Form 8-K COGENTIX MEDICAL INC For: Nov 03
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 3, 2015
COGENTIX MEDICAL, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-20970
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13-3430173
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||
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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5420 Feltl Road
Minnetonka, Minnesota
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55343
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(Address of principal executive offices)
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(Zip Code)
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(952) 426-6140
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(Registrant’s telephone number, including area code)
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(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)) |
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Item 2.02.
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Results of Operations and Financial Condition
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On November 3, 2015, Cogentix Medical, Inc. (the “Company”) issued a press release providing information regarding its results of operations and financial condition for the quarter ended September 30, 2015.
The Company is furnishing the information contained in this report, including Exhibit 99.1, pursuant to Item 2.02 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”). This information shall not be deemed to be “filed” with the SEC 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 that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
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(d)
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Exhibits.
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Exhibit No.
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Description
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||
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99.1
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Press Release of Cogentix Medical, Inc. dated November 3, 2015 (furnished herewith)
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1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: November 3, 2015 |
COGENTIX MEDICAL, INC.
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|||
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By:
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/s/ Brett Reynolds | ||
| Name: |
Brett Reynolds
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|||
| Title: |
Senior Vice President, Chief Financial Officer and Corporate Secretary
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2
COGENTIX MEDICAL, INC.
CURRENT REPORT ON FORM 8-K
EXHIBIT INDEX
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Exhibit No.
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Description
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Method of Filing
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||
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Press release of Cogentix Medical, Inc. dated November 3, 2015
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Furnished herewith
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3
Exhibit 99.1
Cogentix Medical Reports 83% Second Quarter Revenue Growth
Momentum in Key Markets and Operational Execution Continue to Drive Performance
Fiscal 2016 Guidance Updated to Reflect Improved Operating Efficiencies
MINNEAPOLIS, MN, November 3, 2015 – Cogentix Medical, Inc. (NASDAQ: CGNT), a global medical device company with innovative and proprietary products serving urology and airway management markets, today announced results for the fiscal second quarter ended September 30, 2015.
Second Quarter Fiscal 2016 Overview
| · | Revenue of $11.8 million increased 83% from $6.5 million reported in the year-ago period (86% on a constant currency basis) |
| · | Revenue of $11.8 million increased 12% from the pro forma combined revenue of Uroplasty and Vision-Sciences in the same period last year (14% on a constant currency basis) |
| · | U.S. Urgent® PC revenue increased 24% and U.S. revenue from EndoSheath technology increased 32% from the pro forma revenue in the year ago period |
| · | Gross margin for the quarter was 66.6%, up from the pro forma combined gross margin of 65.9% in the year ago period |
| · | Operating costs (excluding amortization and merger related costs) for the quarter of $8.8 million, compared to pro forma non-GAAP operating costs of $9.5 million one year ago |
| · | Cash operating loss of $0.4 million, excluding all non-cash items and merger related costs, down from $1.7 million in the second quarter of fiscal 2015 |
| · | Company entered into $7.0 million line of credit during the quarter to provide resources for general corporate purposes and to execute growth strategies for the EndoSheath and Urgent PC product lines |
“Our team continued to generate meaningful sales growth and cost savings during the quarter” said Rob Kill, President and CEO of Cogentix Medical. “Revenue momentum in our U.S. Urgent PC and EndoSheath technology product lines, up 24% and 32% respectively during the quarter, and continued reductions in our cost base are driving our improved financial performance. As a result of this performance and our momentum going into the second half of our fiscal year, we are providing updated guidance today to reflect improved operating efficiencies and reduced cash burn. We remain focused on providing value to our physician customers and the patients they treat.”
Second Quarter Financial Results
For the fiscal second quarter of 2016, total revenue of $11.8 million represented an increase of 83% as compared to $6.5 million in the prior year period. The growth is primarily attributable to the merger of Uroplasty and Vision-Sciences that was completed on March 31, 2015. In accordance with GAAP, the reported financials in the prior year period include only the results of Uroplasty, Inc. On a pro forma combined basis, revenue increased 12% over the second quarter of last year. On a constant currency basis, overall pro forma combined revenue growth was 14% in the second quarter. Global revenue from Urgent PC totaled $5.1 million, up 19% from the year ago period. Global revenue from EndoSheath technology (inclusive of service and peripherals revenue) totaled $3.6 million, up 10% from the pro forma revenue in the year ago period. Global Macroplastique revenue totaled $1.9 million, down 2% from the year ago period.
