aray-8k_20200128.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 28, 2020

 

 

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))

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

 

 

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.001 per share

 

ARAY

 

The Nasdaq Stock Market LLC

 

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 Condition.

 

On January 28, 2020, Accuray Incorporated (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended December 31, 2019. A copy of the Company’s press release dated January 28, 2020, titled “Accuray Reports Fiscal 2020 Second Quarter Financial 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 28, 2020, titled “Accuray Reports Fiscal 2020 Second Quarter Financial 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 28, 2020

By:

/s/ Shig Hamamatsu

 

 

Shig Hamamatsu

 

 

Senior Vice President & Chief Financial Officer

 

3

aray-ex991_6.htm

Exhibit 99.1

 

 

 

Joe Diaz

Beth Kaplan

Investor Relations, Lytham Partners

Public Relations Director, Accuray

+1 (602) 889-9700

+1 (408) 789-4426

diaz@lythampartners.com

bkaplan@accuray.com

 

Accuray Reports Fiscal 2020 Second Quarter Financial Results

 

SUNNYVALE, Calif., January 28, 2020 — Accuray Incorporated (NASDAQ: ARAY) today reported its financial results for the second quarter of fiscal 2020 ended December 31, 2019.

 

Recent Company Highlights

 

 

Gross orders of $98.6 million, including 11 orders from China

 

Net orders of $89.9 million, an increase of 30% year over year

 

Total backlog increased 12 percent year over year to $539.4 million

 

Net revenue of $98.8 million, net income of $10.7 million, Adjusted EBITDA of $7.1 million


“Financial and operational results for our second fiscal quarter and for the first half of fiscal year 2020 were solid,” commented Joshua H. Levine, president and chief executive officer of Accuray. “Gross orders for the second quarter exceeded our internal expectations heading into the quarter, including a solid order contribution from China.  We expect revenue growth to improve in the second half of fiscal 2020 as we believe revenue recognition of China Type A systems will start in our fourth fiscal quarter. In addition, we have confirmed that the tariff exemption for medical linear accelerators is applicable to all of our systems.  We believe that this exemption will support our commercial momentum and expand access to our innovative radiation therapy solutions for hospitals and patients in China.  In light of recent events with the coronavirus outbreak in China, we do not believe that the outbreak affects the longer-term demand outlook for radiotherapy equipment in China. China remains the world’s fastest growing market for radiation oncology systems where we have a highly differentiated strategy to drive significant revenue growth in the coming years.”


Fiscal Second Quarter Results

Gross orders totaled $98.6 million compared to $100.2 million for the prior year period. Backlog as of December 31, 2019 was $539.4 million, an increase of 12 percent compared to $482.2 million for the prior year period.

Total net revenue was $98.8 million compared to $102.3 million for the prior year period. Product revenue totaled $43.8 million compared to $48.1 million in the same prior fiscal year period, while service revenue totaled $55.1 million compared to $54.3 million in the same prior fiscal year period.

Total gross profit for the fiscal 2020 second quarter was $37.9 million, or 38.4 percent of net revenue, comprised of product gross margin of 44.0 percent of product revenue and service gross margin of 33.9 percent of service revenue. This compares to total gross profit of $38.4 million, or 37.5 percent of net revenue, comprised of product gross margin of 39.5 percent of product revenue and service gross margin of 35.7 percent of service revenue for the prior fiscal year second quarter.

Operating expenses were $34.3 million, a decrease of 13 percent compared to $39.2 million in the prior fiscal year second quarter.

 

Net income was $10.7 million, or $0.12 per share, compared to a net loss of $4.6 million, or ($0.05) per share, for the prior fiscal year period. Net income included a non-cash, special gain of $13.0 million related to the value of the Company’s capital contribution to the China joint venture in exchange for the Company’s 49% equity interest in the joint venture. This gain was recorded as non-operating, other income in the second quarter.



Adjusted EBITDA, which excludes the non-cash, special gain related to the Company’s capital contribution to the China joint venture, for the second quarter of fiscal 2020 was $7.1 million, compared to $4.1 million in the prior fiscal period.

