aray-8k_20190122.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):  January 22, 2019

 

 

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 January 22, 2019, Accuray Incorporated (the “Company”) issued a press release announcing its financial results for the second quarter ended December 31, 2018. A copy of the Company’s press release dated January 22, 2019, titled “Accuray Reports Fiscal 2019 Second 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 January 22, 2019, titled “Accuray Reports Fiscal 2019 Second Quarter Results.”

 

2


 

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: January 22, 2019

By:

/s/ Shig Hamamatsu

 

 

Shig Hamamatsu

 

 

Senior Vice President & Chief Financial Officer

 

3

aray-ex991_8.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 Fiscal 2019 Second Quarter Results

 

SUNNYVALE, Calif., January 22, 2019 – Accuray Incorporated (NASDAQ: ARAY) today reported its financial results for the second quarter of fiscal 2019 ended December 31, 2018.

 

Fiscal Second Quarter Highlights

 

 

Gross orders increased 29 percent year over year to a record $100.2 million

 

16 orders received from China in the quarter

 

Net orders increased 31 percent year over year to $69.2 million, and Backlog ended at $482.2M

 

Revenue increased 2 percent year over year to $102.3 million

 

Received FDA 510(k) application approval for motion management on Radixact

 

“Our second quarter gross order performance was an all-time high for the Company,” said Joshua H. Levine, President & Chief Executive Officer. “Our 29% gross order growth was driven by the China Ministry of Health’s long-awaited issuance of new license quotas for Class A and Class B radiation systems in late October 2018, a sequential rebound in CyberKnife orders, and continued strength in Radixact demand worldwide. Going forward, we believe Accuray is well positioned to win additional orders under the new quotas as the process for hospitals to secure licenses is activated. At the same time, we continued to make progress in our efforts to establish a joint venture in China that we believe will expand our ability to meet demand for Class B systems. From a financial perspective during the quarter, Accuray grew revenue, generated adjusted EBITDA, executed our plan designed to realize $15 million in annualized cost savings and moved closer to our goal of achieving GAAP net income profitability.”

 

“We also continued to advance our product roadmap. During the quarter we received FDA approval for our 510(k) application for motion synchronization capability, called Synchrony, on our Radixact treatment platform. Just as we have with our CyberKnife system, Radixact with Synchrony will automatically ensure beam synchronization with tumor motion or movement, enabling tighter dosing margins that spare healthy tissue and provides precise, efficient treatments. With Synchrony on Radixact, Accuray will have the only two radiotherapy systems able to provide true motion tracking and beam synchronization and correction during treatment.”

 

Fiscal Second Quarter Results

 

Total revenue was $102.3 million compared to $100.3 million in the prior fiscal year second quarter. Product revenue totaled $48.1 million compared to $47.1 million in the prior fiscal year second quarter, while service revenue totaled $54.3 million compared to $53.2 million in the prior fiscal year second quarter.

 

Total gross profit for the 2019 fiscal second quarter was $38.4 million, or 37.5 percent of revenue, comprised of product gross margin of 39.5 percent and service gross margin of 35.7 percent. This compares to total gross profit of $39.4 million, or 39.2 percent of revenue, comprised of product gross margin of 43.0 percent and service gross margin of 35.9 percent for the prior fiscal year second quarter. The decrease in product gross margin was primarily driven by product mix, with a larger percentage of sales attributable to the TomoTherapy platform in the 2019 fiscal second quarter.

 

Operating expenses were $39.2 million, a decrease of 3 percent compared with $40.4 million in the prior fiscal year second quarter. The decrease was driven by lower research and development and general and administrative expense, offset by approximately $0.6 million in severance costs associated with the Company’s previously announced cost reduction initiative.

 

Net loss was $4.6 million, or $0.05 per share, for the 2019 fiscal second quarter, compared to a net loss of $4.7 million, or $0.06 per share, for the 2018 fiscal second quarter.

 

Adjusted EBITDA for the 2019 fiscal second quarter was $4.1 million, compared to $4.8 million in the prior fiscal year second quarter.


 

Cash, cash equivalents, investments and short-term restricted cash were $64.6 million as of December 31, 2018 compared to $70.5 million as of September 30, 2018. The decrease was primarily driven by the timing of accounts receivable collections.

 

Fiscal Six Month Results

 

For the six months ended December 31, 2018, gross product orders totaled $161.6 million compared to $133.6 million for the same prior fiscal year period. Ending product backlog was $482.2 million, approximately 2 percent higher than backlog at the end of the prior fiscal year second quarter.

 

Total revenue for the six months ended December 31, 2018 was $198.1 million compared to $191.3 million in the same prior fiscal year period. Product revenue for the six months ended December 31, 2018 totaled $89.6 million compared to $86.0 million, while service revenue totaled $108.6 million compared to $105.3 million in the same prior fiscal year period.  The increase in product revenue was primarily due to an increase in sales of Radixact systems. The increase in service revenue is primarily driven by continued installed base growth.

