Exhibit 99.1
FOR IMMEDIATE RELEASE
TORNIER REPORTS SECOND QUARTER 2011 FINANCIAL RESULTS
Extremity Product Sales Growth Reported at 19%, 14% Constant Currency
Sales and Adjusted EBITDA Guidance Maintained for 2011
AMSTERDAM, The Netherlands, August 9, 2011 — Tornier N.V. (NASDAQ: TRNX), a global medical device company focused on providing surgical solutions to orthopaedic extremity specialists, reported sales of $65.2 million for the second quarter of 2011 compared to sales of $54.6 million for the second quarter 2010, an increase of 19.4% as reported and 12.2% in constant currency. Year to date sales were reported at $134.6 million compared to sales of $116.4 million in the first half of 2010, an increase of 15.6% as reported and 12.1% in constant currency. Second quarter 2011 sales of Tornier’s extremity product categories increased 19.3% as reported, 14.4% in constant currency over the prior year’s second quarter, and represented 78% of reported global sales.
Douglas W. Kohrs, President and Chief Executive Officer of Tornier, commented, “We are pleased to report double digit constant currency growth in the second quarter despite a challenging health care utilization environment. Upper extremities lead our global growth as the new Aequalis™ Ascend™ shoulder arthroplasty system continues to exceed our expectations while our flagship Aequalis™ family of shoulder arthroplasty systems continues to grow. We also recognized double digit constant currency sales growth of our lower extremity and sports medicine/biologics product categories and we continue to expect these product lines to benefit in the second half from global expansion and several new product introductions.”
The Company’s second quarter 2011 adjusted EBITDA, as defined in the GAAP to non-GAAP reconciliation provided later in this release, was $6.2 million or 9.6% of sales, compared to $6.0 million in the same quarter last year. For the first six months of 2011, adjusted EBITDA reached $15.4 million or 11.4% of sales, compared to $10.8 million or 9.2% of sales in the same period last year.
Mr. Kohrs continued, “Our second quarter operating results met our expectations and we remain on track to demonstrate continued improvement in adjusted EBITDA for the full year, while maintaining our commitment to innovation, evidence-based medicine, and clinical education.”
Sales and Product Review
Tornier’s second quarter 2011 constant currency sales growth of 12.2% continued to be led by its extremity product line categories which together posted constant currency growth of 14.4% over second quarter 2010. Within the extremity products group, second quarter constant currency growth of the upper extremity category was 15.1% led by the new Aequalis™ Ascend™ arthroplasty system. The recent international launch of the new Simpliciti™ stemless shoulder system is expected to contribute to upper extremity sales growth in the second half of 2011. Tornier’s lower extremity and sports medicine and biologics product categories posted constant currency sales growth rates of 11.2% and 11.8%, respectively, in the
second quarter over the same quarter last year. The lower extremity product category is beginning to benefit from the expanded instrument set availability for key new products such as the Stabilis™ ankle fusion system and the Wave® calcaneal fracture system. Tornier’s sports medicine and biologics product category has seen the early benefit of the launch of the BioFiber® surgical mesh and expanded availability in our international markets. Tornier’s large joint product category again posted above market constant currency growth in the second quarter at 4.5% over the same quarter last year, primarily as the result of favorable reception to the Company’s total hip arthroplasty systems.
On a geographic basis as compared to second quarter 2010, Tornier’s second quarter 2011 sales in the United States increased by 12.1% and represented 53% of global sales. International sales increased 28.7% in the quarter as reported and 12.3% in constant currency, representing 47% of global sales.
Outlook
The Company is confirming and narrowing its previous guidance and now projects 2011 sales in the range of $260 to $265 million, representing growth of 14% to 17% as reported, and 12% to 14% in constant currency over 2010 sales. The Company projects 2011 adjusted EBITDA, as described in the GAAP to non-GAAP reconciliation provided later in this release, of $29 to $32 million or 11% to 12% of total sales.