Cash, cash equivalents and short-term restricted cash were $99.1 million as of December 31, 2019 compared with $86.7 million as of September 30, 2019.

Fiscal Six Months Results

 

For the six months ended December 31, 2019, gross product orders totaled $177.0 million compared to $161.6 million for the same prior fiscal year period. Ending product backlog was $539.4 million, approximately 12 percent higher than backlog at the end of the prior fiscal year second quarter.

 

Total net revenue for the six months ended December 31, 2019 was $188.4 million compared to $198.1 million in the same prior fiscal year period. Product revenue for the six months ended December 31, 2019 totaled $81.4 million compared to $89.6 million, while service revenue totaled $107.0 million compared to $108.6 million in the same prior fiscal year period.

 

Total gross profit for the six months ended December 31, 2019 was $70.8 million, or 37.6 percent of net revenue, comprised of product gross margin of 43.4 percent of product revenue and service gross margin of 33.2 percent of service revenue.  This compares to total gross profit of $76.3 million, or 38.5 percent of net revenue, comprised of product gross margin of 40.2 percent of product revenue and service gross margin of 37.1 percent of service revenue for the same prior fiscal year period.

 

Operating expenses for the six months ended December 31, 2019 were $71.5 million, a decrease of 13 percent compared with $81.8 million in the same prior fiscal year period.

 

Net income was $1.4 million, or $0.02 per share, for the six months ended December 31, 2019, compared to a net loss of $13.8 million, or ($0.16) per share, for the same prior fiscal year period. Net income included a non-cash, special gain of $13.0 million related to the value of the Company’s capital contribution to the China joint venture in exchange for the Company’s 49% equity interest in the joint venture. This gain was recorded as non-operating, other income in the second quarter.

 

Adjusted EBITDA for the six months ended December 31, 2019 was $6.1 million, compared to $8.1 million in the prior fiscal year period.

 

2020 Financial Guidance

The Company is reaffirming revenue guidance provided on August 15, 2019 and updating adjusted EBITDA guidance for fiscal year 2020. Total revenue for fiscal year 2020 is expected to range between $410.0 and $420.0 million. The Company expects to generate revenue growth during the second half of fiscal year 2020 compared to the second half of the prior fiscal year. Adjusted EBITDA for fiscal year 2020 is expected to range between $21.0 to $26.0 million, which includes approximately $1.0 million of the Company’s share of expected loss from the joint venture operations in China. This is adjusted from the previous range of $19.0 million to $24.0 million.

 

Conference Call Information

Accuray will host a conference call beginning at 1:30 p.m. PT/4:30 p.m. ET today to discuss results for the second fiscal quarter as well as 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): 8598970


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: 8598970. An archived webcast will also be available at Accuray’s website until Accuray announces its results for the third quarter of fiscal 2020.

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”).  The calculation of adjusted EBITDA also excludes certain non-recurring, irregular and one-time items, including the non-cash, special gain related to Accuray’s capital contribution to the China joint venture, a one-time accounts receivable impairment charge and costs associated with a one-time cost savings initiative. 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 schedule below.

 

There are limitations in using these non-GAAP financial measures because they are 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) develops, manufactures and sells radiotherapy systems that are intended to make cancer treatments shorter, safer, personalized and more effective, ultimately enabling patients to live longer, better lives. Our radiation treatment delivery systems in combination with fully-integrated software solutions set the industry standard for precision and cover the full range of radiation therapy and radiosurgery procedures. 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 regarding gross orders and improvement in revenue growth; expectations regarding recognition of revenue from China Type A systems; expectations related to the growth of China’s radiation oncology market; expectations related to the Company’s market opportunity in China and its ability to grow the business; expectations regarding the tariff exemption for medical linear accelerators; expectations regarding the effect of the 2019 Novel Coronavirus outbreak; 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 effectively integrate and execute the joint venture; the Company’s ability to realize the expected benefits of the joint venture; risks and uncertainties related to future Type A and B license announcements in China; risks inherent in international operations; risks and uncertainties related to the 2019 Novel Coronavirus and its effects on the Company’s operations in China and the operations of its customers; risks and uncertainties related to international tariffs and tariff exemptions; the Company's ability to effectively manage its growth; the Company's ability to meet the covenants under its credit facilities; the Company's ability to convert backlog to revenue; and such other risks identified under the heading "Risk Factors" in the Company's Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission (the "SEC") on November 6, 2019 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,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

