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): August 2, 2017
 
 
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o






Item 2.02. Results of Operations and Financial Condition.
On August 2, 2017, we issued a press release reporting, among other things, our sales and operating results for the three- and six- month periods ended June 30, 2017. A copy of the press release is furnished as Exhibit 99.1 to this report.
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 August 2, 2017
 
 






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:
August 2, 2017
/s/ DANIEL T. SCAVILLA
 
 
 
 
 
Daniel T. Scavilla
 
 
Senior Vice President,
 
 
Chief Financial Officer

EXHIBIT LIST
Exhibit No.
Description
 
 
99.1
Press Release dated August 2, 2017




Exhibit


Exhibit 99.1


Globus Medical Reports Second Quarter 2017 Results

AUDUBON, PA, August 2, 2017: Globus Medical, Inc. (NYSE:GMED), a leading musculoskeletal implant manufacturer, today announced its financial results for the second quarter ended June 30, 2017.

Worldwide sales were $152.4 million, an increase of 10.8% as reported, or 11.0% in constant currency
Second quarter net income was $28.7 million, or 18.8% of sales
Diluted earnings per share (EPS) were $0.29
Non-GAAP diluted EPS were $0.32
Non-GAAP adjusted EBITDA was 35.1% of sales

David Paul, Chairman and CEO said, “Our worldwide sales for the second quarter were $152.4 million, an increase of 10.8% over the second quarter of 2016. Our adjusted EBITDA margins remained at an outstanding 35.1% and we also delivered non-GAAP EPS of $0.32.

“We are pleased with our performance during the second quarter.  We made significant progress with competitive rep hiring, further expanded our in-house manufacturing capacity, and continued to run an extremely efficient organization with best in class adjusted EBITDA margins.  During the quarter we completed the acquisition of KB Medical, an innovative robotics company out of Switzerland. This acquisition significantly bolsters our development team, intellectual property, and product portfolio. KB Medical has a tremendous team of innovative developers that share our philosophy, approach, and strategy for robotic solutions in medicine.  We remain confident in our long-term growth prospects and our ability to sustain industry-leading profitability by continuing to execute on our strategy of rapid product introduction, expansion of our U.S. and international sales footprints, and diligent expense control.”

Second quarter sales in the U.S. increased by 1.2% compared to the second quarter of 2016. International sales increased by 104.5% over the second quarter of 2016 on an as reported basis and 106.6% on a constant currency basis due to the Alphatec acquisition included in the second quarter of 2017. Sales from the Alphatec acquisition contributed $15.5 million in the quarter.

Second quarter GAAP net income was $28.7 million, an increase of 11.1% over the same period last year. Diluted EPS for the second quarter was $0.29, as compared to $0.27 for the second quarter 2016. Non-GAAP diluted EPS for the second quarter was $0.32, compared to $0.29 in the second quarter of 2016.

The company generated net cash provided by operating activities of $26.0 million and non-GAAP free cash flow of $12.4 million in the second quarter. Cash, cash equivalents and marketable securities ended the quarter at $373.1 million. The company remains debt free.

2017 Annual Guidance
The company reaffirms guidance for full year 2017 sales of $625 million and non-GAAP fully diluted earnings per share of $1.27.

Conference Call Information
Globus Medical will hold a teleconference to discuss its 2017 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.

The call will be archived until Wednesday, August 9, 2017. 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 1012-6289.

About Globus Medical, Inc.
Globus Medical, Inc. is a leading musculoskeletal solutions 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, provision for litigation, and acquisition related costs, 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 costs 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, 2017 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, amortization of intangibles, acquisition related costs and the tax effects of such adjustments. The tax impact of these non-GAAP adjustments is calculated based on the consolidated effective tax rate on a GAAP basis, applied to the non-GAAP adjustments, unless the underlying item has a materially different tax treatment, in which case the estimated tax rate applicable to the adjustment is used. 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, amortization of intangibles, acquisition related costs, and the tax effects of such adjustments, which we believe are not reflective of underlying business trends. Additionally, for the periods ended June 30, 2017 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 liquidity 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 within the meaning of Item 10(e) of Regulation S-K. 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 Medical 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
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(unaudited)

 
Three Months Ended
 
Six Months Ended
(In thousands, except per share amounts)
June 30,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
Sales
$
152,390

 
$
137,489

 
$
308,199

 
$
276,753

Cost of goods sold
37,199

 
32,731

 
72,799

 
64,250

Gross profit
115,191

 
104,758

 
235,400

 
212,503

 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
Research and development
10,713

 
10,594

 
21,379

 
20,624

Selling, general and administrative
64,438

 
53,312

 
131,497

 
107,110

Provision for litigation
243

 
3,056

 
243

 
3,056

Amortization of intangibles
1,809

 
397

 
3,591

 
789

Acquisition related costs
617

 
(519
)
 
1,005

 
155

Total operating expenses
77,820

 
66,840

 
157,715

 
131,734

 
 
