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): November 12, 2014
LANTHEUS MEDICAL IMAGING, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 333-169785 | 51-0396366 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
331 Treble Cove Road, North Billerica, MA 01862
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (978) 671-8001
Not Applicable
(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. |
On November 12, 2014, Lantheus Medical Imaging, Inc. (the “Company”) announced via press release its financial results as of and for the three and nine months ended September 30, 2014. A copy of that press release is being furnished as Exhibit 99.1 and is hereby incorporated by reference.
The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1* | Press release of Lantheus Medical Imaging, Inc. dated November 12, 2014, announcing its financial results as of and for the three and nine months ended September 30, 2014. | |
| * | Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. |
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.
| LANTHEUS MEDICAL IMAGING, INC. | ||||||
| By: | /s/ Michael P. Duffy | |||||
| Name: | Michael P. Duffy | |||||
| Title: | Vice President and General Counsel | |||||
| Date: November 12, 2014 | ||||||
EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1* | Press release of Lantheus Medical Imaging, Inc. dated November 12, 2014, announcing its financial results as of and for the three and nine months ended September 30, 2014. | |
| * | Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. |
Exhibit 99.1
FOR RELEASE 4:00 PM EASTERN
WEDNESDAY, NOVEMBER 12, 2014
| CONTACTS: | ||
| Linda Lennox | Meara Murphy | |
| Office: 978-671-8854 | Office: 978-671-8508 | |
| Cell: 908-627-3424 | Cell: 617-794-1045 | |
Lantheus Medical Imaging Reports Third Quarter 2014
Financial Results
Worldwide revenue grows 8% led by continued strong performance of DEFINITY®
Adjusted EBITDA increases by 60%; Company posts positive quarterly net income on continued gross margin expansion and operating expense leverage
No. BILLERICA, Mass. (November 12, 2014) – Lantheus Medical Imaging, Inc. (“Lantheus” or “the Company”), a wholly-owned operating subsidiary of parent company Lantheus MI Intermediate, Inc. and a global leader in developing, manufacturing, selling and distributing innovative diagnostic imaging agents, today reported its financial results for the third quarter ended September 30, 2014.
Worldwide revenue for the third quarter of 2014 totaled $75.7 million, representing an 8% increase on both an as-reported and constant-currency basis over $70.4 million reported for the third quarter of 2013.
The Company achieved quarterly GAAP-earnings profitability during the third quarter of 2014 with net income totaling $1.5 million, an improvement of $16.6 million over the net loss of $15.1 million reported for the third quarter of 2013. Net loss for the year-ago quarter included a $6.8 million charge for the write-down of land that was subsequently sold. Excluding the impact of that special charge, adjusted third quarter net results improved by $9.7 million over the year-ago period. The attached financial tables include a reconciliation of U.S. GAAP to non-GAAP results.
The Company’s third quarter 2014 Adjusted EBITDA, as defined in the GAAP to non-GAAP reconciliation provided later in this release, totaled $19.1 million, or 25.2% of reported revenue, compared to $11.9 million, or 16.9% of revenue, in the third quarter of 2013.
Jeff Bailey, President and CEO commented, “We are very pleased with our third quarter performance and the Company’s continued demonstration of solid sales growth and strong margin expansion. As has been the case for several quarters, our results for the third quarter benefited from the strong sales performance of DEFINITY, reflecting continued growth of the U.S. ultrasound contrast market and our own product leadership position. DEFINITY achieved growth of 20% over the year-ago quarter and once again grew sequentially, while the rest of our product portfolio delivered a solid quarterly performance, as well.”
Mr. Bailey continued, “Overall, our third quarter revenue growth combined with continued gross margin improvement and the leveraging of our operating expenses has significantly expanded our operating and Adjusted EBITDA margins since last year, driving those margins to 15% and 25%, respectively, of reported revenue for the third quarter. The success of our ongoing financial and operational transformation that began seven quarters ago continues to grow increasingly apparent as we progress through 2014. We look forward to completing this seminal year for our business and the opportunities that await us in 2015 and beyond.”
