- First Quarter 2016 Revenue of $90.3 million
- First Quarter 2016 Adjusted Earnings per Share ("EPS") of $0.18
- First Quarter 2016 Adjusted EBITDA of $13.5 million
- First Quarter 2016 Operating Cash Flow from Continuing Operations of $8.3 million
- Company Name Change to Novanta expected in May 2016
GSI Group Inc. (NASDAQ: GSIG) (the "Company", "we", "our", "GSI"), a
global leader and supplier of laser, precision motion, and vision
technologies to original equipment manufacturers in the medical and
advanced industrial markets, today reported financial results for the
first quarter of 2016.
|
Financial Highlights
|
|
Three Months Ended
|
|
(In millions, except per share amounts)
|
|
April 1,
|
|
April 3,
|
|
|
|
2016
|
|
2015
|
|
GAAP
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
90.3
|
|
$
|
94.6
|
|
Operating income from continuing operations
|
|
$
|
2.6
|
|
$
|
5.4
|
|
Diluted EPS from continuing operations
|
|
$
|
0.05
|
|
$
|
0.10
|
|
Non-GAAP*
|
|
|
|
|
|
|
|
Adjusted Revenue
|
|
$
|
90.3
|
|
$
|
89.0
|
|
Adjusted operating income from continuing operations
|
|
$
|
10.2
|
|
$
|
10.9
|
|
Adjusted EPS
|
|
$
|
0.18
|
|
$
|
0.20
|
|
Adjusted EBITDA
|
|
$
|
13.5
|
|
$
|
14.3
|
|
|
|
*Reconciliations of GAAP to non-GAAP financial measures, as well as
definitions for the non-GAAP financial measures in this press
release and the reasons for their use, are presented below.
|
First Quarter of 2016
"We delivered another solid quarter of results in the first quarter,
achieving all of our major objectives despite continued weakness in the
industrial capital spending environment. Orders were strong across the
board in the quarter, which positions us well for the second quarter and
gives us further confidence around our medium term growth outlook,"
said John Roush, Chief Executive Officer.
During the first quarter of 2016, GSI generated GAAP revenue of $90.3
million, a decrease of (5%) from $94.6 million in the first quarter of
2015 due to the divestiture of JK Lasers last year. Adjusted Revenue in
the first quarter of 2016 was $90.3 million, an increase of 2% from $89
million in the first quarter of 2015.
In the first quarter of 2016, GAAP operating income from continuing
operations was $2.6 million, compared to $5.4 million in the first
quarter of 2015. Adjusted operating income from continuing operations
was $10.2 million in the first quarter of 2016, compared to $10.9
million in the first quarter of 2015.
GAAP Diluted EPS from continuing operations was $0.05 in the first
quarter of 2016, compared to $0.10 in the first quarter of 2015.
Adjusted EPS was $0.18 in the first quarter of 2016, compared
to $0.20 in the first quarter of 2015. The Company ended the first
quarter of 2016 with 34.9 million weighted average diluted common shares
outstanding. Adjusted EBITDA was $13.5 million in the first quarter of
2016.
As of April 1, 2016, cash and cash equivalents were $67.9 million. The
Company completed the first quarter of 2016 with approximately $27.7
million of Net Debt, as defined in the non-GAAP reconciliation below.
Operating cash flow from continuing operations for the first quarter of
2016 was $8.3 million.
Financial Outlook
For the second quarter of 2016, the Company expects Adjusted Revenue of
approximately $95 million and Adjusted EBITDA of approximately $16
million. Additionally, the Company expects Adjusted EPS to be in the
range of $0.23 to $0.25. This compares to Adjusted EPS of $0.20 in the
second quarter of 2015.
Finally, the Company continues to expect full year 2016 Adjusted Revenue
to be up mid-single digits, in the range of $375 million to $390
million. This compares to Adjusted Revenue of $368 million for the full
year 2015. The Company also expects full year 2016 Adjusted EPS to be up
8% to 10%, compared to Adjusted EPS of $0.93 for the full year 2015.
Conference Call Information
The Company will host a conference call on Friday, May 6, 2016 at 10:00
a.m. ET to discuss these results. John A. Roush, Chief Executive
Officer, Matthijs Glastra, Chief Operating Officer, and Robert Buckley,
Chief Financial Officer, will host the conference call.
To access the call, please dial (877) 482-5124 prior to the scheduled
conference call time. The conference ID number is 85611373.
A playback of this conference call will be available beginning 2:00 p.m.
