aray-8k_20180430.htm

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):  April 30, 2018

 

 

ACCURAY INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

 

001-33301

 

20-8370041

(Commission File Number)

 

(IRS Employer Identification No.)

 

1310 Chesapeake Terrace

Sunnyvale, California 94089

(Address of principal executive offices, including Zip Code)

 

Registrant’s telephone number, including area code: (408) 716-4600

 

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company 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

 

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.

 

 

 

 

 


 

Item 2.02. Results of Operations and Financial Conditions.

 

On April 30, 2018, Accuray Incorporated (the “Company”) issued a press release announcing its financial results for the third quarter ended March 31, 2018. A copy of the Company’s press release dated April 30, 2018, titled “Accuray Reports Third Fiscal Quarter Results” is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

The foregoing information (including the exhibit hereto) is being furnished under “Item 2.02 Results of Operations and Financial Condition” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)  Exhibits.

 

 

Exhibit No.

 

Description

99.1

 

Press release dated April 30, 2018, titled “Accuray Reports Third Fiscal Quarter Results.”

 

2


 

EXHIBIT INDEX

 

 

Exhibit No.

 

Description

99.1

 

Press release dated April 30, 2018, titled “Accuray Reports Third Fiscal Quarter Results.”

 

3


 

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.

 

 

 

ACCURAY INCORPORATED

 

 

 

Dated: April 30, 2018

By:

/s/ Kevin Waters

 

 

Kevin Waters

 

 

Senior Vice President & Chief Financial Officer

 

4

aray-ex991_6.htm

Exhibit 99.1

 

 

 

Doug Sherk

Beth Kaplan

Investor Relations, EVC Group

Public Relations Director, Accuray

+1 (415) 652-9100

+1 (408) 789-4426

dsherk@evcgroup.com

bkaplan@accuray.com

 

Accuray Reports Third Fiscal Quarter Results

 

SUNNYVALE, Calif., April 30, 2018 – Accuray Incorporated (NASDAQ: ARAY) today reported financial results for the third fiscal quarter ended March 31, 2018.

 

Fiscal Third Quarter Highlights

 

 

Revenue increased 3 percent year over year to $99.8 million driven by service revenue growth of 15 percent

 

Gross orders were $74.9 million; net orders were $40.9 million. Ending backlog increased 4 percent year over year to $468.1 million

 

Strong demand for RadixactTM System results in largest number of orders for any single quarter since launch

 

Retired $40 million principal amount of 2018 convertible notes, reducing potential shareholder dilution

 

“Market acceptance of our Radixact System, as well as strong sales of our latest software upgrades, have been key factors in our continuing market momentum,” said Joshua H. Levine, president and chief executive officer.  “Radixact’s positioning as a highly efficient and versatile treatment platform capable of treating both ends of the case mix spectrum from routine to highly complex cases, continues to resonate with customers and is driving an expanded market opportunity for Accuray.”

 

Fiscal Third Quarter Results

 

Total revenue was $99.8 million compared to $97.3 million in the prior fiscal year third quarter. Product revenue totaled $43.2 million compared to $48.0 million in the prior fiscal year third quarter, while service revenue totaled $56.6 million compared to $49.3 million in the prior fiscal year third quarter. The increase in service revenue was primarily driven by upgrade related sales.

 

Total gross profit for the 2018 fiscal third quarter was $36.2 million, or 36.3 percent of sales, comprised of product gross margin of 41.4 percent and service gross margin of 32.4 percent. This compares to total gross profit of $35.4 million, or 36.4 percent of sales, comprised of product gross margin of 38.4 percent and service gross margin of 34.4 percent for the prior fiscal year third quarter.

 

Operating expenses were $40.1 million, an increase of 9 percent compared with $36.7 million in the prior fiscal third quarter. The increase is primarily due to investments in both research and development and commercial infrastructure mainly in the US sales organization.

 

Net loss was $8.9 million, or $0.10 per share, for the 2018 fiscal third quarter, compared to a net loss of $5.0 million, or $0.06 per share, for the 2017 fiscal third quarter.

 

Adjusted EBITDA for the 2018 fiscal third quarter was $1.4 million, compared to $7.1 million in the prior fiscal year third quarter.

 

Cash, cash equivalents, investments and short-term restricted cash were $73.2 million as of March 31, 2018 compared to $106.1 million as of December 31, 2017, primarily due to $40 million cash used for the settlement of convertible notes in February 2018.

 

Fiscal Nine Month Results

 

For the nine months ended March 31, 2018, gross product orders totaled $208.5 million compared to $212.6 million for the same prior fiscal year period.

