Form 8-K PHOTOMEDEX INC For: May 11
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): May 11, 2015
PhotoMedex, Inc.
(Exact
Name of Registrant Specified in Charter)
| Nevada | 0-11635 | 59-2058100 | ||
|
(State or Other |
(Commission File |
(I.R.S. Employer Identification No.) |
|
100 Lakeside Drive, Ste. 100, Horsham, Pennsylvania |
19044 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 215-619-3600
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:
⃞ 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 May 11, 2015, PhotoMedex, Inc. (the “Company”) issued a press release announcing its results of operations for the first fiscal quarter ended March 31, 2015. The full text of such press release is furnished as Exhibit 99.1 to this report.
The Company makes reference to non-GAAP financial information in the press release furnished herewith. Specifically, these non-GAAP measures include non-GAAP adjusted net loss and non-GAAP adjusted loss per share. There are limitations in using these non-GAAP financial measures because they are not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies. The Company’s reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, nor superior to, GAAP results. These non-GAAP measures are provided to enhance investors’ overall understanding of the Company’s current financial performance and to provide further information for comparative purposes.
Specifically, the Company believes the non-GAAP measures provide useful information to both management and investors by isolating certain expenses, gains and losses that may not be indicative of the Company’s core operating results and business outlook. In addition, the Company believes non-GAAP measures that exclude stock-based compensation expense and other non-cash or non-recurring expenses enhance the comparability of results against prior periods. A reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures is contained in the press release.
The information set forth under this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following press release is furnished as an exhibit to this Current Report on Form 8-K pursuant to Item 2.02 and shall not be deemed to be “filed”:
99.1 Press Release dated May 11, 2015 issued by PhotoMedex, Inc.
SIGNATURE
Pursuant to
the requirements of the Securities Exchange Act of 1934, the Company has
duly caused this current report to be signed on its behalf by the
undersigned hereunto duly authorized.
|
PHOTOMEDEX, INC. |
||||
|
|
||||
| Date: | May 11, 2015 | By: |
/s/ Dolev Rafaeli |
|
|
Dolev Rafaeli |
||||
|
Chief Executive Officer |
||||
EXHIBIT INDEX
|
Exhibit No. |
Description of Exhibit |
| 99.1 |
Press Release dated May 11, 2015 issued by PhotoMedex, Inc. |
Exhibit 99.1
PhotoMedex Reports First Quarter Financial Results
HORSHAM, Pa.--(BUSINESS WIRE)--May 11, 2015--PhotoMedex, Inc. (NasdaqGS and TASE: PHMD) reports financial results for the three months ended March 31, 2015.
Financial highlights of the first quarter of 2015 include the following (all comparisons are with the first quarter of 2014 and all figures quoted are GAAP, unless stated otherwise):
- Revenues of $28.1 million, a decrease of 44%
- Gross profit of $20.2 million, a decrease of 49%
- Non-GAAP adjusted loss per share of ($0.05), compared with non-GAAP adjusted income per share of $0.23
- Net loss (including discontinued operations) of $10.0 million or ($0.51) per share, compared with net loss of $0.3 million or ($0.02) per share
- Consumer revenues of $18.1 million, a decrease of 56%
- Global direct-to-consumer channel revenues of $13.8 million, a decrease of 55%
- Global retail and home shopping channel revenues of $4.3 million, a decrease of 55%
- Global distributor consumer channel revenues of $0.1 million, a decrease of 85%
- XTRAC® psoriasis and vitiligo treatment recurring revenues of $5.4 million, an increase of 22%
- Cash, cash equivalents and short-term investments as of March 31, 2015 of $6.2 million, or $0.31 per diluted share
Management Commentary
“Our consumer business had a difficult first quarter including declines in direct, retail, home shopping and distributor channel sales. This reflects challenges with marketing efficiencies, media availability and the continued transition towards online advertising, each of which we are working to address,” said Dr. Dolev Rafaeli, PhotoMedex CEO. “Importantly, there have been several encouraging developments for PhotoMedex in recent weeks. We are delighted to be preparing to bring the no!no!™ line of hair removal products back to the Japanese market, following the signing of an agreement with Synergy Trading Corporation last month. Synergy has placed its initial order, and we will be shipping product to them in the coming weeks. We are working closely with Synergy to ensure a successful launch in what historically has been an important market for the brand. In addition, our XTRAC recurring physician business continues to grow, posting a 22% year-over-year increase in revenue during the quarter. We added a net 20 XTRAC systems to our installed base, which now stands at 640 units.”