Gross margin in the second quarter was 66.6%, up from the 65.9% gross margin in the year ago period on a pro forma non-GAAP basis. Operating expenses in the quarter, excluding $0.6 million of intangible amortization and $0.4 million of merger related costs, totaled $8.8 million. This represents a decrease of $0.6 million from the comparable pro forma non-GAAP operating expense in the year ago period. On a year to date basis, operating expenses totaled $18.4 million (exclusive of $1.3 million of intangible amortization and $0.9 million of merger related costs), a decrease of $1.8 million from the comparable pro forma non-GAAP operating expense of $20.2 million in the six months ended September 20, 2014.
Cash operating loss was $0.4 million for the second quarter of fiscal 2016, excluding all non-cash items and merger related costs of $0.4 million. This is a significant improvement from the cash operating loss of $1.7 million in the first quarter of this fiscal year and the pro forma combined cash operating loss of $1.7 million in the year ago period. The GAAP loss per share was $0.09 in the second quarter of fiscal 2016, compared to a reported loss per share of $0.07 in the year ago period. The company’s cash balance totaled $2.9 million as of September 30, 2015, a decrease of $3.1 during the second quarter, primarily attributable to payment of certain merger-related accounts payables. In September, the company entered into a $7.0 million line of credit, based on eligible receivables and inventory. There were no borrowings under the line of credit as of September 30, 2015.
Outlook
The Company today updated its guidance provided on August 10, 2015:
| § | Total revenue guidance remains in the range of $49.0 million to $51.0 million in fiscal 2016 |
| § | Cost synergies of approximately $4.0 million in fiscal 2016 as compared to fiscal 2015 combined pro forma operating expenses, exclusive of non-cash purchase price accounting adjustments such as amortization of identifiable intangibles, an increase from the initial guidance of $3.0 million |
| § | Cash operating loss, excluding merger-related costs, in the range of $1.0 million to $2.0 million in fiscal 2016, an improvement from the initial guidance of cash operating loss in the range of $2.0 million to $3.0 million |
| § | Cash flow breakeven from operations for the second half of fiscal 2016 and cash flow positive from operations for the fiscal year ending March 31, 2017 |
Conference Call
Cogentix Medical will host a conference call and webcast today at 4:30 p.m. Eastern Time (3:30 p.m. Central Time). Rob Kill, President and Chief Executive Officer, and Brett Reynolds, Chief Financial Officer, will host the event. Individuals wishing to participate in the conference call should dial 866-410-4406 with the conference ID number 63904451. To access a live webcast of the call, go to the investor relations section of Cogentix Medical’s website at ir.cogentixmedical.com.
An audio replay will be available for 30 days following the call at 855-859-2056 with the conference ID number 63904451. An archived webcast will also be available at ir.cogentixmedical.com.
About Cogentix Medical
Cogentix Medical, Inc., headquartered in Minnetonka, Minnesota, with additional operations in New York, Massachusetts, The Netherlands and the United Kingdom, is a global medical device company. We design, develop, manufacture and market products for flexible endoscopy with our unique product lines featuring a streamlined visualization system and proprietary sterile disposable microbial barrier, known as EndoSheath technology, providing users with efficient and cost effective endoscope turnover while enhancing patient safety. We also commercialize the Urgent® PC Neuromodulation System, an FDA-cleared device that delivers percutaneous tibial nerve stimulation (PTNS) for the office-based treatment of overactive bladder (OAB). OAB is a chronic condition that affects approximately 42 million U.S. adults. The symptoms include urinary urgency, frequency and urge incontinence. We also offer Macroplastique®, an injectable urethral bulking agent for the treatment of adult female stress urinary incontinence primarily due to intrinsic sphincter deficiency. For more information on Cogentix Medical and our products, please visit us at www.cogentixmedical.com. ‘CGNT-G’
For Further Information:
Cogentix Medical, Inc.