Gross Orders

 

$

98,556

 

 

$

100,169

 

 

$

177,043

 

 

$

161,583

 

Net Orders

 

 

89,904

 

 

 

69,202

 

 

 

128,885

 

 

 

94,113

 

Order Backlog

 

 

539,357

 

 

 

482,230

 

 

 

539,357

 

 

 

482,230

 

Net revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Products

 

$

43,760

 

 

$

48,051

 

 

$

81,365

 

 

$

89,568

 

Services

 

 

55,066

 

 

 

54,267

 

 

 

107,038

 

 

 

108,579

 

Total net revenue

 

 

98,826

 

 

 

102,318

 

 

 

188,403

 

 

 

198,147

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of products

 

 

24,518

 

 

 

29,062

 

 

 

46,088

 

 

 

53,586

 

Cost of services

 

 

36,408

 

 

 

34,876

 

 

 

71,472

 

 

 

68,302

 

Total cost of revenue

 

 

60,926

 

 

 

63,938

 

 

 

117,560

 

 

 

121,888

 

Gross profit

 

 

37,900

 

 

 

38,380

 

 

 

70,843

 

 

 

76,259

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

13,064

 

 

 

13,640

 

 

 

26,405

 

 

 

27,529

 

Selling and marketing

 

 

11,327

 

 

 

15,139

 

 

 

24,593

 

 

 

28,175

 

General and administrative

 

 

9,886

 

 

 

10,469

 

 

 

20,502

 

 

 

26,111

 

Total operating expenses

 

 

34,277

 

 

 

39,248

 

 

 

71,500

 

 

 

81,815

 

Income (loss) from operations

 

 

3,623

 

 

 

(868

)

 

 

(657

)

 

 

(5,556

)

Other income (expense), net

 

 

7,766

 

 

 

(3,321

)

 

 

3,327

 

 

 

(7,304

)

Income (loss) before provision for income taxes

 

 

11,389

 

 

 

(4,189

)

 

 

2,670

 

 

 

(12,860

)

Provision for income taxes

 

 

679

 

 

 

451

 

 

 

1,316

 

 

 

986

 

Net income (loss)

 

$

10,710

 

 

$

(4,640

)

 

$

1,354

 

 

$

(13,846

)

Net income (loss) per share - basic

 

$

0.12

 

 

$

(0.05

)

 

$

0.02

 

 

$

(0.16

)

Net income (loss) per share - diluted

 

$

0.12

 

 

$

(0.05

)

 

$

0.02

 

 

$

(0.16

)

Weighted average common shares used in

   computing income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

89,517

 

 

 

87,237

 

 

 

89,145

 

 

 

86,858

 

Diluted

 

 

90,279

 

 

 

87,237

 

 

 

90,095

 

 

 

86,858

 

 


Accuray Incorporated

Condensed Consolidated Balance Sheets

(in thousands)

(Unaudited)

 

 

 

 

December 31,

 

 

June 30,

 

 

 

2019

 

 

2019

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

96,420

 

 

$

76,798

 

Restricted cash

 

 

2,648

 

 

 

10,218

 

Accounts receivable, net

 

 

87,734

 

 

 

111,885

 

Inventories

 

 

131,253

 

 

 

120,823

 

Prepaid expenses and other current assets

 

 

20,320

 

 

 

24,205

 

Deferred cost of revenue

 

 

140

 

 

 

146

 

Total current assets

 

 

338,515

 

 

 

344,075

 

Property and equipment, net

 