For the third quarter of 2011, the Company projects sales in the range of $57.0 to $59.0 million, representing growth of 15% to 19%, based on recent currency exchange rates, and 12% to 16% in constant currency over third quarter 2010. The Company projects adjusted EBITDA for the third quarter of 2011 of $4.5 to $5.5 million, representing 8% to 9% of sales.
Earnings Call Information
Tornier will host a conference call today at 5:30 p.m. eastern time to discuss its second quarter 2011 financial results. The conference call will be available to interested parties through a live audio webcast available through the Company’s website at www.tornier.com where it will be available for replay beginning two hours after completion of the call and archived and accessible for approximately 12 months. Those without internet access may join the call from within the U.S. by dialing 877-673-5355; outside the U.S., dial +1-760-666-3805.
Forward-Looking Statements
Statements contained in this release that relate to future, not past, events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations of future events and often can be identified by words such as “expect,” “should,” “project,” “anticipate,” “intend,” “will,” “may,” “believe,” “could,” “would,” “continue,” “outlook,” “guidance,” other words of similar meaning or the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause Tornier’s actual results to be materially different than those expressed in or implied by Tornier’s forward-looking statements. For Tornier, such uncertainties and risks include, among others, Tornier’s future operating results and financial performance, fluctuations in foreign currency exchange rates, the effect of global economic conditions, the timing of regulatory approvals and introduction of new products,
physician acceptance, endorsement, and use of new products; the effect of regulatory actions, changes in and adoption of reimbursement rates, potential product recalls, competitor activities and the costs and effects of litigation and changes in tax and other legislation. More detailed information on these and other factors that could affect Tornier’s actual results are described in Tornier’s filings with the U.S. Securities and Exchange Commission, including its most recent annual report on Form 10-K and subsequent quarterly reports on Form 10-Q. Tornier undertakes no obligation to update its forward-looking statements.
About Tornier
Tornier is a global medical device company focused on serving extremities specialists who treat orthopaedic conditions of the shoulder, elbow, wrist, hand, ankle and foot. The Company’s broad offering of over 80 product lines includes joint replacement, trauma, sports medicine, and biologic products to treat the extremities, as well as joint replacement products for the hip and knee in certain international markets. Since its founding approximately 70 years ago, Tornier’s “Specialists Serving Specialists” philosophy has fostered a tradition of innovation, intense focus on surgeon education, and commitment to advancement of orthopaedic technology stemming from its close collaboration with orthopaedic surgeons and thought leaders throughout the world. For more information regarding Tornier, visit www.tornier.com.
Use of Non-GAAP Financial Measures
To supplement Tornier’s consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP), Tornier uses certain non-GAAP financial measures in this release. Reconciliations of the non-GAAP financial measures used in this release to the most comparable U.S. GAAP measures for the respective periods can be found in tables later in this release immediately following the detail of revenue by geography. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for Tornier’s financial results prepared in accordance with GAAP.
Contact: | |
| Carmen Diersen |
| Chief Financial Officer |
| 952-426-7646 |
| cdiersen@tornier.com |
| |
| Doug Kohrs |
| President and Chief Executive Officer |
| 952-426-7606 |
| dkohrs@tornier.com |
Tornier N.V.