Brett Reynolds, SVP and CFO
952-426-6152
EVC Group
Doug Sherk/Brian Moore (Investors)
415-652-9100/310-579-6199
Cautionary Statements Related to Forward-Looking Statements
This press release includes forward-looking statements. These forward-looking statements generally can be identified by the use of words such as “anticipate,” “expect,” “plan,” “could,” “may,” “will,” “believe,” “estimate,” “forecast,” “goal,” “project,” and other words of similar meaning. Forward-looking statements in this press release include, but are not limited to, statements about the benefits of the merger; expected revenue growth rates; the anticipated timing of cash flow breakeven from operations and cash flow positive from operations; and our plans, objectives, expectations and intentions with respect to future operations, products and services. Each forward-looking statement contained in this press release is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statement. Applicable risks and uncertainties include, among others, the effects of industry, economic or political conditions outside of our control; the failure to realize synergies and cost-savings from the merger transaction or delay in realization thereof; the businesses of Uroplasty and Vision-Sciences may not be combined successfully, or such combination may take longer, be more difficult, time-consuming or costly to accomplish than expected; operating costs and business disruption following completion of the transaction, including adverse effects on employee retention and on our business relationships with third parties; transaction and merger-related costs; actual or contingent liabilities; the adequacy of our capital resources; and the risks identified under the heading “Risk Factors” in the annual report on Form 10-K, for the fiscal year ended March 31, 2015, filed with the Securities and Exchange Commission (“SEC”) on June 25, 2015, as well as our subsequent quarterly reports on Form 10-Q and other information filed by us with the SEC. We caution investors not to place considerable reliance on the forward-looking statements contained in this presentation. You are encouraged to read our filings with the SEC, available at www.sec.gov, for a discussion of these and other risks and uncertainties. The forward-looking statements in this presentation speak only as of the date of this release, and we undertake no obligation to update or revise any of these statements. Our businesses are subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
|
Three Months Ended
September 30,
|
Six Months Ended
September 30,
|
|||||||||||||||
|
2015
|
2014
|
2015
|
2014
|
|||||||||||||
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Net sales
|
$
|
11,834,187
|
$
|
6,454,630
|
$
|
22,984,399
|
$
|
12,839,259
|
||||||||
|
Cost of goods sold
|
3,953,940
|
753,225
|
7,606,845
|
1,544,536
|
||||||||||||
|
Gross profit
|
7,880,247
|
5,701,405
|
15,377,554
|
11,294,723
|
||||||||||||
|
Operating expenses
|
||||||||||||||||
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General and administrative
|
1,935,286
|
1,288,297
|
3,828,559
|
2,865,665
|
||||||||||||
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Research and development
|
1,035,253
|
651,035
|
2,097,712
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1,560,479
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||||||||||||
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Selling and marketing
|
5,845,798
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4,818,704
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12,496,942
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10,091,325
|
||||||||||||
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Merger related costs
|
437,252
|
-
|
905,699
|
-
|
||||||||||||