 

Total gross profit for the six months ended December 31, 2018 was $76.3 million, or 38.5 percent of revenue, comprised of product gross margin of 40.2 percent and service gross margin of 37.1 percent.  This compares to total gross profit of $77.5 million, or 40.5 percent of revenue, comprised of product gross margin of 43.1 percent and service gross margin of 38.4 percent for the same prior fiscal year period.  The decrease in product gross margin stemmed from product mix, with fewer CyberKnife systems sold in the first half of fiscal 2019.

 

Operating expenses for the six months ended December 31, 2018 were $81.8 million, an increase of 2 percent compared with $80.5 million in the same prior fiscal year period.  The increase is primarily due to a one-time receivable impairment charge and approximately $0.6 million severance charge related to a cost reduction initiative recorded in the first half of fiscal 2019.

 

Net loss was $13.8 million, or $0.16 per share, for the six months ended December 31, 2018, compared to a net loss of $14.1 million, or $0.17 per share, for the same prior fiscal year period.

 

Adjusted EBITDA for the six months ended December 31, 2018 was $8.1 million, compared to $7.9 million in the prior fiscal year period.

 

2019 Financial Guidance

 

The company is reaffirming its fiscal year 2019 guidance provided on October 30, 2018. Details are summarized as follows:

 

 

Revenue: Product revenue growth is expected to range between 4 and 8 percent and service revenue is expected to grow approximately 2 percent, resulting in total revenue of between $415 million to $425 million, which would represent 3 to 5 percent growth year over year; and

 

Adjusted EBITDA: $23.0 million to $29.0 million representing growth of approximately 35 percent to 70 percent year over year.

 

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 second 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): 5538239

 

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: 5538239. 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 the schedule below.

 

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. These 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 revenue and adjusted EBITDA; expectations related to GAAP net income profitability and sales growth; expectations regarding order growth in China; expectations regarding the impact of establishing a joint venture in China; expectations regarding the impact of our recent cost savings initiative; 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, including new product offerings; the company’s ability to develop new products or enhance existing products to meet customers’ needs and compete favorably in the market; 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; delays in regulatory approvals or the development or release of new offerings; 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 company’s ability to take advantage of the China Class A and B 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 24, 2018, the company’s report on Form 10-Q, which was filed on November 6, 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

December 31,

 

 

Six Months Ended

December 31,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Gross Orders

 

$

100,169

 

 

$

77,908

 

 

$

161,583

 

 

$

133,555

 

Net Orders

 

 

69,202

 

 

 

52,649

 

 

 

94,113

 

 

 

103,687

 

Order Backlog

 

 

482,230

 

 

 

470,511

 

 

 

482,230

 

 

 

470,511

 

Net revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

48,051

 

 

$

47,106

 

 

$

89,568

 

 

$

86,022

 

Services

 

 

54,267

 

 

 

53,223

 

 

 

108,579

 

 

 

105,257

 

Total net revenue

 

 

102,318

 

 

 

100,329

 

 

 

198,147

 

 

 

191,279

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products

 

 

29,062

 

 

 

26,857

 

 

 

53,586

 

 

 

48,959

 

Cost of services

 

 

34,876

 

 

 

34,117

 

 

 

68,302

 

 

 

64,859

 

Total cost of revenue

 

 

63,938

 

 

 

60,974

 

 

 

121,888

 

 

 

113,818

 

Gross profit

 

 

38,380

 

 

 

39,355

 

 

 

76,259

 

 

 

77,461

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

13,640

 

 

 

14,664

 

 

 

27,529

 

 

 

28,757

 

Selling and marketing

 

 

15,139

 

 

 

13,872

 

 

 

28,175

 

 

 

28,629

 

General and administrative

 

 

10,469

 

 

 

11,836

 

 

 

26,111

 

 

 

23,144

 

Total operating expenses

 

 

39,248

 

 

 

40,372

 

 

 

81,815

 

 

 

80,530

 

Loss from operations

 

 

(868

)

 

 

(1,017

)

 

 

(5,556

)

 

 

(3,069

)

Other expense, net

 

 

(3,321

)

 

 

(3,738

)

 

 

(7,304

)

 

 

(10,309

)

Loss before provision for income taxes

 

 

(4,189

)

 

 

(4,755

)

 

 

(12,860

)

 

 

(13,378

)

Provision for (benefit from) income taxes

 

 

451

 

 

 

(36

)

 

 

986

 

 

 

723

 

Net loss

 

$

(4,640

)

 

$

(4,719

)

 

$

(13,846

)

 

$

(14,101

)

Net loss per share - basic and diluted

 

$

(0.05

)

 