ET, Friday, May 6, 2016. The playback phone number is (855) 859-2056 or
(404) 537-3406 and the code number is 85611373. The playback will remain
available until 11:00 p.m. ET, Monday, May 30, 2016.
A replay of the audio webcast will be available approximately three
hours after the conclusion of the call on the Investor Relations section
of the Company's website at www.gsig.com.
Use of Non-GAAP Financial Measures
The non-GAAP financial measures used in this press release are Organic
Revenue, Adjusted Revenue, Adjusted Gross Profit, Adjusted Gross Profit
Margin, Adjusted Operating Income from Continuing Operations, Adjusted
Operating Margin, Adjusted Income from Continuing Operations before
Income Taxes, Adjusted Income from Continuing Operations, net of tax,
Adjusted Diluted EPS from Continuing Operations, Adjusted EBITDA, and
Net Debt.
The Company believes that the non-GAAP financial measures provide useful
and supplementary information to investors regarding the Company's
operating performance. It is management's belief that these non-GAAP
financial measures would be particularly useful to investors because of
the significant changes that have occurred outside of the Company's
day-to-day business in accordance with the execution of the Company's
strategy. This strategy includes streamlining the Company's existing
operations through site and functional consolidations, strategic
divestitures and product line closures, expanding the Company's business
through significant internal investments, and broadening the Company's
product and service offerings through acquisition of innovative and
complementary technologies and solutions. The financial impact of
certain elements of these activities, particularly acquisitions,
divestitures, and site and functional restructurings, is often large
relative to the Company's overall financial performance and can
adversely affect the comparability of its operating results and
investors' ability to analyze the business from period to period.
The Company's Adjusted EBITDA is used by management to evaluate
operating performance, communicate financial results to the Board of
Directors, benchmark results against historical performance and the
performance of peers, and evaluate investment opportunities including
acquisitions and divestitures. In addition, Adjusted EBITDA is used to
determine bonus payments for senior management and employees.
Accordingly, the Company believes that this non-GAAP measure provides
greater transparency and insight into management's method of analysis.
Non-GAAP financial measures should not be considered as substitutes for,
or superior to, measures of financial performance prepared in accordance
with GAAP. They are limited in value because they exclude charges that
have a material effect on the Company's reported results and, therefore,
should not be relied upon as the sole financial measures to evaluate the
Company's financial results. The non-GAAP financial measures are meant
to supplement, and to be viewed in conjunction with, GAAP financial
measures. Investors are encouraged to review the reconciliation of these
non-GAAP financial measures to their most directly comparable GAAP
financial measures as provided in the tables accompanying this press
release.
Safe Harbor and Forward-Looking Information
Certain statements in this release are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of
1995 and are based on current expectations and assumptions that are
subject to risks and uncertainties. All statements contained in this
news release that do not relate to matters of historical fact should be
considered forward-looking statements, and are generally identified by
words such as "expect," "intend," "anticipate," "estimate," "believe,"
"future," "could," "should," "plan," "aim," and other similar
expressions. These forward-looking statements include, but are not
limited to, statements regarding our strong orders positioning us well
for the second quarter; our medium term growth prospects; plans to
change the Company's name and ticker symbol; anticipated financial
performance; business prospects; market conditions; and other statements
that are not historical facts.
These forward-looking statements are neither promises nor guarantees,
but involve risks and uncertainties that may cause actual results to
differ materially from those contained in the forward-looking
statements. Our actual results could differ materially from those
anticipated in these forward-looking statements for many reasons,
including, but not limited to, the following: economic and political
conditions and the effects of these conditions on our customers'
businesses and level of business activity; our significant dependence
upon our customers' capital expenditures, which are subject to cyclical
market fluctuations; our dependence upon our ability to respond to
fluctuations in product demand; our ability to continually innovate and
successfully commercialize our innovations; failure to introduce new
products in a timely manner; customer order timing and other similar
factors beyond our control; disruptions or breaches in security of our
information technology systems; changes in interest rates, credit
ratings or foreign currency exchange rates; risk associated with our
operations in foreign countries; our failure to comply with local import
and export regulations in the jurisdictions in which we operate; our
reliance on third party distribution channels; violations of our
intellectual property rights and our ability to protect our intellectual
property against infringement by third parties; risk of losing our
competitive advantage; our failure to successfully integrate recent and
future acquisitions into our business; our ability to make divestitures
that provide business benefits; our ability to attract and retain key
personnel; our restructuring and realignment activities and disruptions
to our operations as a result of consolidation of our operations;
product defects or problems integrating our products with other vendors'
products; disruptions in the supply of certain key components or other
goods from our suppliers; production difficulties and product delivery
delays or disruptions; our compliance, or our failure to comply, with
various federal, state and foreign regulations; changes in governmental
regulation of our business or products; effects of conflict minerals
regulations; our failure to comply with environmental regulations; our
failure to implement new information technology systems and software
successfully; our failure to realize the full value of our intangible
assets; our exposure to the credit risk of some of our
customers and in weakened markets; changes in tax laws, and fluctuations
in our effective tax rates; being subject to U.S. federal income
taxation even though we are a non-U.S. corporation; any need for
additional capital to adequately respond to business challenges or
opportunities and repay or refinance our existing indebtedness, which
may not be available on acceptable terms or at all; volatility in the
market price for our common shares; our ability to access cash and other
assets of our subsidiaries; the influence over our business of certain
significant shareholders; provisions of our articles of incorporation
may delay or prevent a change in control; our significant existing
indebtedness may limit our ability to engage in certain activities; and
our failure to maintain appropriate internal controls in the future.