Consolidated Statements of Operations
(in thousands, except per share data)
| | Three Months Ended | | Six Months Ended | |
| | (unaudited) | | (unaudited) | |
| | July 3, 2011 | | July 4, 2010 | | July 3, 2011 | | July 4, 2010 | |
Revenue | | $ | 65,158 | | $ | 54,563 | | $ | 134,593 | | $ | 116,406 | |
Cost of goods sold | | 18,017 | | 14,725 | | 38,058 | | 32,001 | |
Gross profit | | 47,141 | | 39,838 | | 96,535 | | 84,405 | |
| | | | | | | | | |
Operating expenses | | | | | | | | | |
Sales and marketing | | 34,872 | | 29,721 | | 69,571 | | 64,191 | |
General and administrative | | 6,362 | | 4,668 | | 12,387 | | 11,194 | |
Research and development | | 5,189 | | 4,003 | | 10,299 | | 8,816 | |
Amortization of intangible assets | | 2,897 | | 2,881 | | 5,707 | | 5,878 | |
Special charges | | 132 | | 28 | | 132 | | 252 | |
Total operating expenses | | 49,452 | | 41,301 | | 98,096 | | 90,331 | |
| | | | | | | | | |
Operating (loss) | | (2,311 | ) | (1,463 | ) | (1,561 | ) | (5,926 | ) |
| | | | | | | | | |
Other income (expense) | | | | | | | | | |
Interest expense | | (489 | ) | (4,935 | ) | (2,967 | ) | (10,765 | ) |
Foreign currency transaction gain (loss) | | 226 | | (3,445 | ) | 147 | | (5,739 | ) |
Loss on extinguishment of debt | | — | | — | | (29,475 | ) | — | |
Other non-operating income (expense) | | 35 | | (153 | ) | 16 | | 61 | |
| | | | | | | | | |
Loss before income taxes | | (2,539 | ) | (9,996 | ) | (33,840 | ) | (22,369 | ) |
Income tax (expense) benefit | | (330 | ) | 1,393 | | 7,002 | | 3,715 | |
| | | | | | | | | |
Consolidated net loss | | (2,869 | ) | (8,603 | ) | (26,838 | ) | (18,654 | ) |
Net loss attributable to non-controlling interest | | — | | — | | — | | (695 | ) |
| | | | | | | | | |
Net loss attributable to Tornier N.V. | | (2,869 | ) | (8,603 | ) | (26,838 | ) | (17,959 | ) |
Accretion of non-controlling interest | | — | | — | | — | | (679 | ) |
| | | | | | | | | |
Net loss attributable to ordinary shareholders | | $ | (2,869 | ) | $ | (8,603 | ) | $ | (26,838 | ) | $ | (18,638 | ) |
| | | | | | | | | |
Net loss per share | | | | | | | | | |
Basic and diluted | | $ | (0.07 | ) | $ | (0.31 | ) | $ | (0.72 | ) | $ | (0.72 | ) |
| | | | | | | | | |
Weighted average ordinary shares outstanding | | | | | | | | | |
Basic and diluted | | 39,040 | | 27,411 | | 37,248 | | 26,039 | |
Tornier N.V.
Condensed Consolidated Balance Sheets
(in thousands)
| | July 3, 2011 | | January 2, 2011 | |
| | (unaudited) | | | |
Assets | | | | | |
Current assets | | | | | |
Cash and cash equivalents | | $ | 59,733 | | $ | 24,838 | |
Accounts receivable, net | | 47,666 | | 42,758 | |
Inventories | | 86,191 | | 77,525 | |
Deferred income taxes and other current assets | | 19,870 | | 28,093 | |
Total current assets | | 213,460 | | 173,214 | |
| | | | | |
Instruments, net | | 47,480 | | 42,378 | |
Property, plant and equipment, net | | 34,825 | | 33,680 | |
Goodwill and intangibles, net | | 248,456 | | 240,854 | |
Deferred income taxes and other assets | | 1,144 | | 1,052 | |
Total assets | | $ | 545,365 | | $ | 491,178 | |
| | | | | |
Liabilities and shareholders’ equity | | | | | |
Current liabilities | | | | | |
Short-term borrowing and current portion of long-term debt | | $ | 13,572 | | $ | 28,392 | |
Accounts payable | | 16,765 | | 12,890 | |
Accrued liabilities and deferred income taxes | | 34,641 | | 34,967 | |
Total current liabilities | | 64,978 | | 76,249 | |
| | | | | |
Notes payable | | — | | 84,261 | |
Other long-term debt | | 27,272 | | 25,467 | |
Deferred income taxes and other long-term liabilities | | 28,280 | | 34,962 | |
Total liabilities | | 120,530 | | 220,939 | |
| | | | | |
Shareholders’ equity | | 424,835 | | 270,239 | |
| | | | | |
Total liabilities and shareholders’ equity | | $ | 545,365 | | $ | 491,178 | |
Tornier N.V.