 

Total revenue for the nine months ended March 31, 2018 was $291.1 million compared to $271.3 million in the prior fiscal year period. Product revenue totaled $129.3 million compared to $119.0 million, while service revenue totaled $161.8 million compared to $152.3 million in the prior fiscal year period.  The increase in service revenue is primarily driven by upgrade related sales. Product revenue increased primarily due to backlog conversion of orders to revenue from the EIMEA region.


 

Total gross profit for the nine months ended March 31, 2018 was $113.7 million, or 39.1 percent of sales, comprised of product gross margin of 42.5 percent and service gross margin of 36.3 percent.  This compares to total gross profit of $98.2 million, or 36.2 percent of sales, comprised of product gross margin of 36.2 percent and service gross margin of 36.1 percent for the same prior fiscal year period.  The increase in product gross margin stemmed from lower intangible amortization as well as product and channel mix.

 

Operating expenses were $120.6 million, an increase of 9 percent compared with $110.8 million in the prior fiscal year period.  The increase is primarily due to investments in research and development and our commercial organization.

 

Net loss was $23.0 million, or $0.27 per share, for the nine months ended March 31, 2018, compared to a net loss of $24.3 million, or $0.30 per share, for the prior fiscal year period.

 

Adjusted EBITDA for the nine months ended March 31, 2018 was $9.3 million, compared to $10.1 million in the prior fiscal year period.

 

2018 Financial Guidance

 

The company updated its fiscal year 2018 guidance. Details are summarized as follows:

 

 

Revenue: $395.0 million to $400.0 million. This is adjusted from the previous revenue range of $390.0 million to $400.0 million;

 

Gross Orders: The company is reaffirming gross orders growth of approximately 5 percent year over year; and

 

Adjusted EBITDA: Approximately $18.0 to $20.0 million. This is adjusted from the previous range of $25 million to $30 million due to strategic investments and lower than anticipated gross margins

 

Guidance for non-GAAP financial measures excludes amortization of intangibles, depreciation, stock-based compensation expense, interest expense, net and provision for income taxes.  For more information regarding the non-GAAP financial measures discussed in this press release, please see "Use of Non-GAAP Financial Measures" below.

 

Conference Call Information

 

Accuray will host a conference call beginning at 1:30 p.m. PT/4:30 p.m. ET today to discuss its fiscal third quarter results and recent corporate developments. Conference call dial-in information is as follows:

 

 

U.S. callers: (855) 867-4103

 

International callers: (262) 912-4764

 

Conference ID Number (U.S. and international): 7359669

 

Individuals interested in listening to the live conference call via the Internet may do so by logging on to Accuray’s website, www.accuray.com. In addition, a taped replay of the conference call will be available beginning approximately two hours after the call’s conclusion and available for seven days. The replay telephone number is (855) 859-2056 (USA) or (404) 537-3406 (International), Conference ID: 7359669. An archived webcast will also be available at Accuray’s website.

 

Use of Non-GAAP Financial Measures

 

Accuray has supplemented its GAAP net loss with a non-GAAP measure of adjusted earnings before interest, taxes, depreciation, amortization and stock-based compensation (“adjusted EBITDA”). Management believes that this non-GAAP financial measure provides useful supplemental information to management and investors regarding the performance of the company and facilitates a meaningful comparison of results for current periods with previous operating results. A reconciliation of GAAP net loss (the most directly comparable GAAP measure) to non-GAAP adjusted EBITDA is provided in the financial statement tables included in this press release, and investors are encouraged to review this reconciliation.

 

There are limitations in using this non-GAAP financial measure because it is not prepared in accordance with GAAP and may be different from non-GAAP financial measures used by other companies and excludes expenses that may have a material impact on the company’s reported financial results. This non-GAAP financial measures should not be considered in isolation or as a substitute for GAAP financial measures. Investors and potential investors should consider non-GAAP financial measures only in conjunction with the company’s consolidated financial statements prepared in accordance with GAAP.

 

About Accuray

 

Accuray Incorporated (Nasdaq: ARAY) is a radiation oncology company that develops, manufactures and sells precise, innovative treatment solutions that set the standard of care with the aim of helping patients live longer, better lives.  The company’s leading-edge


technologies deliver the full range of radiation therapy and radiosurgery treatments. For more information, please visit www.accuray.com.