Other important risk factors that could affect the outcome of the
events set forth in these statements and that could affect the Company's
operating results and financial condition are discussed in Item 1A of
our Annual Report on Form 10-K for the fiscal year ended December 31,
2015, our subsequent filings with the Securities and Exchange Commission
("SEC"), and in our future filings with the SEC. Such statements are
based on the Company's beliefs and assumptions and on information
currently available to the Company. The Company disclaims any obligation
to update any forward-looking statements as a result of developments
occurring after the date of this document except as required by law.
About GSI
GSI Group Inc. designs, develops, manufactures and sells precision
photonics and motion control components and subsystems to Original
Equipment Manufacturers ("OEM") in the medical and advanced industrial
markets. The Company is a leader in highly engineered enabling
technologies, including CO2 laser sources, laser scanning and
beam delivery products, optical data collection and machine vision
technologies, medical visualization and informatics solutions, and
precision motion control products. The Company specializes in
collaborating with OEM customers to adapt its component and subsystem
technologies to deliver highly differentiated performance in their
applications. GSI Group Inc.'s common shares are quoted on NASDAQ under
the ticker symbol "GSIG".
More information about GSI is available on the Company's website at www.gsig.com.
For additional information, please contact GSI Group Inc. Investor
Relations at (781) 266-5137 or InvestorRelations@gsig.com.
|
GSI GROUP INC.
|
|
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(In thousands of U.S. dollars or shares, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended
|
|
|
|
April 1,
|
|
|
April 3,
|
|
|
|
2016
|
|
|
2015
|
|
Revenue
|
|
$
|
90,316
|
|
|
$
|
94,614
|
|
Cost of revenue
|
|
|
53,424
|
|
|
|
54,608
|
|
Gross profit
|
|
|
36,892
|
|
|
|
40,006
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Research and development and engineering
|
|
|
8,052
|
|
|
|
8,215
|
|
Selling, general and administrative
|
|
|
21,187
|
|
|
|
22,068
|
|
Amortization of purchased intangible assets
|
|
|
2,108
|
|
|
|
1,889
|
|
Restructuring, acquisition and divestiture related costs
|
|
|
2,958
|
|
|
|
2,437
|
|
Total operating expenses
|
|
|
34,305
|
|
|
|
34,609
|
|
Operating income from continuing operations
|
|
|
2,587
|
|
|
|
5,397
|
|
Interest income (expense), net
|
|
|
(1,185)
|
|
|
|
(1,397)
|
|
Foreign exchange transaction gains (losses), net
|
|
|
83
|
|
|
|
517
|
|
Other income (expense), net
|
|
|
743
|
|
|
|
729
|
|
Income from continuing operations before income taxes
|
|
|
2,228
|
|
|
|
5,246
|
|
Income tax provision
|
|
|
322
|
|
|
|
1,800
|
|
Income from continuing operations
|
|
|
1,906
|
|
|
|
3,446
|
|
Loss from discontinued operations, net of tax
|
|
|
—
|
|
|
|
—
|
|
Consolidated net income
|
|
$
|
1,906
|
|
|
$
|
3,446
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share from continuing operations:
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.05
|
|
|
$
|
0.10
|
|
Diluted
|
|
$
|
0.05
|
|
|
$
|
0.10
|
|
Loss per common share from discontinued operations:
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
—
|
|
|
$
|
—
|
|
Diluted
|
|
$
|
—
|
|
|
$
|
—
|
|
Earnings per common share:
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
0.05
|
|
|
$
|
0.10
|
|
Diluted
|
|
$
|
0.05
|
|
|
$
|
0.10
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding—basic
|
|
|
34,657
|
|
|
|
34,506
|
|
Weighted average common shares outstanding—diluted
|
|
|
34,853
|
|
|
|
34,999
|
|
GSI GROUP INC.