He added, “Our first quarter financial results are within the requirements of our revised forbearance agreement, and we continue to work with our lenders to pursue a satisfactory resolution.”
Reported Financial Results
Revenues for the first quarter of 2015 were $28.1 million, a decrease of 44% compared with revenues for the first quarter of 2014 of $50.1 million.
Gross profit for the first quarter of 2015 was $20.2 million, or 72% of total revenues, compared with gross profit of $39.7 million, or 79% of total revenues, in the first quarter of 2015.
Net loss for the first quarter of 2015 was $10.0 million or ($0.51) per share, which included a $1.7 million loss on discontinued operations, $1.0 million in stock-based compensation expense and $1.9 million in depreciation and amortization expenses. This compares with net loss for the first quarter of 2014 of $0.3 million or ($0.02) per diluted share, which included $1.3 million in stock-based compensation expense and $1.6 million in depreciation and amortization expenses.
As of March 31, 2015 the Company had cash, cash equivalents and short-term investments of $6.2 million, compared with $10.6 million as of December 31, 2014.
Non-GAAP Measures
To supplement PhotoMedex’s consolidated financial statements presented in accordance with GAAP, PhotoMedex provides certain non-GAAP measures of financial performance. These non-GAAP measures include non-GAAP adjusted income and non-GAAP adjusted income per share.
PhotoMedex’s reference to these non-GAAP measures should be considered in addition to results prepared under current accounting standards, but are not a substitute for, nor superior to, GAAP results. These non-GAAP measures are provided to enhance investors' overall understanding of PhotoMedex’s current financial performance and to provide further information for comparative purposes.
Specifically, the Company believes the non-GAAP measures provide useful information to both management and investors by isolating certain expenses, gains and losses that may not be indicative of the Company’s core operating results and business outlook. In addition, PhotoMedex believes non-GAAP measures enhance the comparability of results against prior periods. Reconciliation to the most directly comparable GAAP measure of all non-GAAP measures included in this press release is as follows:
|
(Unaudited) |
||||||||||
| Three Months Ended Mar 31, | ||||||||||
| (ooo's) except per share amounts | 2015 | 2014 | ||||||||
| Net income as reported | ($ 10,013 | ) | ($ 345 | ) | ||||||
| Adjustments: | ||||||||||
| Depreciation and amortization expense | 1,865 | 1,636 | ||||||||
| Interest expense, net | 2,423 | 47 | ||||||||
| Income tax (benefit) expense | 365 | (79 | ) | |||||||
| EBITDA | (5,360 | ) | 1,259 | |||||||
|
Stock-based compensation expense, including accelerated vesting |
3,337 | 1,262 | ||||||||
| Acquisition costs | - | 979 | ||||||||
| Major litigation expenses | 223 | 775 | ||||||||
| Extraordinary non-recurring debt costs | 762 | - | ||||||||
| Non-GAAP adjusted (loss) income | ($ 1,038 | ) | $ | 4,275 | ||||||
| Fully diluted shares outstanding at March 31 | 19,794 | 18,719 | ||||||||
| Non-GAAP adjusted (loss) income per share | ($0.05 | ) | $ | 0.23 | ||||||
About PhotoMedex
PhotoMedex is a global skin health company providing integrated disease management and aesthetic solutions to dermatologists, professional aestheticians and consumers. The company provides proprietary products and services that address skin diseases and conditions including psoriasis, vitiligo, acne, actinic keratosis (a precursor to certain types of skin cancer) and photo damage. Its experience in the physician market provides the platform to expand its skin health solutions to spa markets, as well as traditional retail, online and infomercial outlets for home-use products. PhotoMedex sells home-use devices under the no!no!™ brand for various indications including hair removal, acne treatment and skin rejuvenation. The company also offers a professional product line for acne clearance, skin tightening, psoriasis care and hair removal sold to physician clinics and spas.