 

 

Safe Harbor Statement

 

Statements made in this press release that are not statements of historical fact are forward-looking statements and are subject to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements in this press release relate, but are not limited, to the company’s future results of operations, including management’s expectations regarding orders, backlog, revenue, and adjusted EBITDA; the company’s ability to meet financial targets; the company’s ability to build and achieve market momentum for its products; the company’s competitive positioning; and the company’s leadership position in radiation oncology innovation and technologies.  These forward-looking statements involve risks and uncertainties.  If any of these risk or uncertainties materialize, or if any of the company’s assumptions prove incorrect, actual results could differ materially from the results express or implied by these forward-looking statements.  These risks and uncertainties include, but are not limited to, the company’s ability to achieve widespread market acceptance of its products, the company’s ability to effectively manage its growth, the company’s ability to maintain or increase its gross margins on product sales and services, the company’s ability to meet the covenants under its credit facilities, the company’s ability to convert backlog to revenue, risks and uncertainties related to the China Class A license announcement, and such other risks identified under the heading “Risk Factors” in the company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on August 25, 2017, the company’s Quarterly Reports on Form 10-Q, filed with the SEC on November 3, 2017 and February 5, 2018, and as updated periodically with the company’s other filings with the SEC.

 

Forward-looking statements speak only as of the date the statements are made and are based on information available to the company at the time those statements are made and/or management’s good faith belief as of that time with respect to future events.  The company assumes no obligation to update forward-looking statements to reflect actual performance or results, changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. Accordingly, investors should not put undue reliance on any forward-looking statements.

 

###

Financial Tables to Follow

 


 Accuray Incorporated

Consolidated Statements of Operations

(in thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended

March 31,

 

 

Nine Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Gross Orders

 

$

74,906

 

 

$

83,823

 

 

$

208,461

 

 

$

212,612

 

Net Orders

 

 

40,880

 

 

 

71,830

 

 

 

144,567

 

 

 

163,086

 

Order Backlog

 

 

468,147

 

 

 

449,955

 

 

 

468,147

 

 

 

449,955

 

Net revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

43,244

 

 

$

48,032

 

 

$

129,266

 

 

$

119,029

 

Services

 

 

56,588

 

 

 

49,280

 

 

 

161,845

 

 

 

152,291

 

Total net revenue

 

 

99,832

 

 

 

97,312

 

 

 

291,111

 

 

 

271,320

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products

 

 

25,332

 

 

 

29,574

 

 

 

74,291

 

 

 

75,895

 

Cost of services

 

 

38,251

 

 

 

32,313

 

 

 

103,110

 

 

 

97,269

 

Total cost of revenue

 

 

63,583

 

 

 

61,887

 

 

 

177,401

 

 

 

173,164

 

Gross profit

 

 

36,249

 

 

 

35,425

 

 

 

113,710

 

 

 

98,156

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

13,906

 

 

 

12,484

 

 

 

42,663

 

 

 

36,657

 

Selling and marketing

 

 

14,612

 

 

 

13,025

 

 

 

43,241

 

 

 

41,247

 

General and administrative

 

 

11,552

 

 

 

11,184

 

 

 

34,696

 

 

 

32,890

 

Total operating expenses

 

 

40,070

 

 

 

36,693

 

 

 

120,600

 

 

 

110,794

 

Loss from operations

 

 

(3,821

)

 

 

(1,268

)

 

 

(6,890

)

 

 

(12,638

)

Other expense, net

 

 

(4,465

)

 

 

(2,919

)

 

 

(14,774

)

 

 

(11,044

)

Loss before provision for income taxes

 

 

(8,286

)

 

 

(4,187

)

 

 

(21,664

)

 

 

(23,682

)

Provision for (benefit from) income taxes

 

 

566

 

 

 

842

 

 

 

1,289

 

 

 

642

 

Net loss

 

$

(8,852

)

 

$

(5,029

)

 

$

(22,953

)

 

$

(24,324

)

Net loss per share - basic and diluted

 

$

(0.10

)

 

$

(0.06

)

 

$

(0.27

)

 

$

(0.30

)

Weighted average common shares used in

   computing loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

85,459

 

 

 

82,913

 

 

 

84,594

 

 

 

82,268

 

 


Accuray Incorporated

Consolidated Balance Sheets

(in thousands)

(Unaudited)

 

 

 

March 31,

 

 

June 30,

 

 

 

2018

 

 

2017

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

70,392

 

 

$

72,084

 

Investments

 

 

888

 

 

 

23,909

 

Restricted cash

 

 

1,880

 

 

 

12,829

 

Accounts receivable, net

 

 

81,846

 

 

 

72,789

 

Inventories

 

 

115,900

 

 

 