Conference Call
As previously announced, the Company will host a conference call starting at 4:30 p.m. (Eastern Time) today. To access the live conference call via telephone, please dial 1-877-299-4454 (U.S. callers) or 1-617-597-5447 (international callers) and provide passcode 59235085. A live audio webcast of the call also will be available on the homepage of the Company’s website at www.lantheus.com. A replay of the telephone conference call and audio webcast will be available from approximately 8:30 p.m. ET on November 12, 2014 through midnight on November 26, 2014. To access a replay of the conference call, dial 1-888-286-8010 (U.S. callers) or 1-617-801-6888 (international callers), and provide passcode 99456277. A replay of this conference call will also be available in the Investor Relations section of our website located at www.lantheus.com.
The conference call may include a discussion of non-GAAP financial measures. Reference is made to the most directly comparable GAAP financial measures, the reconciliation of the differences between the two financial measures, and the other information included in this press release, our Form 8-K filed with the SEC today, or otherwise available in the Investor Relations section of our website located at www.lantheus.com.
Non-GAAP Financial Measures
The Company uses non-GAAP financial measures, such as net sales excluding the impact of foreign currency, net income, as adjusted, EBITDA and Adjusted EBITDA. The Company’s management believes that the presentation of these measures provides useful information to investors. These measures may assist investors in evaluating the Company’s operations, period over period. The measures may exclude such items which may be highly variable,
difficult to predict and of a size that could have substantial impact on the Company’s reported results of operations for a period. Management uses these and other non-GAAP measures internally for evaluation of the performance of the business, including the allocation of resources and the evaluation of results relative to employee performance compensation targets. Investors should consider these non-GAAP measures only as a supplement to, not as a substitute for or as superior to, measures of financial performance prepared in accordance with GAAP.
Safe Harbor for Forward-Looking and Cautionary Statements
This press release contains forward-looking statements. Such forward-looking statements are subject to risks and uncertainties that may be described from time to time in the Company’s filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on the forward-looking statements contained herein, which speak only as of the date hereof. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law.
About Lantheus Medical Imaging, Inc. and Lantheus MI Intermediate, Inc.
Lantheus Medical Imaging, Inc., a wholly-owned operating subsidiary of parent company, Lantheus MI Intermediate, Inc., is a global leader in developing, manufacturing, selling and distributing innovative diagnostic imaging agents. Lantheus provides a broad portfolio of products, which are primarily used for the diagnosis of cardiovascular diseases. Key products include the echocardiography contrast agent DEFINITY® Vial for (Perflutren Lipid Microsphere) Injectable Suspension; TechneLite® (Technetium Tc99m Generator), a technetium-based generator that provides the essential medical isotope used in nuclear medicine procedures; and Xenon (Xenon Xe 133 Gas), an inhaled radiopharmaceutical imaging agent used to evaluate pulmonary function and for imaging the lungs.
Lantheus has more than 500 employees worldwide with headquarters in North Billerica, Massachusetts, and offices in Puerto Rico, Canada and Australia.
