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): November 8, 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 November 8, 2017, we issued a press release reporting, among other things, our sales and operating results for the three- and nine- month periods ended September 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
 
 
 
 

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:
November 8, 2017
/s/ DANIEL T. SCAVILLA
 
 
 
 
 
Daniel T. Scavilla
 
 
Senior Vice President,
 
 
Chief Financial Officer

EXHIBIT LIST
Exhibit No.
Description
 
 




Exhibit


Exhibit 99.1


Globus Medical Reports Third Quarter 2017 Results

AUDUBON, PA, November 8, 2017: Globus Medical, Inc. (NYSE:GMED), a leading musculoskeletal solutions company, today announced its financial results for the third quarter ended September 30, 2017.

Worldwide sales were $151.7 million, an increase of 11.9% as reported, and 11.8% in constant currency
Third quarter net income was $25.6 million, or 16.9% of sales
Diluted earnings per share (EPS) were $0.26
Non-GAAP diluted EPS were $0.30
Non-GAAP adjusted EBITDA was 35.2% of sales

"We are very pleased with our third quarter performance. We saw further acceleration in our U.S. spinal implant business, continued growth in the Japan market, and industry leading profitability, even as we invested heavily in Emerging Technologies," said Dave Demski, CEO.

“As previously announced, we received FDA clearance during the quarter for the ExcelsiusGPS™ robotic and navigation system.  While still in the early stages of our commercial launch of this game-changing technology, we are thrilled about the unprecedented level of interest we have received so far from surgeons and hospital systems.”

Third quarter sales in the U.S. increased by 4.5% compared to the third quarter of 2016. International sales increased by 70.1% over the third quarter of 2016 on an as reported basis and 69.7% on a constant currency basis due to the Alphatec acquisition included in the third quarter of 2017.

Third quarter GAAP net income was $25.6 million, a decrease of 2.4% over the same period last year. Diluted EPS for the third quarter was $0.26, as compared to $0.27 for the third quarter 2016. Non-GAAP diluted EPS for the third quarter was $0.30, compared to $0.29 in the third quarter of 2016.

The company generated net cash provided by operating activities of $35.3 million and non-GAAP free cash flow of $22.0 million in the third quarter. Cash, cash equivalents and marketable securities ended the quarter at $396.5 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 third 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, November 15, 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 669-8937.

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 September 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 September 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
 
Nine Months Ended
(In thousands, except per share amounts)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
Sales
$
151,744

 
$
135,651

 
$
459,943

 
$
412,404

Cost of goods sold
36,798

 
31,453

 
109,597

 
95,703

Gross profit
114,946

 
104,198

 
350,346

 
316,701

 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
Research and development
10,887

 
10,265

 
32,266

 
30,889

Selling, general and administrative
63,362

 
54,207

 
194,859

 
161,317

Provision for litigation
2,537

 

 
2,780

 
3,056

Amortization of intangibles
2,080

 
884

 
5,671

 
1,673

Acquisition related costs
285

 
1,192

 
1,290

 
1,347

Total operating expenses
79,151

 
66,548

 
236,866

 
198,282

 
 
 
 
 
 
 
 
Operating income
35,795

 
37,650

 
113,480

 
118,419

Other income, net
1,562

 
1,205

 
5,848

 
2,383

Income before income taxes
37,357

 
38,855

 
119,328

 
120,802

Income tax provision
11,766

 
12,628

 
36,356

 
40,759

 
 
 
 
 
 
 
 
Net income
$
25,591

 
$
26,227

 
$
82,972

 
$
80,043

 
 
 
 
 
 
 
 
Earnings per share:
 
 
 
 
 
 
 
Basic
$
0.27

 
$
0.27

 
$
0.86

 
$
0.84

Diluted
$
0.26

 
$
0.27

 
$
0.85

 
$
0.83

Weighted average shares outstanding:
 
 
 
 
 
 
 
Basic
96,318

 
95,739

 
96,160

 
95,575

Diluted
97,849

 
96,492

 
97,607

 
96,404






GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except par value)
September 30,
2017
 
December 31, 2016
 
 
 
 
ASSETS
(unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
154,855

 
$
132,639

Restricted cash

 
477

Short-term marketable securities
182,804

 
157,673

Accounts receivable, net of allowances of $3,725 and $2,771, respectively
94,484

 
91,983

Inventories
111,462

 
112,692

Prepaid expenses and other current assets
9,430

 
14,502

Income taxes receivable
10,527

 
3,800

Total current assets
563,562

 
513,766

Property and equipment, net of accumulated depreciation of $191,386 and $166,711, respectively
134,214