 
 
 
 
 
 
Operating income
37,371

 
37,918

 
77,685

 
80,769

Other income, net
2,186

 
418

 
4,286

 
1,178

Income before income taxes
39,557

 
38,336

 
81,971

 
81,947

Income tax provision
10,890

 
12,530

 
24,590

 
28,131

 
 
 
 
 
 
 
 
Net income
$
28,667

 
$
25,806

 
$
57,381

 
$
53,816

 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
Basic
$
0.30

 
$
0.27

 
$
0.60

 
$
0.56

Diluted
$
0.29

 
$
0.27

 
$
0.59

 
$
0.56

Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
96,161

 
95,585

 
96,079

 
95,491

Diluted
97,818

 
96,426

 
97,483

 
96,359






GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value)
June 30,
2017
 
December 31, 2016
 
 
 
 
ASSETS
(unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
149,669

 
$
132,639

Restricted cash
478

 
477

Short-term marketable securities
162,520

 
157,673

Accounts receivable, net of allowances of $3,645 and $2,771, respectively
95,489

 
91,983

Inventories
111,108

 
112,692

Prepaid expenses and other current assets
5,879

 
14,502

Income taxes receivable
9,986

 
3,800

Total current assets
535,129

 
513,766

Property and equipment, net of accumulated depreciation of $181,223 and $166,711, respectively
130,123

 
124,229

Long-term marketable securities
60,932

 
60,444

Note receivable
30,000

 
30,000

Intangible assets, net
90,036

 
61,706

Goodwill
112,769

 
105,926

Other assets
1,051

 
928

Deferred income taxes
34,974

 
30,638

Total assets
$
995,014

 
$
927,637

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
16,291

 
$
17,472

Accrued expenses
41,707

 
46,401

Income taxes payable
1,400

 
1,911

Business acquisition liabilities, current
9,663

 
14,108

Total current liabilities
69,061

 
79,892

Business acquisition liabilities, net of current portion
10,676

 
5,972

Deferred income taxes
8,175

 
7,876

Other liabilities
1,802

 
1,819

Total liabilities
89,714

 
95,559

Commitments and contingencies
 
 
 
Equity:
 
 
 
Common stock; $0.001 par value. Authorized 785,000 shares; issued and outstanding 96,289 and 95,930 shares at June 30, 2017 and December 31, 2016, respectively
96

 
96

Additional paid-in capital
224,796

 
211,725

Accumulated other comprehensive loss
(5,872
)
 
(8,642
)
Retained earnings
686,280

 
628,899

Total equity
905,300

 
832,078

Total liabilities and equity
$
995,014

 
$
927,637







GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
Six Months Ended
(In thousands)
June 30,
2017
 
June 30,
2016
Cash flows from operating activities:
 
 
 
Net income
$
57,381

 
$
53,816

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
22,935

 
13,698

Amortization of premium on marketable securities
1,855

 
2,085

Write-down for excess and obsolete inventories
4,962

 
4,536

Stock-based compensation expense
7,062

 
5,690

Allowance for doubtful accounts
958

 
148

Change in fair value of contingent consideration
811

 

Change in deferred income taxes
(4,238
)
 
1,625

(Increase)/decrease in:
 
 
 
Restricted cash
(1
)
 
14,884

Accounts receivable
(3,172
)
 
2,624

Inventories
(4,652
)
 
(3,812
)
Prepaid expenses and other assets
8,506

 
1,114

Increase/(decrease) in:
 
 
 
Accounts payable
(1,660
)
 
(1,707
)
Accrued expenses and other liabilities
(4,497
)
 
(10,078
)
Income taxes payable/receivable
(6,825
)
 
(5,796
)
Net cash provided by operating activities
79,425

 
78,827

 
 
 
 
Cash flows from investing activities:
 
 
 
Purchases of marketable securities
(119,196
)
 
(172,886
)
Maturities of marketable securities
102,733

 
129,495

Sales of marketable securities
9,503

 
16,602

Purchases of property and equipment
(25,061
)
 
(20,142
)
Acquisition of businesses
(31,501
)
 

Net cash used in investing activities
(63,522
)
 
(46,931
)
 
 
 
 
Cash flows from financing activities:
 
 
 
Payment of business acquisition liabilities
(5,234
)
 
(400
)
Proceeds from exercise of stock options
5,911

 
3,575

Net cash provided by financing activities
677

 
3,175

 
 
 
 
Effect of foreign exchange rate on cash
450

 
119

 
 
 
 
Net increase in cash and cash equivalents
17,030

 
35,190

Cash and cash equivalents, beginning of period
132,639

 
60,152

Cash and cash equivalents, end of period
$
149,669

 
$
95,342

 
 
 
 
Supplemental disclosures of cash flow information:
 
 
 
Interest paid
21

 
2

Income taxes paid
$
35,475

 
$
32,214







Supplemental Financial Information

Sales by Geographic Area:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
United States
$
126,271

