Merge Healthcare Announces Second Quarter 2008 Financial Results Monday, August 11, 2008 4:26 PM
Symbols: MRGE
Merge Healthcare Incorporated (NASDAQ: MRGE)(TSX: MRG), today announced
financial results for the second quarter ended June 30, 2008. In
addition, the Company announced that it has filed its quarterly report
on Form 10-Q with the Securities and Exchange Commission.
Second Quarter Results:
For the second quarter ended June 30, 2008, net sales totaled $13.3
million, compared to $14.0 million in the second quarter ended June 30,
2007 and $13.7 million in the first quarter ended March 31, 2008.
Operating loss for the second quarter ended June 30, 2008 was $18.3
million, compared to an operating loss of $10.7 million in the second
quarter ended June 30, 2007 and $8.4 million in the first quarter March
31, 2008. Contributing to the operating loss for the second quarter of
2008 were charges of:
-
$7.5 million related to our restructuring initiative announced in June
2008 consisting of $4.6 million in severance and related employee
termination costs, $2.0 million of share-based compensation expense
associated with the accelerated vesting of stock options and
restricted stock for certain former officers and $0.8 million of
contract exit costs;
-
$1.1 million tradename impairment associated with renaming our Cedara
Software business unit;
-
$1.7 million related to the disposal of our French subsidiary; and
-
$3.0 million related to the settlement of the shareholder lawsuit
against the Company.
Contributing to the operating loss for the second quarter of 2007 was a
restructuring charge of $0.2 million in connection with the rightsizing
initiative announced in November of 2006. Contributing to the operating
loss for the first quarter of 2008 was a restructuring charge of $1.4
million, primarily severance costs, incurred in connection with a
rightsizing initiative announced February of 2008, partially offset by a
$1.1 million reimbursement from our primary insurance carrier for legal
fees incurred with the shareholder lawsuit.
Our net loss for the second quarter of 2008 was $18.2 million, or $0.45
per basic and diluted share, compared to a net loss of $10.7 million, or
$0.32 per basic and diluted share, in the second quarter of 2007 and a
net loss of $7.8 million, or $0.23 per basic and diluted share, in the
first quarter of 2008.
During the second quarter of 2008, the cash balance increased by
approximately $12.2 million from $8.5 million at March 31, 2008 to
approximately $20.7 million at June 30, 2008. The increased cash balance
is primarily attributable to a private placement transaction completed
on June 4, 2008 from which the Company received net proceeds of $16.6
million.
Six Month Results:
For the six months ended June 30, 2008, our net sales totaled $27.1
million, compared to $29.9 million for the six months ended June 30,
2007. The operating loss for the six months ended June 30, 2008 was
$26.7 million compared to an operating loss of $20.9 million for the six
months ended June 30, 2007. Net loss for the six months ended June 30,
2008 totaled $26.0 million, or $0.70 per basic and diluted share,
compared to $20.5 million, or $0.60 per basic and diluted share, for the
six months ended June 30, 2007.
Bookings:
Bookings and contract information, for the second quarter ended June 30,
2008, the second quarter ended June 30, 2007 and the first quarter ended
March 31, 2008 are as follows:
|
|
Q2 2008
|
|
Q2 2007
|
|
Q1 2008
|
|
|
|
|
|
|
|
|
Bookings
|
$10 million
|
|
$10 million
|
|
$9 million
|
|
|
|
# of Contracts with new customers
|
9
|
|
10
|
|
9
|
|
|
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# of Contracts in excess of $1 million
|
3
|
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1
|
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1
|
Bookings are defined by the Company as the value of all contracts signed
or orders received during a period that were not previously included in
contracted bookings or that exceeded the original amount of the
contract. Bookings specifically exclude all value attributed to
maintenance contracts other than the first year of customer support in a
contract that includes the purchase of software.
Financial Results, Business Operations and Strategy Conference Call:
A conference call has been scheduled for Tuesday, August 12, 2008 at
8:30 a.m. (Eastern Daylight Time) to review second quarter 2008 results
and to provide an update of the Company’s
business operations and strategy.
Investors will have the opportunity to listen to the conference call via
telephone or over the Internet. To listen to the call, investors should
go to the web site at least fifteen minutes early to register, download,
and install any necessary audio software. For those who cannot listen to
the broadcast, a replay via the Internet or phone will also be available
shortly after the call. Detailed call and web cast information is listed
below.
To access the call, dial 1.800.221.2015 or 706.634.2159. Please
reference the updated Conference ID Number: 59928196. The call may also
be accessed via web cast at http://audioevent.mshow.com/346279/.
