Document



 
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 26, 2016
 
 
GLOBUS MEDICAL, INC.
(Exact name of registrant as specified in charter)
 
 
 
 
 
 
 
 
DELAWARE
 
001-35621
 
04-3744954
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
2560 GENERAL ARMISTEAD AVENUE, AUDUBON, PA 19403
(Address of principal executive offices) (Zip Code)
(610) 930-1800
(Registrant's telephone number, including area code)
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 2.02. Results of Operations and Financial Condition.
On July 26, 2016 we issued a press release reporting, among other things, our sales and operating results for the three- and six- month periods ended June 30, 2016. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference into this Item 2.02 as if fully set forth herein.
In accordance with general instruction B.2 to Form 8-K, the information included in this Item 2.02, and the exhibits attached hereto, shall be deemed to be “furnished” and shall not be deemed to be “filed” with the Securities and Exchange Commission for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
Item 9.01. Financial Statements and Exhibits.
Exhibit No.
Description
 
 
99.1
Press Release dated July 26, 2016
 
 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
GLOBUS MEDICAL, INC.
 
 
(Registrant)
 
 
 
Dated:
July 26, 2016
/s/ DANIEL T. SCAVILLA
 
 
 
 
 
Daniel T. Scavilla
 
 
Senior Vice President,
 
 
Chief Financial Officer


EXHIBIT LIST
Exhibit No.
Description
 
 
99.1
Press Release dated July 26, 2016
 
 




Exhibit


Exhibit 99.1


Globus Medical Reports Second Quarter 2016 Results

AUDUBON, PA, July 26, 2016: Globus Medical, Inc. (NYSE:GMED), a leading musculoskeletal implant manufacturer, today announced its financial results for the second quarter ended June 30, 2016.

Worldwide sales increased 2.9% as reported to $137.5 million, or 3.1% on a constant currency basis
Second quarter net income increased 7.3% to $25.8 million, or 18.8% of sales
Diluted earnings per share (EPS) increased 6.9% to $0.27
Non-GAAP diluted EPS increased 10.6% to $0.29
Non-GAAP Adjusted EBITDA (AEBITDA) was 36.5% of sales
Company issues new 2016 guidance for sales of $575 million

David Paul, Chairman and CEO said, “Second quarter sales were $137.5 million, a year-over-year increase of approximately 3%. The Globus team essentially grew sales along with the overall spine market this quarter but leveraged that top line growth into non-GAAP EPS of $0.29, which was 10.6% higher than the same quarter last year. Our AEBITDA for the quarter was 36.5% of sales, compared to 35.0% in the second quarter of 2015, marking the eighth consecutive year of mid-thirties AEBITDA margin.

During the second quarter, we continued progress with product development, sales force expansion and made further progress integrating our two most recent acquisitions. We remain confident in our long term growth prospects and our ability to sustain our industry leading profitability by the continued execution of our strategy of introducing innovative products, expanding our U.S. and international sales footprint, and controlling our expenses.”

Second quarter sales in the U.S. grew by 2.7% over the second quarter of 2015. International sales increased by 5.7% over the second quarter of 2015 on an as reported basis and 8.1% on a constant currency basis.

Second quarter net income was $25.8 million, an increase of 7.3% over the same period last year. Diluted EPS for the second quarter was $0.27, as compared to $0.25 for the second quarter 2015. Non-GAAP diluted EPS for the second quarter was $0.29.

The company generated net cash provided by operating activities of $23.0 million and non-GAAP free cash flow of $13.0 million in the second quarter. Cash, cash equivalents and marketable securities ended the quarter at $390.1 million. The company remains debt free.

2016 and 2017 Annual Guidance
The company today issued new guidance for full year 2016 sales of approximately $575 million including $10M from the Alphatec International acquisition, and GAAP earnings per share of approximately $1.17. Guidance for non-GAAP diluted EPS, which excludes, among other things, acquisition related items as described below, remains unchanged at $1.20 per share. The company preliminarily projects 2017 full year sales of $640M including $40M from the acquisition and expects to provide guidance at the fourth quarter call.