 

16,977

 

 

 

17,122

 

Goodwill

 

 

57,740

 

 

 

57,770

 

Intangible assets, net

 

 

607

 

 

 

679

 

Operating lease right-of-use assets

 

 

31,110

 

 

 

 

Other assets

 

 

34,524

 

 

 

18,535

 

Total assets

 

$

479,473

 

 

$

438,181

 

Liabilities and equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

22,062

 

 

$

29,562

 

Accrued compensation

 

 

22,308

 

 

 

31,150

 

Operating lease liabilities, current

 

 

7,598

 

 

 

 

Other accrued liabilities

 

 

28,686

 

 

 

32,742

 

Customer advances

 

 

18,231

 

 

 

20,395

 

Deferred revenue

 

 

79,599

 

 

 

78,332

 

Total current liabilities

 

 

178,484

 

 

 

192,181

 

Long-term liabilities:

 

 

 

 

 

 

 

 

Long-term other liabilities

 

 

6,717

 

 

 

9,646

 

Deferred revenue

 

 

27,242

 

 

 

26,639

 

Operating lease liabilities, non-current

 

 

27,166

 

 

 

 

Long-term debt

 

 

183,864

 

 

 

159,844

 

Total liabilities

 

 

423,473

 

 

 

388,310

 

Equity:

 

 

 

 

 

 

 

 

Common stock

 

 

90

 

 

 

89

 

Additional paid-in capital

 

 

540,247

 

 

 

535,332

 

Accumulated other comprehensive loss

 

 

(151

)

 

 

(10

)

Accumulated deficit

 

 

(484,186

)

 

 

(485,540

)

Total equity

 

 

56,000

 

 

 

49,871

 

Total liabilities and equity

 

$

479,473

 

 

$

438,181

 

 


Accuray Incorporated

Reconciliation of GAAP Net Income (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,

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

GAAP net income (loss)

 

$

10,710

 

 

$

(4,640

)

 

$

1,354

 

 

$

(13,846

)

Depreciation and amortization

 

 

1,846

 

 

 

2,045

 

 

 

3,697

 

 

 

4,174

 

Stock-based compensation

 

 

2,149

 

 

 

1,687

 

 

 

3,849

 

 

 

4,899

 

Interest expense, net

 

 

4,683

 

 

 

3,593

 

 

 

8,883

 

 

 

7,185

 

Gain on contribution to equity method investment in joint venture (a)

 

 

(12,965

)

 

 

 

 

 

(12,965

)

 

 

 

Impairment charge (b)

 

 

 

 

 

 

 

 

 

 

 

3,707

 

Cost savings initiative (c)

 

 

 

 

 

998

 

 

 

 

 

 

998

 

Provision for income taxes

 

 

679

 

 

 

451

 

 

 

1,316

 

 

 

986

 

Adjusted EBITDA

 

$

7,102

 

 

$

4,134

 

 

$

6,134

 

 

$

8,103

 

 

(a) consists of non-cash gain related to the value of the Company’s capital contribution to the China joint venture.

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

(c) 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 Income (Loss) to Projected Adjusted Earnings Before Interest, Taxes, Depreciation, Amortization and Stock-Based Compensation (Adjusted EBITDA)

(in thousands)

(Unaudited)

 

 

 

Twelve Months Ending

June 30, 2020

 

 

 

From

 

 

To

 

GAAP net loss

 

$

(4,000

)

 

$

1,000

 

Depreciation and amortization

 

 

8,300

 

 

 

8,300

 

Stock-based compensation

 

 

8,700

 

 

 

8,700

 

Interest expense, net

 

 

18,100

 

 

 

18,100

 

Gain on contribution to equity method investment in joint venture (a)

 

 

(13,000

)

 

 

(13,000

)

Provision for income taxes

 

 

2,900

 

 

 

2,900

 

Adjusted EBITDA

 

$

21,000

 

 

$

26,000

 

 

(a) consists of non-cash gain related to the value of the Company’s capital contribution to the China joint venture.