For additional details, along with replay information, please visit our
website at: http://www.merge.com/CORP/investorrelations/confcalllist.asp.
GAAP versus Non- GAAP Presentation
Merge Healthcare provides in this press release adjusted operating
income (loss) as additional information regarding the Company’s
operating results. This measure is not in accordance with, or an
alternative for, GAAP and may be different from non-GAAP operating
income (loss) used by other companies. The Company believes that this
presentation of adjusted operating income (loss) provides useful
information to investors regarding additional financial and business
trends relating to the Company’s financial
condition and results of operations. This release should be read in
conjunction with our Quarterly Report on Form 10-Q for the period ended
June 30, 2008.
The non-GAAP adjusted operating income (loss) excludes the impact of
tradename impairment, restructuring and other expenses, share-based
compensation expense under SFAS 123(R), depreciation, amortization and
related impairment expense and legal and accounting costs associated
with prior restatements, various lawsuits and the pursuit of alternate
strategic options. Results prepared in accordance with U.S. GAAP are
reconciled with non-GAAP results excluding the impact of these
adjustments. A full reconciliation of our GAAP operating income (loss)
to non-GAAP adjusted operating income (loss) is included in the
supplemental attachment to this release.
Merge Healthcare is a developer of medical imaging and clinical
software applications and developmental tools that are on the forefront
of medicine. We develop medical imaging software solutions that support
end-to-end business and clinical workflow for radiology department and
specialty practices, imaging centers and hospitals. Our software
technologies accelerate market delivery for our OEM customers, while our
end-user solutions improve our customers’
productivity and enhance the quality of the patient experience. For
additional information, visit our website at www.mergehealthcare.com.
Cautionary Notice Regarding Forward-Looking Statements
This announcement may include forward-looking statements within the
meaning and subject to the protections of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. When used in this announcement, the words "will,"
"anticipates," "expects" and similar expressions of the future are
intended to assist you in identifying such forward-looking statements.
Any number of factors could cause the actual results to differ from the
results contemplated by such forward-looking statements, including, but
not limited to: unexpected difficulties or costs associated with the
restructuring initiatives; unanticipated issues associated with
realizing the projected cost savings from the restructuring initiatives;
ability to pay interest and repay the principal for our indebtedness;
costs and risks associated with executing business plans and effecting
strategic options; risks and effects of the past restatements of
financial statements of the Company and other actions that may be taken
or required as a result of such restatements; the Company’s
ability to generate sufficient cash from operations to meet future
operating, financing and capital requirements; the Company’s
ability to timely file reports with the Securities and Exchange
Commission; risks associated with the Company’s
ability to meet the requirements of The NASDAQ Stock Market for
continued listing, including possible delisting; market acceptance of
the Company’s delivery model and continuing
product demand; and other risk factors detailed in the Company’s
filings with the Securities and Exchange Commission. You should not
place undue reliance on forward-looking statements, since the statements
speak only as of the date that they are made. We do not have, or
undertake any obligation to, publicly update, revise or correct any of
the forward-looking statements after the date of this announcement, or
after the respective dates on which such statements otherwise are made,