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Amortization of intangibles
|
634,191
|
8,226
|
1,268,382
|
16,552
|
||||||||||||
|
9,887,780
|
6,766,262
|
20,597,294
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14,534,021
|
|||||||||||||
|
Operating loss
|
(2,007,533
|
)
|
(1,064,857
|
)
|
(5,219,740
|
)
|
(3,239,298
|
)
|
||||||||
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Other income (expense)
|
||||||||||||||||
|
Interest income
|
964
|
1,833
|
2,546
|
4,845
|
||||||||||||
|
Interest expense
|
(353,387
|
)
|
-
|
(696,942
|
)
|
-
|
||||||||||
|
Foreign currency exchange gain (loss)
|
1,847
|
(2,190
|
)
|
4,846
|
(1,279
|
)
|
||||||||||
|
(350,576
|
)
|
(357
|
)
|
(689,550
|
)
|
3,566
|
||||||||||
|
Loss before income taxes
|
(2,358,109
|
)
|
(1,065,214
|
)
|
(5,909,290
|
)
|
(3,235,732
|
)
|
||||||||
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Income tax expense
|
10,532
|
15,032
|
28,110
|
34,847
|
||||||||||||
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Net loss
|
$
|
(2,368,641
|
)
|
$
|
(1,080,246
|
)
|
$
|
(5,937,400
|
)
|
$
|
(3,270,579
|
)
|
||||
|
Basic and diluted net loss per common share
|
$
|
(0.09
|
)
|
$
|
(0.07
|
)
|
$
|
(0.23
|
)
|
$
|
(0.21
|
)
|
||||
|
Weighted average common shares outstanding:
|
||||||||||||||||
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Basic and diluted
|
25,410,646
|
15,707,835
|
25,377,047
|
15,763,286
|
||||||||||||
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
|
September 30, 2015
|
March 31, 2015
|
|||||||
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Assets
|
||||||||
|
Current assets:
|
||||||||
|
Cash and cash equivalents
|
$
|
2,928,694
|
$
|
9,261,903
|
||||
|
Accounts receivable, net
|
6,497,912
|
7,306,653
|
||||||
|
Inventories
|
4,963,630
|
4,825,984
|
||||||
|
Other
|
1,636,371
|
749,466
|
||||||
|
Total current assets
|
16,026,607
|
22,144,006
|
||||||
|
Property, plant, and equipment, net
|
2,605,934
|
1,813,343
|
||||||
|
Goodwill
|
18,749,888
|
18,749,888
|
||||||
|
Other intangible assets, net
|
12,480,200
|
13,748,582
|
||||||
|
Deferred tax assets and other
|
309,211
|
296,860
|
||||||
|
Total assets
|
$
|
50,171,840
|
$
|
56,752,679
|
||||
|
Liabilities and Shareholders’ Equity
|
||||||||
|
Current liabilities:
|
||||||||
|
Accounts payable
|
$
|
3,318,159
|
$
|
3,967,975
|
||||
|
Interest payable
|
676,165
|
523,743
|
||||||
|
Income tax payable
|
31,628
|
25,998
|
||||||
|
Accrued liabilities:
|
||||||||
|
Compensation
|
2,806,252
|
3,285,952
|
||||||
|
Other
|
1,052,179
|
2,450,058
|
||||||
|
Total current liabilities
|
7,884,383
|
10,253,726
|
||||||
|
Convertible debt – related party, net
|
23,064,570
|
22,529,497
|
||||||
|
Accrued pension liability
|
998,829
|
955,780
|
||||||
|
Other
|
758,531
|
265,766
|
||||||
|
Total liabilities
|
32,706,313
|
34,004,769
|
||||||
|
Total shareholders’ equity
|
17,465,527
|
22,747,910
|
||||||
|
Total liabilities and shareholders’ equity
|
$
|
50,171,840
|
$
|
56,752,679
|
||||
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
Six Months Ended
September 30,
|
||||||||
|
2015
|
2014
|
|||||||
|
Cash flows from operating activities:
|
||||||||
|
Net loss
|
$
|
(5,937,400
|
)
|
$
|
(3,270,579
|
)
|
||
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||||||
|
Depreciation and amortization
|
1,704,914
|
139,252
|
||||||
|
Loss on disposal of equipment
|
4,859
|
834
|
||||||
|
Amortization of premium on marketable securities
|
-
|
311
|
||||||
|
Share-based compensation expense
|
640,049
|
660,891
|
||||||
|
Amortization of discount on related party debt
|
535,073
|
-
|
||||||
|
Long term incentive plan
|
(105,770
|
)
|
-
|
|||||
|
Tax expense (benefit)
|
(5,382
|
)
|
1973
|
|||||
|
Deferred rent
|
616,375
|
23,150
|
||||||
|
Proceeds from restricted stock exchanged for taxes
|
(20,008
|
)
|
||||||
|