SAFE HARBOR STATEMENT
Some portions of the press release, particularly those describing PhotoMedex' strategies, operating expense reductions and business plans contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks, uncertainties and other factors. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any statements of the plans, strategies and objectives of management for future operations; any statements regarding product development, product extensions, product integration or product marketing; any statements regarding continued compliance with government regulations, changing legislation or regulatory environments; any statements of expectation or belief and any statements of assumptions underlying any of the foregoing. In addition, there are risks and uncertainties related to our ability to ensure continued regulatory compliance, performance and/or market growth. These risks, uncertainties and other factors, and the general risks associated with the businesses of the Company described in the reports and other documents filed with the SEC, could cause actual results to differ materially from those referred to, implied or expressed in the forward-looking statements. The Company cautions readers not to rely on these forward-looking statements. All forward-looking statements are based on information currently available to the Company and are qualified in their entirety by this cautionary statement. The Company anticipates that subsequent events and developments will cause its views to change. The information contained in this press release speaks as of the date hereof and the Company has or undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise.
-- Financial Statements follow --
|
PHOTOMEDEX, INC. |
|||||||||
| Three Months Ended March 31, | |||||||||
| (ooo's) except per share amounts | 2015 | 2014 | |||||||
| Revenues: | |||||||||
| Product sales | $ | 22,773 | $ | 45,665 | |||||
| Services | 5,376 | 4,410 | |||||||
| 28,149 | 50,075 | ||||||||
| Cost of revenues: | |||||||||
| Product sales | 5,944 | 8,608 | |||||||
| Services | 1,978 | 1,737 | |||||||
| 7,922 | 10,345 | ||||||||
| Gross profit | 20,227 | 39,730 | |||||||
| Operating expenses: | |||||||||
| Selling and marketing | 20,132 | 31,625 | |||||||
| General and administrative | 4,729 | 7,587 | |||||||
| Engineering and product development | 755 | 795 | |||||||
| 25,616 | 40,007 | ||||||||
| Loss from continuing operations before interest and other financing expense, net | (5,389 | ) | (277 | ) | |||||
| Interest and other financing expense, net | (2,551 | ) | (147 | ) | |||||
| Loss from continuing operations before income taxes | (7,940 | ) | (424 | ) | |||||
| Income tax (expense) benefit | (365 | ) | 79 | ||||||
| Loss from continuing operations | (8,305 | ) | (345 | ) | |||||
| Discontinued operations: | |||||||||
| Loss from discontinued operations | (1,667 | ) | - | ||||||
| Loss on sale from discontinued operations | (41 | ) | - | ||||||
| Net loss 1 | ($ 10,013 | ) | $ | (345 | ) | ||||
| Basic net loss per share: | |||||||||
| Continuing operations | ($0.42 | ) | ($0.02 | ) | |||||
| Discontinued operations | ( 0.09 | ) | 0.00 | ||||||
| ($0.51 | ) | ($0.02 | ) | ||||||
| Diluted net loss per share: | |||||||||
| Continuing operations | ($0.42 | ) | ($0.02 | ) | |||||
| Discontinued operations | ( 0.09 | ) | 0.00 | ||||||
| ($0.51 | ) | ($0.02 | ) | ||||||
| Shares used in computing net loss per share: | |||||||||
| Basic | 19,794 | 18,719 | |||||||
| Diluted | 19,794 | 18,719 | |||||||
| 1 Includes: depreciation and amortization | 1,865 | 1,636 | |||||||
| Share-based compensation expense | 3,337 | 1,262 | |||||||
| PHOTOMEDEX, INC. | ||||||||||
| CONSOLIDATED STATEMENTS OF REVENUES | ||||||||||
| (UNAUDITED) | ||||||||||
| (In thousands) | ||||||||||
| For the three months ended: | ||||||||||
| March 31, 2015 | December 31, 2014 | March 31, 2014 | ||||||||
| Consumer: | ||||||||||
| Direct | $ | 13,773 | $ | 17,038 | $ | 30,787 | ||||
| Distributors | 95 | 122 | 627 | |||||||
| Retailer and home shopping channels | 4,261 | 9,508 | 9,456 | |||||||
| sub-total | 18,129 | 26,668 | 40,870 | |||||||
| Physician Recurring | ||||||||||