|
|
CONDENSED CONSOLIDATED BALANCE SHEETS
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
|
|
April 1,
|
|
|
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current Assets
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
67,892
|
|
|
$
|
59,959
|
|
Accounts receivable, net
|
|
|
58,683
|
|
|
|
57,188
|
|
Inventories
|
|
|
61,764
|
|
|
|
59,566
|
|
Other current assets
|
|
|
7,087
|
|
|
|
8,499
|
|
Total current assets
|
|
|
195,426
|
|
|
|
185,212
|
|
Property, plant and equipment, net
|
|
|
36,195
|
|
|
|
40,550
|
|
Intangible assets, net
|
|
|
62,968
|
|
|
|
66,269
|
|
Goodwill
|
|
|
103,413
|
|
|
|
103,456
|
|
Other assets
|
|
|
18,529
|
|
|
|
20,558
|
|
Total assets
|
|
$
|
416,531
|
|
|
$
|
416,045
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Current Liabilities
|
|
|
|
|
|
|
|
|
Current portion of long-term debt
|
|
$
|
7,395
|
|
|
$
|
7,385
|
|
Accounts payable
|
|
|
26,893
|
|
|
|
24,401
|
|
Accrued expenses and other current liabilities
|
|
|
26,044
|
|
|
|
25,167
|
|
Total current liabilities
|
|
|
60,332
|
|
|
|
56,953
|
|
Long-term debt
|
|
|
86,763
|
|
|
|
88,426
|
|
Other long-term liabilities
|
|
|
22,220
|
|
|
|
25,965
|
|
Total liabilities
|
|
|
169,315
|
|
|
|
171,344
|
|
Stockholders' Equity:
|
|
|
|
|
|
|
|
|
Total stockholders' equity
|
|
|
247,216
|
|
|
|
244,701
|
|
Total liabilities and stockholders' equity
|
|
$
|
416,531
|
|
|
$
|
416,045
|
|
GSI GROUP INC.
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended
|
|
|
|
April 1,
|
|
|
April 3,
|
|
|
|
2016
|
|
|
2015
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
Consolidated net income
|
|
$
|
1,906
|
|
|
$
|
3,446
|
|
Less: Loss from discontinued operations, net of tax
|
|
|
—
|
|
|
|
—
|
|
Income from continuing operations
|
|
|
1,906
|
|
|
|
3,446
|
|
Adjustments to reconcile income from continuing operations to
net cash provided by operating activities of continuing operations:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
5,229
|
|
|
|
4,762
|
|
Share-based compensation
|
|
|
1,342
|
|
|
|
1,597
|
|
Deferred income taxes
|
|
|
108
|
|
|
|
(103)
|
|
Earnings from equity investment
|
|
|
(740)
|
|
|
|
(727)
|
|
Dividend from equity investment
|
|
|
2,341
|
|
|
|
—
|
|
Other
|
|
|
2,290
|
|
|
|
1,219
|
|
Changes in assets and liabilities which (used)/provided cash,
excluding
effects from businesses purchased or classified as discontinued
operations:
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(1,139)
|
|
|
|
(5,096)
|
|
Inventories
|
|
|
(3,519)
|
|
|
|
(3,975)
|
|
Other operating assets and liabilities
|
|
|
480
|
|
|
|
4,919
|
|
Net cash provided by operating activities of continuing operations
|
|
|
8,298
|
|
|
|
6,042
|
|
Net cash provided by operating activities of discontinued operations
|
|
|
—
|
|
|
|
—
|
|
Net cash provided by operating activities
|
|
|
8,298
|
|
|
|
6,042
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
Purchases of property, plant and equipment
|
|
|
(2,341)
|
|
|
|
(946)
|
|
Acquisition of businesses, net of cash acquired and working capital
adjustments
|
|
|
422
|
|
|
|
(13,852)
|
|
Proceeds from the sale of property, plant and equipment
|
|
|
3,589
|
|
|
|
23
|
|