Changes in operating assets and liabilities:
|
||||||||
|
Accounts receivable, net
|
53,299
|
155,498
|
||||||
|
Inventories
|
(134,743
|
)
|
(10,822
|
)
|
||||
|
Other current assets
|
(104,039
|
)
|
(18,093
|
)
|
||||
|
Accounts payable
|
(647,275
|
)
|
(230,103
|
)
|
||||
|
Interest payable
|
152,422
|
|||||||
|
Accrued compensation
|
(482,808
|
)
|
113,132
|
|||||
|
Accrued liabilities, other
|
(1,467,230
|
)
|
(5,669
|
)
|
||||
|
Accrued pension liability
|
9,190
|
(35,524
|
)
|
|||||
|
Deferred revenue
|
47,707
|
-
|
||||||
|
Net cash used in operating activities
|
(5,140,767
|
)
|
(2,475,749
|
)
|
||||
|
Cash flows from investing activities:
|
||||||||
|
Proceeds from maturity of available-for-sale instruments
|
-
|
3,450,000
|
||||||
|
Purchases of property, plant and equipment
|
(1,216,962
|
)
|
(128,041
|
)
|
||||
|
Proceeds from sale of property, plant and equipment
|
(120
|
)
|
1,552
|
|||||
|
Net cash used in (provided by) investing activities
|
(1,217,082
|
)
|
3,323,511
|
|||||
|
Cash flows from financing activities:
|
||||||||
|
Proceeds from exercise of stock options
|
-
|
67,850
|
||||||
|
Net cash provided by financing activities
|
-
|
67,850
|
||||||
|
Effect of exchange rates on cash and cash equivalents
|
24,639
|
(57,053
|
)
|
|||||
|
Net (decrease) increase in cash and cash equivalents
|
(6,333,210
|
)
|
858,559
|
|||||
|
Cash and cash equivalents at beginning of period
|
9,261,904
|
8,681,609
|
||||||
|
Cash and cash equivalents at end of period
|
$
|
2,928,694
|
$
|
9,540,168
|
||||
|
Supplemental disclosure of cash flow information:
|
||||||||
|
Cash paid during the period for income tax
|
$
|
16,672
|
$
|
42,715
|
||||
|
Cash paid during the period for interest
|
$
|
7,975
|
-
|
|||||
Non-GAAP Financial Measures:
The tables set forth below titled “Pro forma Combined Revenue (Unaudited)” provides the non-GAAP, pro forma combined revenue as if Vision-Sciences, Inc. and Uroplasty, Inc. had merged as of the earliest reported date and is the sum of the historical results of each predecessor company. This non-GAAP, pro forma information does not take into account any purchase price adjustments. The row labeled “Former UPI Revenue” within such tables reflects the GAAP revenue of the Company for the quarter and six months ended September 30, 2014.
The tables set forth below entitled “Pro forma Combined Statements of Operations (Unaudited)” provides the non-GAAP, pro forma combined statement of operations of Vision-Sciences and Uroplasty as if they had merged as of the earliest reported date and is the sum of the historical results of each predecessor company. Such tables reconcile the Company’s net loss calculated in accordance with GAAP to non-GAAP financial measures that exclude non-cash charges for share-based compensation, long-term incentive plan, depreciation and amortization as well as merger-related costs.
The non-GAAP, pro forma combined financial information used by management and disclosed by us is not a substitute for, nor superior to, financial information and consolidated financial results calculated in accordance with GAAP, and you should carefully evaluate our reconciliations to non-GAAP. We may calculate our non-GAAP, pro forma combined financial information differently from similarly titled measures used by other companies. Therefore, our non-GAAP, pro forma combined financial information may not be comparable to those used by other companies. We have described the reconciliations of each of our non-GAAP, pro forma combined financial information described above to the most directly comparable GAAP financial measures.