105,054

 

Prepaid expenses and other current assets

 

 

16,653

 

 

 

18,988

 

Deferred cost of revenue

 

 

2,933

 

 

 

3,350

 

Total current assets

 

 

290,492

 

 

 

309,003

 

Property and equipment, net

 

 

24,462

 

 

 

23,062

 

Goodwill

 

 

58,021

 

 

 

57,812

 

Intangible assets, net

 

 

857

 

 

 

964

 

Deferred cost of revenue

 

 

638

 

 

 

206

 

Other assets

 

 

12,849

 

 

 

15,417

 

Total assets

 

$

387,319

 

 

$

406,464

 

Liabilities and equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

23,175

 

 

$

17,486

 

Accrued compensation

 

 

27,212

 

 

 

25,402

 

Other accrued liabilities

 

 

22,707

 

 

 

23,870

 

Short-term debt

 

 

-

 

 

 

113,023

 

Customer advances

 

 

22,652

 

 

 

16,926

 

Deferred revenue

 

 

84,058

 

 

 

87,785

 

Total current liabilities

 

 

179,804

 

 

 

284,492

 

Long-term liabilities:

 

 

 

 

 

 

 

 

Long-term other liabilities

 

 

11,073

 

 

 

10,068

 

Deferred revenue

 

 

17,343

 

 

 

13,823

 

Long-term debt

 

 

134,321

 

 

 

51,548

 

Total liabilities

 

 

342,541

 

 

 

359,931

 

Equity:

 

 

 

 

 

 

 

 

Common stock

 

 

86

 

 

 

84

 

Additional paid-in capital

 

 

516,173

 

 

 

496,887

 

Accumulated other comprehensive income (loss)

 

 

1,858

 

 

 

(52

)

Accumulated deficit

 

 

(473,339

)

 

 

(450,386

)

Total equity

 

 

44,778

 

 

 

46,533

 

Total liabilities and equity

 

$

387,319

 

 

$

406,464

 

 


Accuray Incorporated

Reconciliation of GAAP Net Loss to Adjusted Earnings Before Interest, Taxes, Depreciation,

Amortization and Stock-Based Compensation (Adjusted EBITDA)

(in thousands)

(Unaudited)

 

 

 

Three Months Ended

March 31,

 

 

Nine Months Ended

March 31,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

GAAP net loss

 

$

(8,852

)

 

$

(5,029

)

 

$

(22,953

)

 

$

(24,324

)

Amortization of intangibles (a)

 

 

36

 

 

 

1,988

 

 

 

107

 

 

 

5,965

 

Depreciation (b)

 

 

2,344

 

 

 

2,580

 

 

 

7,280

 

 

 

7,883

 

Stock-based compensation

 

 

3,204

 

 

 

3,598

 

 

 

9,074

 

 

 

9,985

 

Interest expense, net (c)

 

 

4,062

 

 

 

3,138

 

 

 

14,460

 

 

 

9,902

 

Provision for income taxes

 

 

566

 

 

 

842

 

 

 

1,289

 

 

 

642

 

Adjusted EBITDA

 

$

1,360

 

 

$

7,117

 

 

$

9,257

 

 

$

10,053

 

 

(a) consists of amortization of intangibles - developed technology and acquired patents.

(b) consists of depreciation, primarily on property and equipment.

(c) consists primarily of interest income from available-for-sale securities, interest expense associated with our outstanding debt and non-cash loss on extinguishment of debt.

 


Accuray Incorporated

Forward-Looking Guidance

Reconciliation of Projected Net Loss to Projected Adjusted Earnings Before Interest, Taxes, Depreciation, Amortization and Stock-Based Compensation (Adjusted EBITDA)

(in thousands)

(Unaudited)

 

 

Twelve Months Ending

June 30, 2018

 

 

 

From

 

 

To

 

GAAP net loss

 

$

(25,200

)

 

$

(23,200

)

Depreciation and amortization (a)

 

 

9,900

 

 

 

9,900

 

Stock-based compensation

 

 

12,700

 

 

 

12,700

 

Interest expense, net (b)

 

 

18,500

 

 

 

18,500

 

Provision for income taxes

 

 

2,100

 

 

 

2,100

 

Adjusted EBITDA

 

$

18,000

 

 

$

20,000

 

 

(a) consists of depreciation, primarily on property and equipment as well as amortization of intangibles - developed technology and acquired patents.

(b) consists primarily of interest income from available-for-sale securities, interest expense associated with our convertible notes and revolving credit facility and non-cash loss on extinguishment of debt.