Exhibit 99.1
For more information, please contact:
Joseph K. Jachinowski
President and Chief Executive Officer
IMPAC Medical Systems
(650) 623-8800
ir@impac.com
IMPAC Medical Systems Announces
First Quarter 2004 Results and
Filing of Restated Annual and Quarterly Financial Statements
MOUNTAIN VIEW, CA, April 16, 2004 – IMPAC Medical Systems, Inc. (NASDAQ:IMPCE) announced today its first quarter fiscal 2004 results and that it has filed the following documents with the Securities and Exchange Commission:
• | Form 10-Q for the quarter ended December 31, 2003; |
• | Form 10-K/A for the fiscal year September 30, 2003; and |
• | Forms 10-Q/A for the quarters ended June 30, 2003, March 31, 2003 and December 31, 2002. |
The amendments to the Company’s Form 10-K and Forms 10-Q filed today were in connection with the Company’s previously announced restatement of its financial results to conform certain of its revenue recognition policies to Statement of Position (SOP) 97-2 “Software Revenue Recognition.”
Results for First Quarter of Fiscal 2004
Highlights for the first quarter of fiscal 2004 include:
• | Net sales increased 29.0% to $14.4 million in the first fiscal quarter of 2004 compared with $11.2 million in the same prior year period. |
• | Gross profit increased 24.0% to $9.3 million in the first fiscal quarter of 2004 compared with $7.5 million in the same prior year period. |
• | Diluted net income (loss) available to common stockholders per share improved to $0.07 in the first fiscal quarter of fiscal 2004 from $(0.21) in the same prior year period. |
• | Pro forma diluted net income per share remained constant at $0.07 in the first quarter of fiscal 2004 and 2003. |
• | No accretion charges related to redeemable convertible preferred stock were recorded in the first fiscal quarter of 2004 as these are no longer applicable. |
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• | Total backlog on December 31, 2003 amounted to $69.6 million compared with $51.8 million a year ago, a 34.3% increase. |
• | Net working capital of $21.3 million, cash and cash equivalents and available for sale securities of $45.6 million and $178,000 in debt. |
• | We acquired Tamtron Corporation and Medical Registry Services, Inc from IMPATH Inc. |
Pro forma net income in the first quarter of fiscal 2004 totaled $684,000, down 0.4% from $687,000 million in the corresponding prior year period. Pro forma figures represent adjustments to reflect the effect of our initial public offering of common stock on November 20, 2002 as if it had happened at the beginning of fiscal year 2003 and the elimination of the non-cash accretion charges relating to the redeemable convertible preferred stock, which converted into common stock on the date of the closing of the initial public offering (see below for a reconciliation of the results reported under U.S. generally accepted accounting principles [GAAP] to pro forma results). Accordingly, no adjustments were necessary to arrive at the pro forma net income amount for the first quarter of fiscal 2004. The related pro forma diluted net income per share for the first quarter of fiscal 2004 and 2003 totaled $0.07 calculated with pro forma diluted weighted-average shares outstanding of approximately 10.2 million and 9.8 million in the respective periods.
Filing of Amended Annual and Quarterly Financial Results
As previously announced, the Company has restated its previously filed Form 10-K and Forms 10-Q to conform certain of its revenue recognition policies to SOP 97-2. As a result of the impact of changes in the timing of revenue recognition, net sales decreased by $2.8 million, $2.6 million, $4.4 million and $6.2 million in the fiscal years ended September 30, 2000, 2001, 2002 and 2003, respectively, with corresponding increases in deferred revenues. The decreases in revenue ranged from approximately 8% to 10% of previously reported revenue and are within the 6% to 13% guidance previously provided.
Net income decreased by $1.4 million, $1.5 million, $2.2 million and $3.5 million in the fiscal years ended September 30, 2000, 2001, 2002 and 2003, respectively. These reductions in net income ranged from 42% to 49% of previously reported net income as compared with the 45% to 59% guidance previously provided. IMPAC expects that the increase in deferred revenues will contribute to higher net income in the future periods in which the deferred revenue is recognized.
The restatement did not impact any customer receipts, and previously reported total cash flows from operations did not change. In addition, the review leading to the restatement produced no evidence indicating any fraudulent behavior or intent to mislead investors.