– Tables Follow –
Lantheus MI Intermediate, Inc. and subsidiaries
Condensed Consolidated Statements of Operations
(dollars in thousands – unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Revenues |
$ | 75,682 | $ | 70,385 | $ | 224,631 | $ | 212,004 | ||||||||
| Cost of goods sold |
44,044 | 46,664 | 131,873 | 144,524 | ||||||||||||
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| Gross profit |
31,638 | 23,721 | 92,758 | 67,480 | ||||||||||||
| Operating expenses: |
||||||||||||||||
| Sales and marketing expenses |
8,327 | 8,476 | 27,227 | 27,266 | ||||||||||||
| General and administrative expenses |
8,722 | 7,132 | 26,564 | 25,678 | ||||||||||||
| Research and development expenses |
3,049 | 5,893 | 8,958 | 25,428 | ||||||||||||
| Impairment of land |
— | 6,788 | — | 6,788 | ||||||||||||
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| Total operating expenses |
20,098 | 28,289 | 62,749 | 85,160 | ||||||||||||
| Operating income (loss) |
11,540 | (4,568 | ) | 30,009 | (17,680 | ) | ||||||||||
| Interest expense, net |
(10,585 | ) | (11,035 | ) | (31,704 | ) | (32,323 | ) | ||||||||
| Other income (expense), net |
441 | 260 | (148 | ) | 894 | |||||||||||
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| Income (loss) before income taxes |
1,396 | (15,343 | ) | (1,843 | ) | (49,109 | ) | |||||||||
| Provision (benefit) for income taxes |
(56 | ) | (279 | ) | (374 | ) | 267 | |||||||||
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| Net income (loss) |
$ | 1,452 | $ | (15,064 | ) | $ | (1,469 | ) | $ | (49,376 | ) | |||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Consolidated Sales Analysis
(dollars in thousands – unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||||||||||
| 2014 | 2013 | % change | 2014 | 2013 | % change | |||||||||||||||||||
| U.S. |
||||||||||||||||||||||||
| DEFINITY |
23,764 | 19,758 | 20.3 | % | 68,768 | 54,796 | 25.5 | % | ||||||||||||||||
| TechneLite |
20,879 | 19,351 | 7.9 | % | 61,602 | 61,064 | 0.9 | % | ||||||||||||||||
| Xenon |
8,914 | 8,173 | 9.1 | % | 27,519 | 24,117 | 14.1 | % | ||||||||||||||||
| Cardiolite |
888 | 462 | 92.2 | % | 1,915 | 7,324 | (73.9 | )% | ||||||||||||||||
| Other |
4,984 | 4,260 | 17.0 | % | 15,004 | 11,189 | 34.1 | % | ||||||||||||||||
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|||||||||||||
| Total U.S. |
$ | 59,429 | $ | 52,004 | 14.3 | % | $ | 174,808 | $ | 158,490 | 10.3 | % | ||||||||||||
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| International |
||||||||||||||||||||||||
| DEFINITY |
497 | 403 | 23.3 | % | 1,368 | 1,136 | 20.4 | % | ||||||||||||||||
| TechneLite |
2,733 | 3,071 | (11.0 | )% | 8,576 | 9,039 | (5.1 | )% | ||||||||||||||||
| Xenon |
2 | 9 | (77.8 | )% | 6 | 34 | (82.4 | )% | ||||||||||||||||
| Cardiolite |
3,785 | 4,178 | (9.4 | )% | 12,250 | 13,415 | (8.7 | )% | ||||||||||||||||
| Other |
9,236 | 10,720 | (13.8 | )% | 27,623 | 29,890 | (7.6 | )% | ||||||||||||||||
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| Total International |
$ | 16,253 | $ | 18,381 | (11.6 | )% | $ | 49,823 | $ | 53,514 | (6.9 | )% | ||||||||||||
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| Worldwide |
||||||||||||||||||||||||
| DEFINITY |
24,261 | 20,161 | 20.3 | % | 70,136 | 55,932 | 25.4 | % | ||||||||||||||||
| TechneLite |
23,612 | 22,422 | 5.3 | % | 70,178 | 70,103 | 0.1 | % | ||||||||||||||||
| Xenon |
8,916 | 8,182 | 9.0 | % | 27,525 | 24,151 | 14.0 | % | ||||||||||||||||
| Cardiolite |
4,673 | 4,640 | 0.7 | % | 14,165 | 20,739 | (31.7 | )% | ||||||||||||||||
| Other |
14,220 | 14,980 | (5.1 | )% | 42,627 | 41,079 | 3.8 | % | ||||||||||||||||
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|||||||||||||
| Total Revenues |