Conference Call Information
Globus Medical will hold a teleconference to discuss its 2016 second quarter results with the investment community at 5:30 p.m. Eastern Time today. Globus invites all interested parties to join the call by dialing:
 





1-855-533-7141     United States Participants
1-720-545-0060     International Participants
There is no pass code for the teleconference.

For interested parties who do not wish to ask questions, the teleconference will be webcast live and may be accessed through a link on the Globus Medical website at investors.globusmedical.com.

If you are unable to participate during the live teleconference, the call will be archived until Tuesday, August 2, 2016. The audio archive can be accessed by calling 1-855-859-2056 in the U.S. or 1-404-537-3406 from outside the U.S. The passcode for the audio replay is 5041-7612.

About Globus Medical, Inc.
Globus Medical, Inc. is a leading musculoskeletal implant company based in Audubon, PA. The company was founded in 2003 by an experienced team of professionals with a shared vision to create products that enable surgeons to promote healing in patients with musculoskeletal disorders.

Non-GAAP Financial Measures
To supplement our financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”), management uses certain non-GAAP financial measures. For example, non-GAAP Adjusted EBITDA, which represents net income before interest income, net and other non-operating expenses, provision for income taxes, depreciation and amortization, stock-based compensation, provisions for litigation, and acquisition related items, is useful as an additional measure of operating performance, and particularly as a measure of comparative operating performance from period to period, as it is reflective of changes in pricing decisions, cost controls and other factors that affect operating performance, and it removes the effect of our capital structure, asset base, income taxes and interest income and expense. Our management also uses non-GAAP Adjusted EBITDA for planning purposes, including the preparation of our annual operating budget and financial projections. Provision for litigation represents costs incurred for litigation settlements or unfavorable verdicts when the loss is known or considered probable and the amount can be reasonably estimated, or in the case of a favorable settlement, when income is realized. Acquisition related items represents the change in fair value of business acquisition related contingent consideration; costs related to integrating recently acquired businesses including but not limited to costs to exit or convert contractual obligations, severance, and information system conversion; and specific costs related to the consummation of the acquisition process such as banker fees, legal fees, and other acquisition related professional fees.

In addition, for the period ended June 30, 2016 and for other comparative periods, we are presenting non-GAAP net income and non-GAAP Diluted Earnings Per Share, which represents net income and diluted earnings per share excluding the provision for litigation, acquisition related items, and adjusted for the tax effects of such adjustments. We believe these non-GAAP measures are also useful indicators of our operating performance, and particularly as additional measures of comparative operating performance from period to period as they remove the effects of litigation, acquisition related items, and adjusted for the tax effects of such adjustments, which we believe are not reflective of underlying business trends. Additionally, for the periods ended June 30, 2016 and for other comparative periods, we also define the non-GAAP measure of Free Cash Flow as the net cash provided by operating activities, adjusted for the impact of restricted cash, less the cash impact of purchases of property and equipment. We believe that this financial measure provides meaningful information for evaluating our overall financial performance for comparative periods as it facilitates an assessment of funds available to satisfy current and future obligations and fund acquisitions. Furthermore, the non-GAAP measure of constant currency sales growth is calculated by translating current year sales at the same average exchange rates in effect during the applicable prior year period. We believe constant currency sales growth provides insight to the comparative increase or decrease in period sales, in dollar and percentage terms, excluding the effects of fluctuations in foreign currency exchange rates.






Non-GAAP Adjusted EBITDA, non-GAAP net income, non-GAAP Diluted Earnings Per Share, Free Cash Flow and constant currency sales growth are not calculated in conformity with U.S. GAAP. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for financial measures prepared in accordance with U.S. GAAP. These measures do not include certain expenses that may be necessary to evaluate our liquidity or operating results. Our definitions of non-GAAP Adjusted EBITDA, non-GAAP net income, non-GAAP Diluted Earnings Per Share, Free Cash Flow and constant currency sales growth may differ from that of other companies and therefore may not be comparable. Additionally, we have recast prior periods for non-GAAP net income and non-GAAP Diluted Earnings Per Share.