Consolidated Statements of Cash Flow
(in thousands)
| | Three Months Ended | | Six Months Ended | |
| | (unaudited) | | (unaudited) | |
| | July 3, 2011 | | July 4, 2010 | | July 3, 2011 | | July 4, 2010 | |
Cash flows from operating activities | | | | | | | | | |
Consolidated net loss | | $ | (2,869 | ) | $ | (8,603 | ) | $ | (26,838 | ) | $ | (18,654 | ) |
| | | | | | | | | |
Adjustments to reconcile consolidated net loss to net cash provided by (used in) operating activities | | | | | | | | | |
Depreciation and amortization | | 6,798 | | 6,202 | | 13,891 | | 13,011 | |
Non-cash foreign currency (gain) loss | | (30 | ) | 2,429 | | 603 | | 4,106 | |
Deferred and prepaid income taxes | | 1,904 | | (1,579 | ) | (6,165 | ) | (3,722 | ) |
Share-based compensation | | 1,615 | | 1,276 | | 2,910 | | 2,835 | |
Non-cash interest expense and discount amortization | | — | | 4,622 | | 2,040 | | 9,819 | |
Inventory obsolescence | | 870 | | 1,256 | | 2,466 | | 2,738 | |
Change in fair value of warrant liability | | — | | (271 | ) | — | | (418 | ) |
Loss on extinguishment of debt | | — | | — | | 29,475 | | — | |
Other non-cash items affecting earnings | | 231 | | 960 | | 336 | | 1,245 | |
| | | | | | | | | |
Changes in operating assets and liabilities | | | | | | | | | |
Accounts receivable | | 2,235 | | 60 | | (3,657 | ) | (1,378 | ) |
Inventories | | (4,645 | ) | (5,711 | ) | (6,680 | ) | (10,443 | ) |
Accounts payable and accruals | | 337 | | (474 | ) | 2,011 | | 5,186 | |
Other current assets and liabilities | | (199 | ) | (698 | ) | 3,295 | | (1,894 | ) |
Other non-current assets and liabilities | | (734 | ) | (716 | ) | (1,222 | ) | 78 | |
Net cash provided by (used in) operating activities | | 5,513 | | (1,247 | ) | 12,465 | | 2,509 | |
| | | | | | | | | |
Cash flows from investing activities | | | | | | | | | |
Acquisition-related cash payments | | (1,154 | ) | (591 | ) | (1,635 | ) | (1,652 | ) |
Additions of instruments | | (5,582 | ) | (4,685 | ) | (8,456 | ) | (7,854 | ) |
Purchases of property, plant and equipment | | (762 | ) | (1,072 | ) | (1,476 | ) | (5,651 | ) |
Net cash provided by (used in) investing activities | | (7,498 | ) | (6,348 | ) | (11,567 | ) | (15,157 | ) |
| | | | | | | | | |
Cash flows from financing activities | | | | | | | | | |
Change in short-term debt | | (3,832 | ) | 10,265 | | (16,764 | ) | 13,801 | |
Repayments of long-term debt | | (1,945 | ) | (4,688 | ) | (4,015 | ) | (7,297 | ) |
Proceeds from issuance of long-term debt | | 3,509 | | (1,199 | ) | 3,509 | | 2,165 | |
Deferred financing costs | | (215 | ) | (525 | ) | (2,629 | ) | (525 | ) |
Repayment of notes payable | | — | | — | | (116,108 | ) | — | |
Issuance of ordinary shares | | 51 | | 397 | | 168,308 | | 938 | |
Net cash provided by (used in) financing activities | | (2,432 | ) | 4,250 | | 32,301 | | 9,082 | |
| | | | | | | | | |
Effect of currency exchange rates on cash and cash equivalents | | 36 | | (1,757 | ) | 1,696 | | (1,194 | ) |
| | | | | | | | | |
Increase (decrease) in cash and cash equivalents | | (4,381 | ) | (5,102 | ) | 34,895 | | (4,760 | ) |
| | | | | | | | | |
Cash and cash equivalents at beginning of period | | 64,114 | | 38,311 | | 24,838 | | 37,969 | |
| | | | | | | | | |
Cash and cash equivalents at end of period | | $ | 59,733 | | $ | 33,209 | | $ | 59,733 | | $ | 33,209 | |
Tornier N.V.