$ | 75,682 | $ | 70,385 | 7.5 | % | $ | 224,631 | $ | 212,004 | 6.0 | % | ||||||||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Supplemental Sales Information
(unaudited)
| September 30, 2014 Quarter-to-Date Sales Growth/(Decline) | ||||||||||||||||||||
| Domestic As Reported |
Int’l Constant Currency |
Int’l As Reported |
Total Constant Currency |
Total As Reported |
||||||||||||||||
| Products |
||||||||||||||||||||
| DEFINITY |
20 | % | 26 | % | 23 | % | 20 | % | 20 | % | ||||||||||
| TechneLite |
8 | % | (8 | )% | (11 | )% | 6 | % | 5 | % | ||||||||||
| Xenon |
9 | % | (78 | )% | (78 | )% | 9 | % | 9 | % | ||||||||||
| Cardiolite |
92 | % | (7 | )% | (9 | )% | 3 | % | 1 | % | ||||||||||
| Other |
17 | % | (12 | )% | (14 | )% | (4 | )% | (5 | )% | ||||||||||
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| Total Revenues |
14 | % | (10 | )% | (12 | )% | 8 | % | 8 | % | ||||||||||
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| September 30, 2014 Year-to-Date Sales Growth/(Decline) | ||||||||||||||||||||
| Domestic As Reported |
Int’l Constant Currency |
Int’l As Reported |
Total Constant Currency |
Total As Reported |
||||||||||||||||
| Products |
||||||||||||||||||||
| DEFINITY |
25 | % | 29 | % | 20 | % | 26 | % | 25 | % | ||||||||||
| TechneLite |
1 | % | 0 | % | (5 | )% | 1 | % | 0 | % | ||||||||||
| Xenon |
14 | % | (85 | )% | (82 | )% | 14 | % | 14 | % | ||||||||||
| Cardiolite |
(74 | )% | (4 | )% | (9 | )% | (29 | )% | (32 | )% | ||||||||||
| Other |
34 | % | (3 | )% | (8 | )% | 7 | % | 4 | % | ||||||||||
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| Total Revenues |
10 | % | (2 | )% | (7 | )% | 7 | % | 6 | % | ||||||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Reconciliation of Net Sales to Net Sales Excluding the Impact of Foreign Currency
(dollars in thousands – unaudited)
| Three Months Ended September 30, 2014 |
Nine Months Ended September 30, 2014 |
|||||||||||||||
| International Net Sales |
Total Net Sales |
International Net Sales |
Total Net Sales |
|||||||||||||
| Net sales, as reported |
$ | 16,253 | $ | 75,682 | $ | 49,823 | $ | 224,631 | ||||||||
| Currency impact as compared to prior period |
348 | 348 | 2,491 | 2,491 | ||||||||||||
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| Net sales, excluding the impact of foreign currency |
$ | 16,601 | $ | 76,030 | $ | 52,314 | $ | 227,122 | ||||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Reconciliation of As Reported Results to Non-GAAP Financial Measures
(dollars in thousands – unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Net Income (loss) |
||||||||||||||||
| Net income (loss), as reported |
$ | 1,452 | $ | (15,064 | ) | $ | (1,469 | ) | $ | (49,376 | ) | |||||
| Reconciling items impacting Operating Expenses: |
||||||||||||||||
| Impairment of land |
— | 6,788 | — | 6,788 | ||||||||||||
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| Net income (loss), as adjusted |
$ | 1,452 | $ | (8,276 | ) | $ | (1,469 | ) | $ | (42,588 | ) | |||||
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| Net income (loss), as adjusted, as a percentage of net sales |
1.9 | % | (11.8 | )% | (0.7 | )% | (20.1 | )% | ||||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Reconciliation of As Reported Results to Non-GAAP Financial Measures
(dollars in thousands – unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| EBITDA |
||||||||||||||||
| Net income (loss), as reported |
$ | 1,452 | $ | (15,064 | ) | $ | (1,469 | ) | $ | (49,376 | ) | |||||
| Interest expense, net |
10,585 | 11,035 | 31,704 | 32,323 | ||||||||||||
| Provision (benefit) for income taxes |
(415 | ) | (713 | ) | (536 | ) | (439 | ) | ||||||||
| Depreciation |
2,163 | 2,343 | 6,514 | 7,115 | ||||||||||||
| Amortization of intangible assets |