Net cash provided by (used in) investing activities of continuing
operations
|
|
|
1,670
|
|
|
|
(14,775)
|
|
Net cash provided by investing activities of discontinued operations
|
|
|
1,498
|
|
|
|
—
|
|
Net cash provided by (used in) investing activities
|
|
|
3,168
|
|
|
|
(14,775)
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
Borrowings under revolving credit facility
|
|
|
—
|
|
|
|
13,000
|
|
Repayments of long-term debt and revolving credit facility
|
|
|
(1,875)
|
|
|
|
(4,875)
|
|
Other financing activities
|
|
|
(1,574)
|
|
|
|
(1,394)
|
|
Net cash provided by (used in) financing activities of continuing
operations
|
|
|
(3,449)
|
|
|
|
6,731
|
|
Net cash used in financing activities of discontinued operations
|
|
|
—
|
|
|
|
—
|
|
Net cash provided by (used in) financing activities
|
|
|
(3,449)
|
|
|
|
6,731
|
|
Effect of exchange rates on cash and cash equivalents
|
|
|
(84)
|
|
|
|
(1,602)
|
|
Increase (decrease) in cash and cash equivalents
|
|
|
7,933
|
|
|
|
(3,604)
|
|
Cash and cash equivalents, beginning of period
|
|
|
59,959
|
|
|
|
51,146
|
|
Cash and cash equivalents, end of period
|
|
$
|
67,892
|
|
|
$
|
47,542
|
|
Reconciliation of GAAP to Non-GAAP Financial Measures
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
|
|
Adjusted Revenue by Segment (Non-GAAP):
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
April 1,
|
|
|
April 3,
|
|
|
|
2016
|
|
|
2015
|
|
Laser Products
|
|
|
|
|
|
|
|
|
Revenue (GAAP)
|
|
$
|
40,358
|
|
|
$
|
44,955
|
|
JK Lasers divestiture
|
|
|
—
|
|
|
|
(5,678)
|
|
Acquisition fair value adjustments
|
|
|
—
|
|
|
|
—
|
|
Adjusted Revenue (Non-GAAP)
|
|
$
|
40,358
|
|
|
$
|
39,277
|
|
|
|
|
|
|
|
|
|
|
Vision Technologies
|
|
|
|
|
|
|
|
|
Revenue (GAAP)
|
|
$
|
28,862
|
|
|
$
|
31,111
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
43
|
|
Adjusted Revenue (Non-GAAP)
|
|
$
|
28,886
|
|
|
$
|
31,154
|
|
|
|
|
|
|
|
|
|
|
Precision Motion
|
|
|
|
|
|
|
|
|
Revenue (GAAP)
|
|
$
|
21,096
|
|
|
$
|
18,548
|
|
Acquisition fair value adjustments
|
|
|
—
|
|
|
|
—
|
|
Adjusted Revenue (Non-GAAP)
|
|
$
|
21,096
|
|
|
$
|
18,548
|
|
|
|
|
|
|
|
|
|
|
GSI Group Inc.
|
|
|
|
|
|
|
|
|
Revenue (GAAP)
|
|
$
|
90,316
|
|
|
$
|
94,614
|
|
JK Lasers divestiture
|
|
|
—
|
|
|
|
(5,678)
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
43
|
|
Adjusted Revenue (Non-GAAP)
|
|
$
|
90,340
|
|
|
$
|
88,979
|
|
Reconciliation of GAAP to Non-GAAP Financial Measures
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
Adjusted Gross Profit by Segment (Non-GAAP):
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
April 1,
|
|
|
April 3,
|
|
|
|
|
2016
|
|
|
2015
|
|
|
Laser Products
|
|
|
|
|
|
|
|
|
|
Gross Profit (GAAP)
|
|
$
|
17,997
|
|
|
$
|
19,375
|
|
|
JK Lasers divestiture
|
|
|
—
|
|
|
|
(1,637)
|
|
|
Amortization of intangible assets
|
|
|
384
|
|
|
|
516
|
|
|
Acquisition fair value adjustments
|
|
|
—
|
|
|
|
—
|
|
|
Adjusted Gross Profit (Non-GAAP)
|
|
$
|
18,381
|
|
|
$
|
18,254
|
|
|
Gross Profit Margin (GAAP)
|
|
|
44.6
|
%
|
|
|
43.1
|
%
|
|
Adjusted Gross Profit Margin (Non-GAAP)
|
|
|
45.5
|
%
|
|
|
46.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Vision Technologies