 
$
124,716

 
$
255,934

 
$
252,276

International
26,119

 
12,773

 
52,265

 
24,477

Total sales
$
152,390

 
$
137,489

 
$
308,199

 
$
276,753

 
Sales by Product Category:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
Innovative Fusion
$
79,866

 
$
69,442

 
$
161,738

 
$
139,488

Disruptive Technology
72,524

 
68,047

 
146,461

 
137,265

Total sales
$
152,390

 
$
137,489

 
$
308,199

 
$
276,753

Liquidity and Capital Resources:
(Unaudited)
June 30,
2017
 
December 31,
2016
(In thousands)
 
 
 
Cash and cash equivalents
$
149,669

 
$
132,639

Short-term marketable securities
162,520

 
157,673

Long-term marketable securities
60,932

 
60,444

Total cash, cash equivalents and marketable securities
$
373,121

 
$
350,756

 
 
 
 
Available borrowing capacity under revolving credit facility
50,000

 
50,000

Working capital
$
466,068

 
$
433,874

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,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
Net income
$
28,667

 
$
25,806

 
$
57,381

 
$
53,816

Interest income, net
(1,590
)
 
(602
)
 
(3,008
)
 
(1,098
)
Provision for income taxes
10,890

 
12,530

 
24,590

 
28,131

Depreciation and amortization
10,695

 
7,022

 
22,935

 
13,698

EBITDA
48,662

 
44,756

 
101,898

 
94,547

Provision for litigation
243

 
3,056

 
243

 
3,056

Stock-based compensation expense
3,571

 
2,920

 
7,062

 
5,690

Acquisition related costs
968

 
(519
)
 
2,054

 
155

Adjusted EBITDA
$
53,444

 
$
50,213

 
$
111,257

 
$
103,448

 
 
 
 
 
 
 
 
Net income as a percentage of sales
18.8
%
 
18.8
%
 
18.6
%
 
19.4
%
Adjusted EBITDA as a percentage of sales
35.1
%
 
36.5
%
 
36.1
%
 
37.4
%






Non-GAAP Net Income Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(In thousands)
June 30,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
Net income
$
28,667

 
$
25,806

 
$
57,381

 
$
53,816

Provision for litigation
243

 
3,056

 
243

 
3,056

Amortization of intangibles
1,809

 
397

 
3,591

 
789

Acquisition related costs
968

 
(519
)
 
2,054

 
155

Tax effect of adjusting items
(840
)
 
(990
)
 
(1,766
)
 
(1,372
)
Non-GAAP net income
$
30,847

 
$
27,750

 
$
61,503

 
$
56,444

Non-GAAP Diluted Earnings Per Share Reconciliation Table:
(Unaudited)
Three Months Ended
 
Six Months Ended
(Per share amounts)
June 30,
2017
 
June 30,
2016
 
June 30,
2017
 
June 30,
2016
Diluted earnings per share, as reported
$
0.29

 
$
0.27

 
$
0.59

 
$
0.56

Provision for litigation

 
0.03

 

 
0.03

Amortization of intangibles
0.02

 

 
0.04

 
0.01

Acquisition related costs
0.01

 
(0.01
)
 
0.02

 

Tax effect of adjusting items
(0.01
)
 
(0.01
)
 
(0.02
)
 
(0.01
)
Non-GAAP diluted earnings per share*
$
0.32

 
$
0.29

 
$
0.63

 
$
0.59

* 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,
2017
 
June 30,
2016
June 30,
2017
 
June 30,
2016
Net cash provided by operating activities
$
25,976

 
$
23,270

$
79,425

 
$
78,827

Adjustment for impact of restricted cash
1

 
784

1

 
(14,884
)
Purchases of property and equipment
(13,528
)
 
(10,776
)
(25,061
)
 
(20,142
)
Non-GAAP free cash flow
$
12,449

 
$
13,278

$
54,365

 
$
43,801

Non-GAAP Constant Currency Sales Growth Comparative Table:
(Unaudited)
Three Months Ended
 
Reported Growth
 
Currency Impact on Current Period
 
Constant Currency Growth
(In thousands, except percentages)
June 30,
2017
 
June 30,
2016
 
 
 
United States
$
126,271

 
$
124,716

 
1.2
%
 

 
1.2
%
International
26,119

 
12,773

 
104.5
%
 
$
(275
)
 
106.6
%
Total sales
$
152,390

 
$
137,489

 
10.8
%
 
$
(275
)
 
11.0
%






(Unaudited)
Six Months Ended
 
Reported Growth
 
Currency Impact on Current Period
 
Constant Currency Growth
(In thousands, except percentages)
June 30,
2017
 
June 30,
2016
 
 
 
United States
$
255,934

 
$
252,276

 
1.4
%
 

 
1.4
%
International
52,265

 
24,477

 
113.5
%
 
$
(639
)
 
116.1
%
Total sales
$
308,199

 
$
276,753

 
11.4
%
 
$
(639
)
 
11.6
%


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