Safe Harbor Statements
All statements included in this press release other than statements of historical fact are forward-looking statements and may be identified by their use of words such as “believe,” “may,” “might,” “could,” “will,” “aim,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “plan” and other similar terms. These forward-looking statements are based on our current assumptions, expectations and estimates of future events and trends. Forward-looking statements are only predictions and are subject to many risks, uncertainties and other factors that may affect our businesses and operations and could cause actual results to differ materially from those predicted. These risks and uncertainties include, but are not limited to, factors affecting our quarterly results, our ability to manage our growth, our ability to sustain our profitability, demand for our products, our ability to compete successfully (including without limitation our ability to convince surgeons to use our products and our ability to attract and retain sales and other personnel), our ability to rapidly develop and introduce new products, our ability to develop and execute on successful business strategies, our ability to successfully integrate the international operations acquired from Alphatec, both in general and on our anticipated timeline, our ability to transition Alphatec’s international customers to Globus products, our ability to realize the expected benefits to our results from the Alphatec acquisition, our ability to comply with laws and regulations that are or may become applicable to our businesses, our ability to safeguard our intellectual property, our success in defending legal proceedings brought against us, trends in the medical device industry, general economic conditions, and other risks. For a discussion of these and other risks, uncertainties and other factors that could affect our results, you should refer to the disclosure contained in our most recent annual report on Form 10-K filed with the Securities and Exchange Commission, including the sections labeled “Risk Factors” and “Cautionary Note Concerning Forward-Looking Statements,” and in our Forms 10-Q, Forms 8-K and other filings with the Securities and Exchange Commission. These documents are available at www.sec.gov. Moreover, we operate in an evolving environment. New risk factors and uncertainties emerge from time to time and it is not possible for us to predict all risk factors and uncertainties, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements. Forward-looking statements contained in this press release speak only as of the date of this press release. We undertake no obligation to update any forward-looking statements as a result of new information, events or circumstances or other factors arising or coming to our attention after the date hereof.





GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(unaudited)

 
Three Months Ended
 
Six Months Ended
(In thousands, except per share amounts)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Sales
$
137,489

 
$
133,570

 
$
276,753

 
$
265,174

Cost of goods sold
32,856

 
32,579

 
64,500

 
64,686

Gross profit
104,633

 
100,991

 
212,253

 
200,488

 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
Research and development
11,251

 
9,081

 
21,450

 
17,737

Selling, general and administrative
52,408

 
54,506

 
106,978

 
106,795

Provision for litigation
3,056

 
374

 
3,056

 
406

Total operating expenses
66,715

 
63,961

 
131,484

 
124,938

 
 
 
 
 
 
 
 
Operating income
37,918

 
37,030

 
80,769

 
75,550

Other income, net
418

 
441

 
1,178

 
94

Income before income taxes
38,336

 
37,471

 
81,947

 
75,644

Income tax provision
12,530

 
13,417

 
28,131

 
26,942

 
 
 
 
 
 
 
 
Net income
$
25,806

 
$
24,054

 
$
53,816

 
$
48,702

 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
Basic
$
0.27

 
$
0.25

 
$
0.56

 
$
0.51

Diluted
$
0.27

 
$
0.25

 
$
0.56

 
$
0.51

Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
95,585

 
94,979

 
95,491

 
94,884

Diluted
96,426

 
96,049

 
96,359

 
95,977






GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(unaudited)

(In thousands, except par value)
June 30,
2016
 
December 31, 2015
 
 
 
 
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
95,342

 
$
60,152

Restricted cash
11,235

 
26,119

Short-term marketable securities
229,170

 
220,877

Accounts receivable, net of allowances of $2,338 and $2,513, respectively
74,713

 
77,681

Inventories
104,417

 
105,260

Prepaid expenses and other current assets
5,420

 
7,351

Income taxes receivable
15,132

 
8,672

Deferred income taxes

 
38,687

Total current assets
535,429

 
544,799

Property and equipment, net of accumulated depreciation of $151,752 and $139,144, respectively
119,077

 
114,743

Long-term marketable securities
65,625

 
48,762

Intangible assets, net
32,993

 
33,242

Goodwill
91,964

 
91,964

Other assets
302

 
590

Deferred income taxes
24,086

 