whether as a result of new information, future events or otherwise. This
announcement should be read in conjunction with the risk factors,
financial information and other information contained in the filings
that the Company makes and previously has made with the Securities and
Exchange Commission.
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MERGE HEALTHCARE INCORPORATED AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
(in thousands)
|
|
|
|
|
|
|
|
|
|
June 30,
|
|
December 31,
|
|
|
|
2008
|
|
2007
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash
|
|
$ 20,715
|
|
$ 14,000
|
|
Accounts receivable, net
|
|
10,681
|
|
11,810
|
|
Inventory
|
|
1,090
|
|
1,754
|
|
Prepaid expenses
|
|
2,939
|
|
1,970
|
|
Deferred income taxes
|
|
777
|
|
260
|
|
Other current assets
|
|
496
|
|
771
|
|
Total current assets
|
|
36,698
|
|
30,565
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
3,172
|
|
4,631
|
|
Purchased and developed software, net
|
|
7,500
|
|
8,932
|
|
Customer relationships, net
|
|
2,773
|
|
3,291
|
|
Trade names
|
|
-
|
|
1,060
|
|
Deferred tax assets
|
|
4,280
|
|
4,585
|
|
Investments
|
|
7,676
|
|
8,156
|
|
Other
|
|
1,277
|
|
415
|
|
Total assets
|
|
$ 63,376
|
|
$ 61,635
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable
|
|
$ 7,163
|
|
$ 7,114
|
|
Accrued wages
|
|
2,709
|
|
2,621
|
|
Restructuring accrual
|
|
5,849
|
|
131
|
|
Deferred revenue
|
|
16,635
|
|
16,901
|
|
Other accrued liabilities
|
|
2,824
|
|
2,920
|
|
Total current liabilities
|
|
35,180
|
|
29,687
|
|
|
|
|
|
|
|
Note payable
|
|
13,980
|
|
-
|
|
Deferred income taxes
|
|
85
|
|
257
|
|
Deferred revenue
|
|
1,888
|
|
1,787
|
|
Income taxes payable
|
|
5,342
|
|
5,338
|
|
Other
|
|
391
|
|
161
|
|
Total liabilities
|
|
56,866
|
|
37,230
|
|
|
|
|
|
|
|
Total shareholders' equity
|
|
6,510
|
|
24,405
|
|
Total liabilities and shareholders' equity
|
|
$ 63,376
|
|
$ 61,635
|
|
|
|
MERGE HEALTHCARE INCORPORATED AND SUBSIDIARIES
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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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(in thousands, except per share data)
|
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(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
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Three Months Ended
|
Six Months Ended
|
|
|
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June 30,
|
June 30,
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
Net sales
|
|
|
|
|
|
|
|
|
|
Software and other
|
|
$ 6,280
|
|
|
$ 6,693
|
|
|
$ 12,335
|
|
|
$ 14,863
|
|
|
Services and maintenance
|
|
7,035
|
|
|
7,343
|
|
|
14,723
|
|
|
15,047
|
|
|
Total net sales
|
|
13,315
|
|
|
14,036
|
|
|
27,058
|
|
|
29,910
|
|
|
Cost of sales
|
|
|
|
|
|
|
|
|
|
Software and other
|
|
1,329
|
|
|
1,445
|
|
|
2,528
|
|
|
3,442
|
|
|
Services and maintenance
|
|
3,168
|
|
|
3,450
|
|
|
6,943
|
|
|
6,970
|
|
|
Amortization and impairment
|
|
716
|
|
|
1,633
|
|
|
1,432
|
|
|
2,695
|
|
|
Total cost of sales
|
|
5,213
|
|
|
6,528
|
|
|
10,903
|
|
|
13,107
|
|
|
Gross margin
|
|
8,102
|
|
|
7,508
|
|
|
16,155
|
|
|
16,803
|
|
|
Operating costs and expenses:
|
|
|
|
|
|
|
|
|
|
Sales and marketing
|
|
2,311
|
|
|
4,654
|
|
|
5,673
|
|
|
9,387
|
|
|
Product research and development
|
|
3,485
|
|
|
5,412
|
|
|
8,220
|
|
|
10,795
|
|
|
General and administrative
|
|
8,452
|
|
|
6,900
|
|
|
14,610
|
|
|
14,439
|
|
|
Trade name impairment, restructuring and other expenses
|
|
10,705
|
|
|
209
|
|
|
12,067
|
|
|
1,006
|
|
|
Depreciation, amortization and impairment
|
|
1,458
|
|
|
1,034
|
|
|
2,300
|
|
|
2,036
|
|
|
Total operating costs and expenses
|
|
26,411
|
|
|
18,209
|
|
|
42,870
|
|
|
37,663
|
|
|
Operating loss
|
|
(18,309
|
)
|
|
(10,701
|
)
|
|
(26,715
|
)
|
|
(20,860
|
)
|
|
Other income (expense)
|
|
(272
|
)
|
|
(28
|
)
|
|
302
|
|
|
424
|
|
|
Loss before income taxes
|
|
(18,581
|
)
|
|
(10,729
|
)
|
|
(26,413
|
)
|
|
(20,436
|
)
|
|
Income tax expense (benefit)
|
|
(384
|
)
|
|
11
|
|
|
(384
|
)
|
|
25
|
|
|
Net loss
|
|
$ (18,197
|
)
|
|
$ (10,740