 
124,229

Long-term marketable securities
58,884

 
60,444

Note receivable
29,167

 
30,000

Intangible assets, net
87,653

 
61,706

Goodwill
119,273

 
105,926

Other assets
8,280

 
928

Deferred income taxes
36,127

 
30,638

Total assets
$
1,037,160

 
$
927,637

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
16,553

 
$
17,472

Accrued expenses
46,609

 
46,401

Income taxes payable
2,023

 
1,911

Business acquisition liabilities
9,742

 
14,108

Total current liabilities
74,927

 
79,892

Business acquisition liabilities, net of current portion
10,778

 
5,972

Deferred income taxes
14,405

 
7,876

Other liabilities
1,786

 
1,819

Total liabilities
101,896

 
95,559

 
 
 
 
Equity:
 
 
 
Common stock; $0.001 par value. Authorized 785,000 shares; issued and outstanding 96,367 and 95,930 shares at September 30, 2017 and December 31, 2016, respectively
96

 
96

Additional paid-in capital
229,475

 
211,725

Accumulated other comprehensive loss
(6,178
)
 
(8,642
)
Retained earnings
711,871

 
628,899

Total equity
935,264

 
832,078

Total liabilities and equity
$
1,037,160

 
$
927,637







GLOBUS MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
 
Nine Months Ended
(In thousands)
September 30,
2017
 
September 30,
2016
Cash flows from operating activities:
 
 
 
Net income
$
82,972

 
$
80,043

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
33,773

 
21,536

Amortization of premium on marketable securities
2,258

 
3,067

Write-down for excess and obsolete inventories
8,158

 
6,919

Stock-based compensation expense
10,659

 
8,437

Allowance for doubtful accounts
1,135

 
320

Change in fair value of business acquisition liabilities
1,011

 

Change in deferred income taxes
815

 
(1,356
)
(Increase)/decrease in:
 
 
 
Restricted cash
477

 
25,642

Accounts receivable
(2,200
)
 
3,111

Inventories
(6,956
)
 
(6,609
)
Prepaid expenses and other assets
(974
)
 
7,332

Increase/(decrease) in:
 
 
 
Accounts payable
(344
)
 
(3,426
)
Accrued expenses and other liabilities
(9,377
)
 
(30,178
)
Income taxes payable/receivable
(6,709
)
 
6,643

Net cash provided by operating activities
114,698

 
121,481

 
 
 
 
Cash flows from investing activities:
 
 
 
Purchases of marketable securities
(203,609
)
 
(223,623
)
Maturities of marketable securities
166,453

 
211,138

Sales of marketable securities
11,566

 
47,109

Purchases of property and equipment
(37,878
)
 
(26,701
)
Issuance of note receivable

 
(25,000
)
Acquisition of businesses, net of cash acquired
(31,501
)
 
(76,068
)
Net cash used in investing activities
(94,969
)
 
(93,145
)
 
 
 
 
Cash flows from financing activities:
 
 
 
Payment of business acquisition liabilities
(5,234
)
 
(400
)
Proceeds from exercise of stock options
6,943

 
4,428

Net cash provided by financing activities
1,709

 
4,028

 
 
 
 
Effect of foreign exchange rate on cash
778

 
(2,324
)
 
 
 
 
Net increase in cash and cash equivalents
22,216

 
30,040

Cash and cash equivalents, beginning of period
132,639

 
60,152

Cash and cash equivalents, end of period
$
154,855

 
$
90,192

 
 
 
 
Supplemental disclosures of cash flow information:
 
 
 
Interest paid
34

 
23

Income taxes paid
$
49,008

 
$
37,009







Supplemental Financial Information

Sales by Geographic Area:
(Unaudited)
Three Months Ended
 
Nine Months Ended
(In thousands)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
United States
$
125,933

 
$
120,473

 
$
381,870

 
$
372,749

International
25,811

 
15,178

 
78,073

 
39,655

Total sales
$
151,744

 
$
135,651

 
$
459,943

 
$
412,404

 
Sales by Product Category:
(Unaudited)
Three Months Ended
 
Nine Months Ended
(In thousands)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
Innovative Fusion
$
80,202

 
$
68,498

 
$
241,940

 
$
207,985

Disruptive Technology
71,542

 
67,153

 
218,003

 
204,419

Total sales
$
151,744

 
$
135,651

 
$
459,943

 
$
412,404

Liquidity and Capital Resources:
(Unaudited)
September 30,
2017
 
December 31,
2016
(In thousands)
 
 
 