We use this non-GAAP financial information, and in particular non-GAAP net loss, for internal managerial purposes because we believe such measures are one important indicator of the strength and the operating performance of our business. Analysts and investors frequently ask us for this information. We believe that they use this information to evaluate the overall operating performance of companies in our industry, including as a means of comparing period-to-period results and as a means of evaluating our results with those of other companies.
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
PRO FORMA COMBINED REVENUE (UNAUDITED)
(NON-GAAP)
SECOND QUARTER ENDED September 30,
|
(dollars in thousands)
|
||||||||||||||||
|
Market/Product
|
2015
|
2014
|
$ Change
|
% Change
|
||||||||||||
|
Urology
|
$
|
2,889
|
$
|
2,209
|
$
|
680
|
30.8
|
%
|
||||||||
|
Airway Management
|
760
|
1,058
|
(298
|
)
|
(28.2
|
%)
|
||||||||||
|
Industrial
|
939
|
843
|
96
|
(11.4
|
%)
|
|||||||||||
|
Former VSCI Revenue
|
4,588
|
4,110
|
478
|
11.6
|
%
|
|||||||||||
|
UPC
|
5,067
|
4,252
|
815
|
19.2
|
%
|
|||||||||||
|
MPQ
|
1,882
|
1,924
|
(42
|
)
|
(2.2
|
%)
|
||||||||||
|
Other
|
297
|
279
|
18
|
6.5
|
%
|
|||||||||||
|
Former UPI Revenue
|
7,246
|
6,455
|
791
|
12.3
|
%
|
|||||||||||
|
Combined Revenue
|
$
|
11,834
|
$
|
10,565
|
$
|
1,269
|
12.0
|
%
|
||||||||
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
PRO FORMA COMBINED STATEMENT OF OPERATIONS (UNAUDITED)
(NON-GAAP)
SECOND QUARTER ENDED September 30,
|
(dollars in thousands)
|
2015
|
2014
|
$ Change
|
% Change
|
||||||||||||
|
Revenue
|
$
|
11,834
|
$
|
10,565
|
$
|
1,269
|
12.0
|
%
|
||||||||
|
Gross profit
|
7,880
|
6,959
|
921
|
13.2
|
%
|
|||||||||||
|
66.6
|
%
|
65.9
|
%
|
|||||||||||||
|
Operating costs
|
8,816
|
9,457
|
(641
|
)
|
(6.8
|
%)
|
||||||||||
|
Amortization of intangibles
|
634
|
8
|
626
|
n/
|
m
|
|||||||||||
|
Merger-related costs
|
437
|
-
|
437
|
n/
|
m
|
|||||||||||
|
Operating loss
|
(2,007
|
)
|
(2,506
|
)
|
499
|
(19.9
|
%)
|
|||||||||
|
Non cash operating costs
|
1,187
|
792
|
395
|
49.9
|
%
|
|||||||||||
|
Merger-related costs
|
437
|
-
|
437
|
n/
|
m
|
|||||||||||
|
Cash net loss, excluding merger-related costs
|
$
|
(383
|
)
|
$
|
(1,714
|
)
|
$
|
1,331
|
(77.7
|
%)
|
||||||
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
PRO FORMA COMBINED REVENUE (UNAUDITED)
(NON-GAAP)
SIX MONTHS ENDED September 30,
|
(dollars in thousands)
|
||||||||||||||||
|
Market/Product
|
2015
|
2014
|
$ Change
|
% Change
|
||||||||||||
|
Urology
|
$
|
5,566
|
$
|
4,263
|
$
|
1,303
|
30.6
|
%
|
||||||||
|
Airway Management
|
1,833
|
2,064
|
(231
|
)
|
(11.2
|
%)
|
||||||||||
|
Industrial
|
1,431
|
1,535
|
(104
|
)
|
(6.8
|
%)
|
||||||||||
|
Former VSCI Revenue
|
8,830
|
7,862
|
968
|
12.3
|
%
|
|||||||||||
|
UPC
|
9,751
|
8,312
|
1,439
|
17.3
|
%
|
|||||||||||
|
MPQ
|
3,823
|
4,004
|
(181
|
)
|
(4.5
|
%)
|
||||||||||
|
Other
|
580
|
523
|
57
|
10.9
|
%
|
|||||||||||
|
Former UPI Revenue
|
14,154
|
12,839
|
1,315
|
10.2
|
%
|
|||||||||||
|
Combined Revenue
|
$
|
22,984
|
$
|
20,701
|
$
|
2,283
|
11.0
|
%
|
||||||||
COGENTIX MEDICAL, INC. AND SUBSIDIARIES
PRO FORMA COMBINED STATEMENT OF OPERATIONS (UNAUDITED)
(NON-GAAP)
SIX MONTHS ENDED September 30,
|
(dollars in thousands)
|
2015
|
2014
|
$ Change
|
% Change
|
||||||||||||
|
Revenue
|
$
|
22,984
|
$
|
20,701
|
$
|
2,283
|
11.0
|
%
|
||||||||
|
Gross profit
|
15,378
|
13,701
|
1,677
|
12.2
|
%
|
|||||||||||
|
66.9
|
%
|
66.2
|
%
|
|||||||||||||
|
Operating costs
|
18,423
|
20,243
|
(1,820
|
)
|
(9.0
|
%)
|
||||||||||
|
Amortization of intangibles
|
1,268
|
17
|
1,251
|
n/
|
m
|
|||||||||||
|
Merger-related costs
|
906
|
-
|
906
|
n/
|
m
|
|||||||||||
|
Operating loss
|
(5,219
|
)
|
(6,559
|
)
|
1,340
|
(20.4
|
%)
|
|||||||||
|
Non cash operating costs
|
2,239
|
1,534
|
705
|
46.0
|
%
|
|||||||||||
|
Merger-related costs
|
906
|
-
|
906
|
n/
|
m
|
|||||||||||
|
Cash net loss, excluding merger-related costs
|
$
|
(2,074
|
)
|
$
|
(5,025
|
)
|
$
|
2,951
|
(58.7
|
%)
|
||||||