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Nasdaq Appeal Status
At a March 18, 2004 hearing, the Company requested an exception from the Nasdaq Listing Qualifications Panel for IMPAC’s common stock to continue to trade on The Nasdaq National Market. The requested exception would allow IMPAC to file its Form 10-Q for the quarter ended December 31, 2003 by April 30, 2004, which the Company has now done, and the amendment to its Form 8-K relating to the recent acquisition of substantially all of the assets and certain liabilities of Tamtron Corporation and Medical Registry Services, Inc. to include the required historical and pro forma financial statements of the merged companies by May 15, 2004. IMPAC is awaiting a decision from the Nasdaq Listing Qualifications Panel regarding the Company’s request. The Company expects to file the amendment to the Form 8-K within the next two weeks. Once the amendment to the Form 8-K is filed, the Company will be in compliance with its SEC reporting obligations.
About IMPAC Medical Systems Inc.
IMPAC Medical Systems, Inc. is a leading provider of specialized IT solutions that streamline both clinical and business operations to help improve the process of delivering quality patient care. With open integration to multiple healthcare data and imaging systems, IMPAC offers a comprehensive IT solution that includes specialized electronic charting, full-featured practice management, clinical laboratory management, and outcomes reporting. Supporting over 1,700 installations worldwide, IMPAC delivers practical solutions that deliver better overall communication, process efficiency and quality patient care. For more information about IMPAC Medical Systems’ products and services, please call 650-623-8800 or visitwww.impac.com.
The statements contained in this press release that are not purely historical are forward looking statements within the meaning of Section 21E of the Securities and Exchange Act of 1934, including statements regarding the company’s expectations, beliefs, hopes, intentions or strategies regarding the future. Forward looking statements include statements regarding the company’s review of its revenue recognition policies and intent to restate its historical financial statements, possible delisting from the Nasdaq Stock Market, business strategy, timing of, and plans for, the introduction of new products and enhancements, future sales, market growth and direction, competition, market share, revenue growth, operating margins and profitability. All forward looking statements included in this document are based upon information available to the company as of the date hereof, and the company assumes no obligation to update any such forward looking statement. Actual results could differ materially from the company’s current expectations as a result of known and unknown risks and uncertainties. Factors that could cause or contribute to such differences include the company’s ability to expand outside the radiation oncology market or expand into international markets, lost sales or lower sales prices due to competitive pressures, ability to integrate its products successfully with related products and systems in the medical services industry, reliance on distributors and manufacturers of oncology equipment to market its products, and other factors and risks discussed in the company’s Form 10-K/A and other reports filed by the company from time to time with the Securities and Exchange Commission.
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IMPAC MEDICAL SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three Months Ended December 31, | ||||||||
(In thousands, except per share amounts) | 2003 | 2002 | ||||||
Restated | ||||||||
Sales: | ||||||||
Software license and other, net | $ | 8,338 | $ | 6,707 | ||||
Maintenance and services | 6,053 | 4,453 | ||||||
Total net sales | 14,391 | 11,160 | ||||||
Cost of sales: | ||||||||
Software license and other, net | 2,930 | 1,994 | ||||||
Maintenance and services | 2,203 | 1,701 | ||||||
Total cost of sales | 5,133 | 3,695 | ||||||
Gross profit | 9,258 | 7,465 | ||||||
Operating expenses: | ||||||||
Research and development | 2,431 | 2,112 | ||||||
Sales and marketing | 4,008 | 3,161 | ||||||
General and administrative | 1,235 | 1,111 | ||||||
Amortization of intangible assets | 120 | 102 | ||||||