$

(0.06

)

 

$

(0.16

)

 

$

(0.17

)

Weighted average common shares used in

   computing loss per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted

 

 

87,237

 

 

 

84,586

 

 

 

86,858

 

 

 

84,167

 


Accuray Incorporated

Consolidated Balance Sheets

(in thousands)

(Unaudited)

 

 

 

 

December 31,

 

 

June 30,

 

 

 

2018

 

 

2018

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

59,428

 

 

$

83,083

 

Restricted cash

 

 

5,182

 

 

 

9,830

 

Accounts receivable, net

 

 

86,333

 

 

 

65,994

 

Inventories

 

 

119,494

 

 

 

108,540

 

Prepaid expenses and other current assets

 

 

18,476

 

 

 

15,569

 

Deferred cost of revenue

 

 

273

 

 

 

1,141

 

Total current assets

 

 

289,186

 

 

 

284,157

 

Property and equipment, net

 

 

21,103

 

 

 

23,698

 

Goodwill

 

 

57,764

 

 

 

57,855

 

Intangible assets, net

 

 

750

 

 

 

821

 

Other assets

 

 

17,270

 

 

 

12,196

 

Total assets

 

$

386,073

 

 

$

378,727

 

Liabilities and equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

31,396

 

 

$

19,694

 

Accrued compensation

 

 

20,883

 

 

 

28,992

 

Other accrued liabilities

 

 

24,101

 

 

 

22,448

 

Customer advances

 

 

19,900

 

 

 

22,896

 

Deferred revenue

 

 

72,726

 

 

 

75,404

 

Total current liabilities

 

 

169,006

 

 

 

169,434

 

Long-term liabilities:

 

 

 

 

 

 

 

 

Long-term other liabilities

 

 

10,693

 

 

 

8,608

 

Deferred revenue

 

 

23,406

 

 

 

20,976

 

Long-term debt

 

 

136,823

 

 

 

131,077

 

Total liabilities

 

 

339,928

 

 

 

330,095

 

Equity:

 

 

 

 

 

 

 

 

Common stock

 

 

88

 

 

 

86

 

Additional paid-in capital

 

 

528,254

 

 

 

521,738

 

Accumulated other comprehensive income

 

 

759

 

 

 

1,093

 

Accumulated deficit

 

 

(482,956

)

 

 

(474,285

)

Total equity

 

 

46,145

 

 

 

48,632

 

Total liabilities and equity

 

$

386,073

 

 

$

378,727

 


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

December 31,

 

 

Six Months Ended

December 31,

 

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

GAAP net loss

 

$

(4,640

)

 

$

(4,719

)

 

$

(13,846

)

 

$

(14,101

)

Amortization of intangibles

 

 

36

 

 

 

35

 

 

 

72

 

 

 

71

 

Depreciation (a)

 

 

2,009

 

 

 

2,458

 

 

 

4,102

 

 

 

4,936

 

Stock-based compensation

 

 

1,687

 

 

 

3,438

 

 

 

4,899

 

 

 

5,870

 

Interest expense, net (b)

 

 

3,593

 

 

 

3,578

 

 

 

7,185

 

 

 

10,398

 

Impairment charge (c)

 

 

-

 

 

 

-

 

 

 

3,707

 

 

 

-

 

Cost savings initiative (d)

 

 

998

 

 

 

-

 

 

 

998

 

 

 

-

 

Provision for (benefit from) income taxes

 

 

451

 

 

 

(36

)

 

 

986

 

 

 

723

 

Adjusted EBITDA

 

$

4,134

 

 

$

4,754

 

 

$

8,103

 

 

$

7,897

 

 

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

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

(c) consists of a one-time accounts receivable impairment charge related to one customer.

(d) consists of costs associated with a staff reduction recorded in the fiscal second quarter of 2019.

 


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, 2019

 

 

 

From

 

 

To

 

GAAP net loss

 

$

(20,000

)

 

$

(14,000

)

Depreciation and amortization (a)

 

 

9,600

 

 

 

9,600

 

Stock-based compensation

 

 

11,500

 

 

 

11,500

 

Impairment charge (b)

 

 

3,700

 

 

 

3,700

 

Cost savings initiative (c)

 

 

1,500

 

 

 

1,500

 

Interest expense, net (d)

 

 

14,600

 

 

 

14,600

 

Provision for income taxes

 

 

2,100

 

 

 

2,100

 

Adjusted EBITDA

 

$

23,000

 

 

$

29,000

 

 

(a) consists of depreciation, primarily on property and equipment as well as amortization of intangibles.

(b) consists of a one-time accounts receivable impairment charge related to one customer in the first quarter of 2019.

(c) consists of costs associated with a staff reduction initiated in the fiscal second quarter of 2019.

(d) consists primarily of interest expense associated with outstanding debt.