Selected Revenue Information
(in thousands)
| | Three Months Ended | | Six Months Ended | |
| | (unaudited) | | (unaudited) | |
| | July 3, 2011 | | July 4, 2010 | | Percent change | | July 3, 2011 | | July 4, 2010 | | Percent change | |
Revenue by product category | | | | | | | | | | | | | |
Upper extremity joints and trauma | | $ | 40,795 | | $ | 33,940 | | 20.2% | | $ | 82,950 | | $ | 70,587 | | 17.5% | |
Lower extremity joints and trauma | | 6,447 | | 5,592 | | 15.3% | | 13,079 | | 11,848 | | 10.4% | |
Sports medicine and biologics | | 3,583 | | 3,076 | | 16.5% | | 7,440 | | 6,517 | | 14.2% | |
Total extremities | | 50,825 | | 42,608 | | 19.3% | | 103,469 | | 88,952 | | 16.3% | |
Large joints and other | | 14,333 | | 11,955 | | 19.9% | | 31,124 | | 27,454 | | 13.4% | |
Total | | $ | 65,158 | | $ | 54,563 | | 19.4% | | $ | 134,593 | | $ | 116,406 | | 15.6% | |
| | | | | | | | | | | | | |
Revenue by geography | | | | | | | | | | | | | |
United States | | $ | 34,395 | | $ | 30,669 | | 12.1% | | $ | 71,416 | | $ | 64,464 | | 10.8% | |
International | | 30,763 | | 23,894 | | 28.7% | | 63,177 | | 51,942 | | 21.6% | |
Total | | $ | 65,158 | | $ | 54,563 | | 19.4% | | $ | 134,593 | | $ | 116,406 | | 15.6% | |
Tornier N.V.
Reconciliation of Revenue to Non-GAAP Revenue on a Constant Currency Basis
(in thousands)
| | Three Months Ended | | | |
| | (unaudited) | | | |
| | July 3, 2011 | | July 4, 2010 | | | |
| | | | Foreign | | | | | | Percent | |
| | | | exchange | | | | | | change on | |
| | | | impact as | | Revenue on a | | | | a constant | |
| | Revenue as | | compared to | | constant | | Revenue as | | currency | |
| | reported | | prior period | | currency basis | | reported | | basis | |
Revenue by product category | | | | | | | | | | | |
Upper extremity joints and trauma | | $ | 40,795 | | $ | (1,715 | ) | $ | 39,080 | | $ | 33,940 | | 15.1% | |
Lower extremity joints and trauma | | 6,447 | | (231 | ) | 6,216 | | 5,592 | | 11.2% | |
Sports medicine and biologics | | 3,583 | | (145 | ) | 3,438 | | 3,076 | | 11.8% | |
Total extremities | | 50,825 | | (2,091 | ) | 48,734 | | 42,608 | | 14.4% | |
Large joints and other | | 14,333 | | (1,836 | ) | 12,497 | | 11,955 | | 4.5% | |
Total | | $ | 65,158 | | $ | (3,927 | ) | $ | 61,231 | | $ | 54,563 | | 12.2% | |
| | | | | | | | | | | |
Revenue by geography | | | | | | | | | | | |
United States | | $ | 34,395 | | $ | — | | $ | 34,395 | | $ | 30,669 | | 12.1% | |
International | | 30,763 | | (3,927 | ) | 26,836 | | 23,894 | | 12.3% | |
Total | | $ | 65,158 | | $ | (3,927 | ) | $ | 61,231 | | $ | 54,563 | | 12.2% | |
| | | | | | | | | | | |
