | 20,411 | 18,341 | 63,004 | 57,368 |
| Research and development | 1,877 | 1,067 | 6,420 | 2,937 |
| Legal settlement | — | — | (2,500) | — |
| Total operating expenses | 22,288 | 19,408 | 66,924 | 60,305 |
| Income from operations | 13,286 | 14,624 | 39,477 | 32,781 |
| OTHER INCOME | 132 | (215) | 966 | 40 |
| Income before income taxes | 13,418 | 14,409 | 40,443 | 32,821 |
| PROVISION FOR INCOME TAXES | (4,157) | (5,434) | (13,616) | (11,878) |
| NET INCOME | $ 9,261 | $ 8,975 | $ 26,827 | $ 20,943 |
| NET INCOME PER SHARE | ||||
| Basic | $ 0.66 | $ 0.67 | $ 1.94 | $ 1.54 |
| Diluted | $ 0.65 | $ 0.65 | $ 1.89 | $ 1.51 |
| WEIGHTED AVERAGE NUMBER OF SHARES | ||||
| Basic | 13,932 | 13,489 | 13,826 | 13,605 |
| Diluted | 14,184 | 13,752 | 14,169 | 13,838 |
| ICU Medical, Inc. and Subsidiaries | ||
| Condensed Consolidated Statements of Cash Flows | ||
| (Amounts in thousands) | ||
| (unaudited) | ||
| Nine months ended September 30, | ||
| 2011 | 2010 | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||
| Net income | $ 26,827 | $ 20,943 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Depreciation and amortization | 13,687 | 12,796 |
| Provision for doubtful accounts | 509 | 154 |
| Stock compensation | 2,998 | 2,568 |
| Loss (gain) on disposal of property and equipment | (57) | 449 |
| Bond premium amortization | 801 | 1,145 |
| Cash provided (used) by changes in operating assets and liabilities | ||
| Accounts receivable | 1,575 | (7,763) |
| Inventories | 1,143 | (2,670) |
| Prepaid expenses and other assets | (2,406) | (1,874) |
| Accounts payable | (272) | (6,365) |
| Accrued liabilities | (1,698) | 1,381 |
| Deferred revenue | (254) | (2,013) |
| Prepaid and deferred income taxes | (6,802) | 69 |
| Net cash provided by operating activities | 36,051 | 18,820 |
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||
| Purchases of property and equipment | (13,761) | (17,751) |
| Proceeds from sale of asset | — | 893 |
| Proceeds from insurance | 2,781 | 622 |
| Purchases of investment securities | (66,330) | (20,853) |
| Proceeds from sale of investment securities | 26,935 | 60,370 |
| Net cash provided (used) by investing activities | (50,375) | 23,281 |
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||
| Proceeds from exercise of stock options | 7,021 | 903 |
| Proceeds from employee stock purchase plan | 909 | 1,576 |
| Tax benefits from exercise of stock options | 3,682 | 708 |
| Purchase of treasury stock | (9,992) | (28,648) |
| Net cash provided (used) by financing activities | 1,620 | (25,461) |
| Effect of exchange rate changes on cash | 793 | (2,217) |
| NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (11,911) | 14,423 |
| CASH AND CASH EQUIVALENTS, beginning of period | 78,850 | 51,248 |
| CASH AND CASH EQUIVALENTS, end of period | $ 66,939 | $ 65,671 |
| NON-CASH INVESTING ACTIVITIES | ||
| Accrued liabilities for property and equipment | $ 557 | $ 11 |
CONTACT: ICU Medical, Inc.
Scott Lamb, Chief Financial Officer
(949) 366-2183
ICR, LLC.
John F. Mills, Senior Managing Director
(310) 954-1105