| XTRAC treatments | 5,376 | 6,891 | 4,410 | |||||||
| Skin care | 1,327 | 1,365 | 1,927 | |||||||
| Other | 855 | 1,335 | 882 | |||||||
| sub-total | 7,558 | 9,591 | 7,219 | |||||||
| Professional | 2,462 | 2,619 | 1,986 | |||||||
| Total Revenues | $ | 28,149 | $ | 38,878 | $ | 50,075 | ||||
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PHOTOMEDEX, INC. |
|||||||
| March 31, 2015 | December 31, 2014 | ||||||
| (UNAUDITED) | |||||||
| Assets | |||||||
| Cash, cash equivalents, and short-term bank deposits | $ | 6,199 | $ | 10,692 | |||
| Accounts receivable, net | 15,717 | 21,977 | |||||
| Inventories, net | 19,863 | 19,380 | |||||
| Other current assets, net | 8,984 | 9,109 | |||||
| Assets held for sale, net | - | 70,855 | |||||
| Property and equipment, net | 14,547 | 13,802 | |||||
| Other non-current assets, net | 40,358 | 41,948 | |||||
| Total Assets | $ | 105,668 | $ | 187,763 | |||
| Liabilities and Stockholders' Equity | |||||||
| Accounts payable and accrued current liabilities | $ | 25,521 | $ | 28,063 | |||
| Other current liabilities | 3,998 | 4,480 | |||||
| Long term debt and notes payable | 40,830 | 77,229 | |||||
| Liabilities held for sale | - | 34,497 | |||||
| Other long term liabilities | 1,024 | 1,229 | |||||
| Stockholders' equity | 34,295 | 42,265 | |||||
| Total Liabilities and Stockholders' Equity | $ | 105.668 | $ | 187,763 | |||
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PHOTOMEDEX, INC. |
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| For the Three Months Ended | |||||||||
| March 31, | |||||||||
| 2015 | 2014 | ||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | |||||||||
| Net loss | ($10,013 | ) | ($ 345 | ) | |||||
| Adjustments to reconcile net loss to net cash used in operating activities-- | |||||||||
| Depreciation and amortization | 1,865 | 1,636 | |||||||
| Provision for doubtful accounts | 406 | 813 | |||||||
| Deferred income taxes | (47 | ) | 857 | ||||||
| Stock-based compensation | 974 | 1,262 | |||||||
| Gain on disposal of property and equipment | - | (10 | ) | ||||||
| Financing expenses | 1,481 | - | |||||||
| Changes in assets and liabilities: | |||||||||
| (Increase) decrease in: | |||||||||
| Current assets | 5,393 | 4,658 | |||||||
| Current liabilities | (4,516 | ) | (13,357 | ) | |||||
| Net cash used in operating activities – continuing activities | (4,457 | ) | (4,486 | ) | |||||
| Net cash provided by operating activities – discontinued operations | 541 | - | |||||||
| Net cash used in operating activities | (3,916 | ) | (4,486 | ) | |||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | |||||||||
| Lasers placed in service | (1,758 | ) | (1,717 | ) | |||||
| Purchases of property and equipment | (31 | ) | (85 | ) | |||||
| Other | 87 | (4,257 | ) | ||||||
| Net cash used in investing activities – continuing operations | (1,702 | ) | (6,059 | ) | |||||
| Net cash provided by investing activities – discontinued operations | 38,245 | - | |||||||
| Net cash provided by (used in) investing activities | 36,543 | (6,059 | ) | ||||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | |||||||||
| Registrations costs | (84 | ) | - | ||||||
| Repayment of debt and notes payable | (36,667 | ) | (5,224 | ) | |||||
| Net cash used in financing activities – continuing operations | (36,751 | ) | (5,224 | ) | |||||
| Net cash used in financing activities – discontinued operations | (66 | ) | - | ||||||
| Net cash used in financing activities | (36,817 | ) | (5,224 | ) | |||||
| Effect of exchange rate changes on cash | (216 | ) | 105 | ||||||
| NET DECREASE IN CASH AND CASH EQUIVALENTS | (4,406 | ) | (15,664 | ) | |||||
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 10,605 | 45,388 | |||||||
| CASH AND CASH EQUIVALENTS, END OF PERIOD | $ | 6,199 | $ | 29,724 | |||||
|
Supplemental information: |
|||||||||
| Cash paid for income taxes | $ | 97 | $ | 405 | |||||
| Cash paid for interest | $ | 1,182 | $ | 47 | |||||
CONTACT:
PhotoMedex, Inc.
Dennis McGrath, 215-619-3287
Chief
Financial Officer
[email protected]
or
LHA
Kim
Sutton Golodetz, 212-838-3777
[email protected]
or
Bruce
Voss, 310-691-7100
[email protected]
@LHA_IR_PR
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