Write-off of purchased in process research and development | 557 | — | ||||||
Total operating expenses | 8,351 | 6,486 | ||||||
Operating income | 907 | 979 | ||||||
Interest and other income, net | 145 | 77 | ||||||
Income before provision for income taxes | 1,052 | 1,056 | ||||||
Provision for income taxes | (368 | ) | (369 | ) | ||||
Net income | 684 | 687 | ||||||
Accretion of redeemable convertible preferred stock | — | (2,229 | ) | |||||
Net income (loss) available to common stockholders | $ | 684 | $ | (1,542 | ) | |||
Net income (loss) per common share: | ||||||||
Basic | $ | 0.07 | $ | (0.21 | ) | |||
Diluted | $ | 0.07 | $ | (0.21 | ) | |||
Weighted-average shares used in computing net income (loss) per common share: | ||||||||
Basic | 9,758 | 7,469 | ||||||
Diluted | 10,240 | 7,469 | ||||||
Pro forma net income | $ | 684 | $ | 687 | ||||
Pro forma net income per share, diluted | $ | 0.07 | $ | 0.07 | ||||
Weighted-average shares used in computing diluted pro forma net income per share | 10,240 | 9,812 | ||||||
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IMPAC MEDICAL SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
(In thousands) | December 31, 2003 | September 30, 2003 | ||||||
Restated | ||||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 36,220 | $ | 57,979 | ||||
Available-for-sale securities | 5,575 | 7,052 | ||||||
Accounts receivable, net | 15,957 | 12,100 | ||||||
Unbilled accounts receivable | 975 | — | ||||||
Income tax refund receivable | 339 | 339 | ||||||
Inventories | 69 | 66 | ||||||
Deferred income taxes, net | 6,966 | 6,334 | ||||||
Prepaid expenses and other current assets | 4,905 | 4,667 | ||||||
Total current assets | 71,006 | 88,537 | ||||||
Available-for-sale securities | 3,765 | 2,719 | ||||||
Property and equipment, net | 3,820 | 3,573 | ||||||
Deferred income taxes | 1,116 | 1,137 | ||||||
Goodwill | 13,760 | 654 | ||||||
Other intangible assets, net | 9,436 | 918 | ||||||
Other assets | 459 | 459 | ||||||
Total assets | $ | 103,362 | $ | 97,997 | ||||
Liabilities, Redeemable Convertible Preferred Stock, Common Stock Subject to Rescission Rights and Stockholders’ Equity | ||||||||
Current liabilities: | ||||||||
Customer deposits | $ | 10,679 | $ | 10,900 | ||||
Accounts payable | 427 | 864 | ||||||
Accrued liabilities | 2,951 | 4,758 | ||||||
Income taxes payable | 2,820 | 2,353 | ||||||
Deferred revenue | 32,694 | 27,079 | ||||||
Capital lease obligations | 157 | 74 | ||||||
Total current liabilities | 49,728 | 46,028 | ||||||
Customer deposits | 232 | 232 | ||||||
Capital lease obligations, non-current | 21 | 41 | ||||||
Total liabilities | 49,981 | 46,301 | ||||||
Common stock subject to rescission rights | — | 98 | ||||||
Stockholders’ equity: | ||||||||
Preferred stock | — | — | ||||||
Common stock | 10 | 10 | ||||||
Additional paid-in capital | 48,908 | 47,792 | ||||||
Accumulated other comprehensive loss | (33 | ) | (16 | ) | ||||
Retained earnings | 4,496 | 3,812 | ||||||
Total stockholders’ equity | 53,381 | 51,598 | ||||||
Total liabilities, redeemable convertible preferred stock, common stock subject to rescission rights and stockholders’ equity | $ | 103,362 | $ | 97,997 | ||||
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IMPAC MEDICAL SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Three Months Ended December 31, | ||||||||
(In thousands) | 2003 | 2002 | ||||||
Restated | ||||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 684 | $ | 687 | ||||
Adjustments to reconcile net income to net cash used in operating activities: | ||||||||
Depreciation and amortization of property and equipment | 438 | 402 | ||||||
Amortization of goodwill and other intangible assets | 120 | 102 | ||||||
Provision for doubtful accounts | 32 | 30 | ||||||
Write-off of purchased in-process research and development | 557 | — | ||||||
Changes in assets and liabilities, net of effects of acquisitions: | ||||||||
Accounts receivable | (1,391 | ) | (2,549 | ) | ||||
Inventories | (3 | ) | 29 | |||||
Prepaid expenses and other current assets | (222 | ) | 614 | |||||
Other assets | 37 | (71 | ) | |||||
Customer deposits | (221 | ) | 214 | |||||
Accounts payable | (437 | ) | (5 | ) | ||||
Accrued liabilities | (1,810 | ) | (1,142 | ) | ||||
Income tax payable/refund receivable | 486 | (1,130 | ) | |||||
Deferred revenue | 2,006 | 1,904 | ||||||
Deferred income taxes | (631 | ) | — | |||||