| | Six Months Ended | | | |
| | (unaudited) | | | |
| | July 3, 2011 | | July 4, 2010 | | | |
| | | | Foreign | | | | | | Percent | |
| | | | exchange | | | | | | change on | |
| | | | impact as | | Revenue on a | | | | a constant | |
| | Revenue as | | compared to | | constant | | Revenue as | | currency | |
| | reported | | prior period | | currency basis | | reported | | basis | |
Revenue by product category | | | | | | | | | | | |
Upper extremity joints and trauma | | $ | 82,950 | | $ | (1,890 | ) | $ | 81,060 | | $ | 70,587 | | 14.8% | |
Lower extremity joints and trauma | | 13,079 | | (264 | ) | 12,815 | | 11,848 | | 8.2% | |
Sports medicine and biologics | | 7,440 | | (159 | ) | 7,281 | | 6,517 | | 11.7% | |
Total extremities | | 103,469 | | (2,313 | ) | 101,156 | | 88,952 | | 13.7% | |
Large joints and other | | 31,124 | | (1,742 | ) | 29,382 | | 27,454 | | 7.0% | |
Total | | $ | 134,593 | | $ | (4,055 | ) | $ | 130,538 | | $ | 116,406 | | 12.1% | |
| | | | | | | | | | | |
Revenue by geography | | | | | | | | | | | |
United States | | $ | 71,416 | | $ | — | | $ | 71,416 | | $ | 64,464 | | 10.8% | |
International | | 63,177 | | (4,055 | ) | 59,122 | | 51,942 | | 13.8% | |
Total | | $ | 134,593 | | $ | (4,055 | ) | $ | 130,538 | | $ | 116,406 | | 12.1% | |
Tornier N.V.
Reconciliation of Net Loss to
Non-GAAP Adjusted Earnings Before Interest, Taxes, Depreciation
and Amortization (EBITDA)
(in thousands)
| | Three Months Ended | | Six Months Ended | |
| | (unaudited) | | (unaudited) | |
| | July 3, 2011 | | July 4, 2010 | | July 3, 2011 | | July 4, 2010 | |
Net loss, as reported | | $ | (2,869 | ) | $ | (8,603 | ) | $ | (26,838 | ) | $ | (18,654 | ) |
| | | | | | | | | |
Interest expense | | 489 | | 4,935 | | 2,967 | | 10,765 | |
Income tax expense (benefit) | | 330 | | (1,393 | ) | (7,002 | ) | (3,715 | ) |
Depreciation | | 3,901 | | 3,321 | | 8,184 | | 7,133 | |
Amortization | | 2,897 | | 2,881 | | 5,707 | | 5,878 | |
| | | | | | | | | |
Subtotal Non-GAAP EBITDA (Loss) | | 4,748 | | 1,141 | | (16,982 | ) | 1,407 | |
| | | | | | | | | |
Other non-operating (income) expense | | (35 | ) | 153 | | (16 | ) | (61 | ) |
Foreign currency transaction (gain) loss | | (226 | ) | 3,445 | | (147 | ) | 5,739 | |
Share-based compensation | | 1,615 | | 1,276 | | 2,910 | | 2,835 | |
Loss on extinguishment of debt | | — | | — | | 29,475 | | — | |
Special charges | | 132 | | 28 | | 132 | | 252 | |
Operating expenses from consolidated VIE | | — | | — | | — | | 594 | |
| | | | | | | | | |
Non-GAAP Adjusted EBITDA | | $ | 6,234 | | $ | 6,043 | | $ | 15,372 | | $ | 10,766 | |