|
)
|
|
$ (26,029
|
)
|
|
$ (20,461
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share - basic and diluted
|
|
$ (0.45
|
)
|
|
$ (0.32
|
)
|
|
$ (0.70
|
)
|
|
$ (0.60
|
)
|
|
Weighted average number of common
|
|
|
|
|
|
|
|
|
|
shares outstanding - basic and diluted
|
|
40,251,186
|
|
|
33,914,974
|
|
|
37,088,684
|
|
|
33,900,410
|
|
|
|
|
MERGE HEALTHCARE INCORPORATED AND SUBSIDIARIES
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(in thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Six Months Ended
|
|
|
|
June 30,
|
|
|
|
2008
|
|
2007
|
|
Cash flows from operating activities:
|
|
|
|
|
|
Net loss
|
|
$ (26,029
|
)
|
|
$ (20,461
|
)
|
|
Adjustments to reconcile net loss to
|
|
|
|
|
|
net cash provided by (used in) operating activities:
|
|
|
|
|
|
Depreciation, amortization and impairment
|
|
3,732
|
|
|
4,731
|
|
|
Share-based compensation
|
|
3,534
|
|
|
2,556
|
|
|
Loss on disposal of subsidiary
|
|
1,713
|
|
|
-
|
|
|
Amortization of note payable issuance costs & discount
|
|
74
|
|
|
-
|
|
|
Trade name impairment
|
|
1,060
|
|
|
-
|
|
|
Provision for doubtful accounts receivable and sales returns, net of
recoveries
|
22
|
|
|
383
|
|
|
Deferred income taxes
|
|
(384
|
)
|
|
(197
|
)
|
|
Change in assets and liabilities, net of effects of dispositions:
|
|
|
|
|
|
Accounts receivable
|
|
1,020
|
|
|
(937
|
)
|
|
Inventory
|
|
664
|
|
|
(425
|
)
|
|
Prepaid expenses
|
|
(1,439
|
)
|
|
(392
|
)
|
|
Accounts payable
|
|
(9
|
)
|
|
(488
|
)
|
|
Accrued wages
|
|
88
|
|
|
223
|
|
|
Restructuring accrual
|
|
5,718
|
|
|
(1,315
|
)
|
|
Deferred revenue
|
|
(164
|
)
|
|
1,123
|
|
|
Other accrued liabilities
|
|
134
|
|
|
(358
|
)
|
|
Other
|
|
(100
|
)
|
|
863
|
|
|
Net cash used in operating activities
|
|
(10,366
|
)
|
|
(14,694
|
)
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Purchases of property, equipment and leasehold improvements
|
|
(482
|
)
|
|
(1,038
|
)
|
|
Capitalized software development
|
|
-
|
|
|
(726
|
)
|
|
Net cash used in investing activities
|
|
(482
|
)
|
|
(1,764
|
)
|
|
Cash flows from financing activities:
|
|
|
|
|
|
Proceeds from issuance of term note, net of non-cash discount of $510
|
|
14,490
|
|
|
-
|
|
|
Proceeds from issuance of Common Stock
|
|
5,479
|
|
|
-
|
|
|
Note and stock issuance costs paid
|
|
(2,386
|
)
|
|
-
|
|
|
Proceeds from exercise of stock options and employee stock purchase
plan
|
|
30
|
|
|
215
|
|
|
Net cash provided by financing activities
|
|
17,613
|
|
|
215
|
|
|
Effect of exchange rate changes on cash
|
|
(50
|
)
|
|
6
|
|
|
Net increase (decrease) in cash
|
|
6,715
|
|
|
(16,237
|
)
|
|
Cash and cash equivalents, beginning of period
|
|
14,000
|
|
|
45,945
|
|
|
Cash and cash equivalents, end of period
|
|
$ 20,715
|
|
|
$ 29,708
|
|
|
|
|
MERGE HEALTHCARE INCORPORATED AND SUBSIDIARIES
|
|
RECONCILIATION OF US GAAP RESULTS TO NON-GAAP RESULTS
|
|
(in thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
Six Months Ended
|
|
|
|
June 30,
|
June 30,
|
|
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Loss
|
|
$ (18,309
|
)
|
|
$ (10,701
|
)
|
|
$ (26,715
|
)
|
|
$ (20,860
|
)
|
|
Non-GAAP Adjustments:
|
|
|
|
|
|
|
|
|
|
Share-based compensation expense
|
|
236
|
|
|
1,362
|
|
|
1,564
|
|
|
2,544
|
|
|
Depreciation, amortization and impairment
|
|
2,174
|
|
|
2,667
|
|
|
3,732
|
|
|
4,731
|
|
|
Trade name impairment, restructuring and other expenses
|
|
10,705
|
|
|
209
|
|
|
12,067
|
|
|
1,006
|
|
|
Legal, professional and accounting fees associated with restatement
and related litigation and the pursuit of alternate strategic
options (1)
|
|
|
|
|
|
|
|
|
|
|
4,559
|
|
|
869
|
|
|
4,875
|
|
|
2,226
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Operating Loss
|
|
$ (635
|
)
|
|
$ (5,594
|
)
|
|
$ (4,477
|
)
|
|
$ (10,353
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(1) Net of $1,050 reimbursement from our primary insurance carrier
in the first quarter of 2008.
|
Merge Healthcare Incorporated Investor Contact: Steven
M. Oreskovich Chief Financial Officer 414.977.4000 ir@mergehealthcare.com
(Source: Business Wire )
|