Net cash used in operating activities | (373 | ) | (915 | ) | ||||
Cash flows from investing activities: | ||||||||
Acquisition of property and equipment | (372 | ) | (565 | ) | ||||
Payments for the acquisition of Tamtron and MRS | (22,430 | ) | — | |||||
Purchases of available-for-sale securities | (17,674 | ) | (7,648 | ) | ||||
Proceeds from sales of available-for-sale securities | 9,246 | 46 | ||||||
Proceeds from maturities of available-for-sale securities | 8,835 | 7,764 | ||||||
Net cash used in investing activities | (22,395 | ) | (403 | ) | ||||
Cash flows from financing activities: | ||||||||
Principal payments on capital leases | (18 | ) | (15 | ) | ||||
Proceeds from the issuance of common stock, net | 1,019 | 24,477 | ||||||
Net cash provided by financing activities | 1,001 | 24,462 | ||||||
Effect of exchange rates on cash | 9 | (15 | ) | |||||
Net increase (decrease) in cash and cash equivalents | (21,768 | ) | 23,144 | |||||
Cash and cash equivalents at beginning of period | 57,979 | 23,432 | ||||||
Cash and cash equivalents at end of period | $ | 36,220 | $ | 46,561 | ||||
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A reconciliation of the numerator and denominator used in calculating pro forma diluted earnings per share is as follows:
Three Months Ended December 31, | |||||||
In thousands, except per share amounts | 2003 | 2002 | |||||
Restated | |||||||
(unaudited) | |||||||
Net income (loss) available to common stockholders | $ | 684 | $ | (1,542 | ) | ||
Accretion of redeemable convertible preferred stock | — | 2,229 | |||||
Pro forma net income | $ | 684 | $ | 687 | |||
Weighted average shares outstanding, basic and diluted | 9,758 | 7,469 | |||||
Adjustment to reflect the IPO shares as if they had been outstanding the entire period | — | 1,039 | |||||
Adjustment to reflect the preferred stock conversion as if it had happened at the beginning of the period | — | 686 | |||||
Dilutive effect of outstanding options | 482 | 618 | |||||
Pro forma diluted weighted average shares outstanding | 10,240 | 9,812 | |||||
Pro forma diluted earnings per share | $ | 0.07 | $ | 0.07 | |||
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A summary of our results as previously reported and as restated for fiscal years 2000, 2001, 2002 and 2003 is as follows:
Consolidated Statement of Operations Data:
For the Years Ended September 30, | ||||||||||||||||||||||||||
2000 | 2001 | 2002 | 2003 | |||||||||||||||||||||||
As Reported | Restated | As Reported | Restated | As Reported | Restated | As Reported | Restated | |||||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||||||||
Net sales | $ | 27,674 | $ | 24,901 | $ | 33,857 | $ | 31,229 | $ | 45,688 | $ | 41,240 | $ | 61,059 | $ | 54,880 | ||||||||||
Gross profit | 20,129 | 17,557 | 24,226 | 21,728 | 33,249 | 29,008 | 43,163 | 37,274 | ||||||||||||||||||
Operating income | 5,251 | 2,845 | 4,190 | 1,743 | 7,835 | 4,169 | 13,202 | 7,418 | ||||||||||||||||||
Net income | 3,017 | 1,529 | 5,181 | 2,984 | 8,656 | 5,175 | ||||||||||||||||||||
Net income (loss) available to common stockholders | 2,567 | 1,119 | 1,586 | 98 | (3,369 | ) | (5,566 | ) | 6,427 | 2,946 | ||||||||||||||||
Net income (loss) per common share: | ||||||||||||||||||||||||||
Basic | $ | 0.43 | $ | 0.19 | $ | 0.26 | $ | 0.02 | $ | (0.56 | ) | $ | (0.92 | ) | $ | 0.71 | $ | 0.33 | ||||||||
Diluted | $ | 0.40 | $ | 0.18 | $ | 0.25 | $ | 0.02 | $ | (0.56 | ) | $ | (0.92 | ) | $ | 0.66 | $ | 0.30 | ||||||||
Consolidated Balance Sheet Data:
As of September 30, | ||||||||||||||||||||||||
2000 | 2001 | 2002 | 2003 | |||||||||||||||||||||
As Reported | Restated | As Reported | Restated | As Reported | Restated | As Reported | Restated | |||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Allowance for doubtful accounts | $ | 251 | $ | 219 | $ | 251 | $ | 295 | $ | 520 | $ | 224 | $ | 583 | $ | 355 | ||||||||
Prepaid expenses and other current assets | 1,503 | 1,838 | 1,760 | 2,353 | 3,281 | 4,316 | 3,169 | 4,667 | ||||||||||||||||
Deferred income taxes, net | 1,570 | 2,661 | 1,689 | 3,840 | 1,576 | 4,962 | 1,782 | 7,471 | ||||||||||||||||
Deferred revenue | 4,493 | 7,266 | 6,118 | 11,519 | 8,194 | 18,043 | 11,051 | 27,079 | ||||||||||||||||
Retained earnings | 7,800 | 6,352 | 9,386 | 6,450 | 7,148 | 866 | 12,426 | 3,812 |
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