2,275 | 4,130 | 6,848 | 12,456 | ||||||||||||
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| EBITDA |
16,060 | 1,731 | 43,061 | 2,079 | ||||||||||||
| Reconciling items impacting EBITDA: |
||||||||||||||||
| Non-cash stock-based compensation |
247 | 172 | 782 | 735 | ||||||||||||
| Legal fees relating to business interruption claim |
462 | 165 | 927 | 552 | ||||||||||||
| Asset write-off |
639 | 8,200 | 1,150 | 10,258 | ||||||||||||
| Severance and recruiting costs |
211 | 478 | 512 | 4,969 | ||||||||||||
| Sponsor fee and other |
263 | 259 | 772 | 1,197 | ||||||||||||
| New manufacturer costs |
1,175 | 903 | 4,188 | 3,413 | ||||||||||||
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| Adjusted EBITDA |
$ | 19,057 | $ | 11,908 | $ | 51,392 | $ | 23,203 | ||||||||
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| Adjusted EBITDA as a percentage of net sales |
25.2 | % | 16.9 | % | 22.9 | % | 10.9 | % | ||||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Reconciliation of Free Cash Flow
(dollars in thousands – unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||||||
| September 30, 2014 |
September 30, 2013 |
September 30, 2014 |
September 30, 2013 |
|||||||||||||
| Net cash used in operating activities |
$ | 19,688 | $ | 4,291 | $ | 15,448 | $ | (11,822 | ) | |||||||
| Capital expenditures |
(1,823 | ) | (915 | ) | (5,303 | ) | (3,711 | ) | ||||||||
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| Free cash flow |
$ | 17,865 | $ | 3,376 | $ | 10,145 | $ | (15,533 | ) | |||||||
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Lantheus MI Intermediate, Inc. and subsidiaries
Condensed Consolidated Balance Sheets
(dollars in thousands – unaudited)
| September 30, 2014 |
December 31, 2013 |
|||||||
| Assets |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 25,205 | $ | 16,669 | ||||
| Accounts receivable, net |
41,160 | 38,910 | ||||||
| Inventory |
16,425 | 18,310 | ||||||
| Income tax receivable |
448 | 325 | ||||||
| Deferred tax assets |
12 | 18 | ||||||
| Other current assets |
4,181 | 3,087 | ||||||
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| Total current assets |
87,431 | 77,319 | ||||||
| Property, plant and equipment, net |
96,072 | 97,653 | ||||||
| Capitalized software development costs, net |
1,829 | 1,470 | ||||||
| Intangibles, net |
29,203 | 34,998 | ||||||
| Goodwill |
15,714 | 15,714 | ||||||
| Deferred financing costs |
7,969 | 9,639 | ||||||
| Deferred tax assets |
45 | 15 | ||||||
| Other long-term assets |
19,791 | 22,577 | ||||||
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| Total assets |
$ | 258,054 | $ | 259,385 | ||||
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| Liabilities and stockholder’s deficit |
||||||||
| Current liabilities: |
||||||||
| Line of credit |
$ | 8,000 | $ | 8,000 | ||||
| Accounts payable |
15,383 | 18,103 | ||||||
| Accrued expenses and other liabilities |
35,088 | 25,492 | ||||||
| Deferred tax liability |
57 | 57 | ||||||
| Deferred revenue |
1,063 | 3,979 | ||||||
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|||||
| Total current liabilities |
59,591 | 55,631 | ||||||
| Asset retirement obligation |
7,244 | 6,385 | ||||||
| Long-term debt, net |
399,220 | 399,037 | ||||||
| Deferred tax liability |
8 | 12 | ||||||
| Other long-term liabilities |
32,407 | 35,408 | ||||||
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| Total liabilities |
498,470 | 496,473 | ||||||
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| Stockholder’s deficit |
(240,416 | ) | (237,088 | ) | ||||
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| Total liabilities and stockholder’s deficit |
$ | 258,054 | $ | 259,385 | ||||
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###