Total assets
$
869,476

 
$
834,100

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
11,628

 
$
15,971

Accrued expenses
47,887

 
53,769

Income taxes payable
664

 
763

Business acquisition liabilities, current
10,101

 
12,188

Total current liabilities
70,280

 
82,691

Business acquisition liabilities, net of current portion
17,950

 
21,126

Deferred income taxes

 
13,260

Other liabilities
1,715

 
1,699

Total liabilities
89,945

 
118,776

Commitments and contingencies
 
 
 
Equity:
 
 
 
Common stock; $0.001 par value. Authorized 785,000 shares; issued and outstanding 95,650 and 95,320 shares at June 30, 2016 and December 31, 2015, respectively
96

 
95

Additional paid-in capital
202,797

 
192,629

Accumulated other comprehensive loss
(1,736
)
 
(1,958
)
Retained earnings
578,374

 
524,558

Total equity
779,531

 
715,324

Total liabilities and equity
$
869,476

 
$
834,100






GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
Six Months Ended
(In thousands)
June 30,
2016
 
June 30,
2015
Cash flows from operating activities:
 
 
 
Net income
$
53,816

 
$
48,702

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
13,698

 
11,579

Amortization of premium on marketable securities
2,085

 
1,370

Write-down for excess and obsolete inventories
4,536

 
4,730

Stock-based compensation expense
5,690

 
4,669

Excess tax benefit related to nonqualified stock options
(764
)
 
(1,317
)
Allowance for doubtful accounts
148

 
717

Change in deferred income taxes
1,625

 
(5,047
)
(Increase)/decrease in:
 
 
 
Restricted cash
14,884

 
(1,312
)
Accounts receivable
2,624

 
1,591

Inventories
(3,812
)
 
(11,651
)
Prepaid expenses and other assets
1,114

 
(897
)
Increase/(decrease) in:
 
 
 
Accounts payable
(1,707
)
 
(66
)
Accounts payable to related-party

 
(5,359
)
Accrued expenses and other liabilities
(10,078
)
 
(65
)
Income taxes payable/receivable
(5,796
)
 
187

Net cash provided by operating activities
78,063

 
47,831

 
 
 
 
Cash flows from investing activities:
 
 
 
Purchases of marketable securities
(172,886
)
 
(143,691
)
Maturities of marketable securities
129,495

 
85,444

Sales of marketable securities
16,602

 
39,085

Purchases of property and equipment
(20,142
)
 
(25,126
)
Acquisition of businesses, net of cash acquired

 
(48,016
)
Net cash used in investing activities
(46,931
)
 
(92,304
)
 
 
 
 
Cash flows from financing activities:
 
 
 
Payment of business acquisition liabilities
(400
)
 
(600
)
Proceeds from exercise of stock options
3,575

 
3,015

Excess tax benefit related to nonqualified stock options
764

 
1,317

Net cash provided by financing activities
3,939

 
3,732

 
 
 
 
Effect of foreign exchange rate on cash
119

 
35

 
 
 
 
Net decrease in cash and cash equivalents
35,190

 
(40,706
)
Cash and cash equivalents, beginning of period
60,152

 
82,265

Cash and cash equivalents, end of period
$
95,342

 
$
41,559

 
 
 
 
Supplemental disclosures of cash flow information:
 
 
 
Interest paid
2

 
9

Income taxes paid
$
32,214

 
$
31,880







Supplemental Financial Information

Sales by Geographic Area:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
United States
$
124,716

 
$
121,487

 
$
252,276

 
$
241,470

International
12,773

 
12,083

 
24,477

 
23,704

Total sales
$
137,489

 
$
133,570

 
$
276,753

 
$
265,174

 
Sales by Product Category:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Innovative Fusion
$
69,442

 
$
71,571

 
$
139,488

 
$
141,941

Disruptive Technology
68,047

 
61,999

 
137,265

 
123,233

Total sales
$
137,489

 
$
133,570

 
$
276,753

 
$
265,174

Liquidity and Capital Resources:
(Unaudited)
June 30,
2016
 
December 31,
2015
(In thousands)
 
 
 
Cash and cash equivalents
$
95,342

 
$
60,152

Short-term marketable securities
229,170

 
220,877

Long-term marketable securities
65,625

 
48,762

Total cash, cash equivalents and marketable securities
$
390,137

 
$
329,791

 
 