Cash and cash equivalents
$
154,855

 
$
132,639

Short-term marketable securities
182,804

 
157,673

Long-term marketable securities
58,884

 
60,444

Total cash, cash equivalents and marketable securities
$
396,543

 
$
350,756

 
 
 
 
Available borrowing capacity under revolving credit facility
50,000

 
50,000

Working capital
$
488,635

 
$
433,874

The following tables reconcile GAAP to Non-GAAP financial measures.
Non-GAAP Adjusted EBITDA Reconciliation Table:
(Unaudited)
Three Months Ended
 
Nine Months Ended
(In thousands, except percentages)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
Net income
$
25,591

 
$
26,227

 
$
82,972

 
$
80,043

Interest income, net
(1,738
)
 
(795
)
 
(4,746
)
 
(1,893
)
Provision for income taxes
11,766

 
12,628

 
36,356

 
40,759

Depreciation and amortization
10,838

 
7,838

 
33,773

 
21,536

EBITDA
46,457

 
45,898

 
148,355

 
140,445

Provision for litigation
2,537

 

 
2,780

 
3,056

Stock-based compensation expense
3,596

 
2,747

 
10,659

 
8,437

Acquisition related costs
784

 
1,496

 
2,838

 
1,651

Adjusted EBITDA
$
53,374

 
$
50,141

 
$
164,632

 
$
153,589

 
 
 
 
 
 
 
 
Net income as a percentage of sales
16.9
%
 
19.3
%
 
18.0
%
 
19.4
%
Adjusted EBITDA as a percentage of sales
35.2
%
 
37.0
%
 
35.8
%
 
37.2
%






Non-GAAP Net Income Reconciliation Table:
(Unaudited)
Three Months Ended
 
Nine Months Ended
(In thousands)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
Net income
$
25,591

 
$
26,227

 
$
82,972

 
$
80,043

Provision for litigation
2,537

 

 
2,780

 
3,056

Amortization of intangibles
2,080

 
884

 
5,671

 
1,673

Acquisition related costs
784

 
1,496

 
2,838

 
1,651

Tax effect of adjusting items
(1,677
)
 
(776
)
 
(3,443
)
 
(2,112
)
Non-GAAP net income
$
29,315

 
$
27,831

 
$
90,818

 
$
84,311

Non-GAAP Diluted Earnings Per Share Reconciliation Table:
(Unaudited)
Three Months Ended
 
Nine Months Ended
(Per share amounts)
September 30,
2017
 
September 30,
2016
 
September 30,
2017
 
September 30,
2016
Diluted earnings per share, as reported
$
0.26

 
$
0.27

 
$
0.85

 
$
0.83

Provision for litigation
0.03

 

 
0.03

 
0.03

Amortization of intangibles
0.02

 
0.01

 
0.06

 
0.02

Acquisition related costs
0.01

 
0.02

 
0.03

 
0.02

Tax effect of adjusting items
(0.02
)
 
(0.01
)
 
(0.04
)
 
(0.02
)
Non-GAAP diluted earnings per share*
$
0.30

 
$
0.29

 
$
0.93

 
$
0.87

* amounts might not add due to rounding
 
 
 
 
 
 
 
Non-GAAP Free Cash Flow Reconciliation Table:
(Unaudited)
Three Months Ended
Nine Months Ended
(In thousands)
September 30,
2017
 
September 30,
2016
September 30,
2017
 
September 30,
2016
Net cash provided by operating activities
$
35,273

 
$
42,654

$
114,698

 
$
121,481

Adjustment for impact of restricted cash
(478
)
 
(10,758
)
(477
)
 
(25,642
)
Purchases of property and equipment
(12,817
)
 
(6,559
)
(37,878
)
 
(26,701
)
Non-GAAP free cash flow
$
21,978

 
$
25,337

$
76,343

 
$
69,138

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)
September 30,
2017
 
September 30,
2016
 
 
 
United States
$
125,933

 
$
120,473

 
4.5
%
 

 
4.5
%
International
25,811

 
15,178

 
70.1
%
 
$
47

 
69.7
%
Total sales
$
151,744

 
$
135,651

 
11.9
%
 
$
47

 
11.8
%






(Unaudited)
Nine Months Ended
 
Reported Growth
 
Currency Impact on Current Period
 
Constant Currency Growth
(In thousands, except percentages)
September 30,
2017
 
September 30,
2016
 
 
 
United States
$
381,870

 
$
372,749

 
2.4
%
 

 
2.4
%
International
78,073

 
39,655

 
96.9
%
 
$
(592
)
 
98.4
%
Total sales
$
459,943

 
$
412,404

 
11.5
%
 
$
(592
)
 
11.7
%


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