 
 
Available borrowing capacity under revolving credit facility
50,000

 
50,000

Working capital
$
465,149

 
$
462,108

The following tables reconcile GAAP to Non-GAAP financial measures.
Non-GAAP Adjusted EBITDA Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands, except percentages)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Net income
$
25,806

 
$
24,054

 
$
53,816

 
$
48,702

Interest income, net
(602
)
 
(278
)
 
(1,098
)
 
(556
)
Provision for income taxes
12,530

 
13,417

 
28,131

 
26,942

Depreciation and amortization
7,022

 
5,905

 
13,698

 
11,579

EBITDA
44,756

 
43,098

 
94,547

 
86,667

Stock-based compensation expense
2,920

 
2,538

 
5,690

 
4,669

Provision for litigation
3,056

 
374

 
3,056

 
406

Acquisition related items
(519
)
 
730

 
155

 
1,314

Adjusted EBITDA
$
50,213

 
$
46,740

 
$
103,448

 
$
93,056

 
 
 
 
 
 
 
 
Net income as a percentage of sales
18.8
%
 
18.0
%
 
19.4
%
 
18.4
%
Adjusted EBITDA as a percentage of sales
36.5
%
 
35.0
%
 
37.4
%
 
35.1
%






Non-GAAP Net Income Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Net income
$
25,806

 
$
24,054

 
$
53,816

 
$
48,702

Provision for litigation
3,056

 
374

 
3,056

 
406

Acquisition related items
(519
)
 
730

 
155

 
1,314

Tax effect of adjusting items
(847
)
 
(398
)
 
(1,072
)
 
(614
)
Non-GAAP net income
$
27,496

 
$
24,760

 
$
55,955

 
$
49,808

Non-GAAP Diluted Earnings Per Share Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(Per share amounts)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Diluted earnings per share, as reported
$
0.27

 
$
0.25

 
$
0.56

 
$
0.51

Provision for litigation
0.03

 

 
0.03

 

Acquisition related items
(0.01
)
 
0.01

 

 
0.01

Tax effect of adjusting items
(0.01
)
 

 
(0.01
)
 
(0.01
)
Non-GAAP diluted earnings per share*
$
0.29

 
$
0.26

 
$
0.58

 
$
0.52

* amounts might not add due to rounding
 
 
 
 
 
 
 
Non-GAAP Free Cash Flow Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2016
 
June 30,
2015
 
June 30,
2016
 
June 30,
2015
Net cash provided by operating activities
$
23,016

 
$
13,161

 
$
78,063

 
$
47,831

Adjustment for impact of restricted cash
784

 
1,312

 
(14,884
)
 
1,312

Purchases of property and equipment
(10,776
)
 
(17,898
)
 
(20,142
)
 
(25,126
)
Non-GAAP free cash flow
$
13,024

 
$
(3,425
)
 
$
43,037

 
$
24,017






Non-GAAP Sales on a Constant Currency Basis Comparative Table:
(Unaudited)
Three Months Ended
 
Reported Growth
 
Currency Impact on Current Period
 
Constant Currency Growth
(In thousands, except percentages)
June 30,
2016
 
June 30,
2015
 
 
 
United States
$
124,716

 
$
121,487

 
2.7
%
 

 
2.7
%
International
12,773

 
12,083

 
5.7
%
 
$
(287
)
 
8.1
%
Total sales
$
137,489

 
$
133,570

 
2.9
%
 
$
(287
)
 
3.1
%
(Unaudited)
Six Months Ended
 
Reported Growth
 
Currency Impact on Current Period
 
Constant Currency Growth
(In thousands, except percentages)
June 30,
2016
 
June 30,
2015
 
 
 
United States
$
252,276

 
$
241,470

 
4.5
%
 

 
4.5
%
International
24,477

 
23,704

 
3.3
%
 
$
(823
)
 
1.3
%
Total sales
$
276,753

 
$
265,174

 
4.4
%
 
$
(823
)
 
4.7
%


Contact:
Daniel Scavilla
Senior Vice President, Chief Financial Officer
Phone: (610) 930-1800
Email:     investors@globusmedical.com
www.globusmedical.com