|
|
|
|
|
|
|
|
|
|
Gross Profit (GAAP)
|
|
$
|
9,579
|
|
|
$
|
12,513
|
|
|
Inventory related charges for discontinuation of radiology products
|
|
|
1,370
|
|
|
|
—
|
|
|
Amortization of intangible assets
|
|
|
698
|
|
|
|
547
|
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
43
|
|
|
Adjusted Gross Profit (Non-GAAP)
|
|
$
|
11,671
|
|
|
$
|
13,103
|
|
|
Gross Profit Margin (GAAP)
|
|
|
33.2
|
%
|
|
|
40.2
|
%
|
|
Adjusted Gross Profit Margin (Non-GAAP)
|
|
|
40.4
|
%
|
|
|
42.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Precision Motion
|
|
|
|
|
|
|
|
|
|
Gross Profit (GAAP)
|
|
$
|
9,668
|
|
|
$
|
8,465
|
|
|
Amortization of intangible assets
|
|
|
102
|
|
|
|
56
|
|
|
Acquisition fair value adjustments
|
|
|
—
|
|
|
|
—
|
|
|
Adjusted Gross Profit (Non-GAAP)
|
|
$
|
9,770
|
|
|
$
|
8,521
|
|
|
Gross Profit Margin (GAAP)
|
|
|
45.8
|
%
|
|
|
45.6
|
%
|
|
Adjusted Gross Profit Margin (Non-GAAP)
|
|
|
46.3
|
%
|
|
|
45.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Unallocated Corporate and Shared Services
|
|
|
|
|
|
|
|
|
|
Gross Profit (GAAP)
|
|
$
|
(352)
|
|
|
$
|
(347)
|
|
|
Amortization of intangible assets
|
|
|
—
|
|
|
|
—
|
|
|
Acquisition fair value adjustments
|
|
|
—
|
|
|
|
—
|
|
|
Adjusted Gross Profit (Non-GAAP)
|
|
$
|
(352)
|
|
|
$
|
(347)
|
|
|
|
|
|
|
|
|
|
|
|
|
GSI Group Inc.
|
|
|
|
|
|
|
|
|
|
Gross Profit (GAAP)
|
|
$
|
36,892
|
|
|
$
|
40,006
|
|
|
JK Lasers divestiture
|
|
|
—
|
|
|
|
(1,637)
|
|
|
Inventory related charges for discontinuation of radiology products
|
|
|
1,370
|
|
|
|
—
|
|
|
Amortization of intangible assets
|
|
|
1,184
|
|
|
|
1,119
|
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
43
|
|
|
Adjusted Gross Profit (Non-GAAP)
|
|
$
|
39,470
|
|
|
$
|
39,531
|
|
|
Gross Profit Margin (GAAP)
|
|
|
40.8
|
%
|
|
|
42.3
|
%
|
|
Adjusted Gross Profit Margin (Non-GAAP)
|
|
|
43.7
|
%
|
|
|
44.4
|
%
|
|
Reconciliation of GAAP to Non-GAAP Financial Measures
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
|
|
Adjusted Operating Income from Continuing Operations and
Adjusted EPS (Non-GAAP):
|
|
|
|
|
|
Three Months Ended April 1, 2016
|
|
|
|
Operating Income from Continuing Operations
|
|
|
Operating Margin
|
|
|
Income from Continuing Operations before Income Taxes
|
|
|
Income from Continuing Operations, Net of Tax
|
|
|
Diluted EPS from Continuing Operations
|
|
GAAP results
|
|
$
|
2,587
|
|
|
|
2.9
|
%
|
|
$
|
2,228
|
|
|
$
|
1,906
|
|
|
$
|
0.05
|
|
Non-GAAP Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
3,292
|
|
|
|
3.6
|
%
|
|
|
3,292
|
|
|
|
2,286
|
|
|
|
0.07
|
|
Restructuring, divestiture and other costs
|
|
|
2,712
|
|
|
|
3.0
|
%
|
|
|
2,712
|
|
|
|
1,883
|
|
|
|
0.05
|
|
Acquisition related costs
|
|
|
246
|
|
|
|
0.3
|
%
|
|
|
246
|
|
|
|
171
|
|
|
|
0.00
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
0.0
|
%
|
|
|
24
|
|
|
|
17
|
|
|
|
0.00
|
|
Inventory related charges for discontinuation of radiology products
|
|
|
1,370
|
|
|
|
1.5
|
%
|
|
|
1,370
|
|
|
|
951
|
|
|
|
0.03
|
|
Non-recurring income tax expenses (benefits)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(813)
|
|
|
|
(0.02)
|
|
Total non-GAAP adjustments
|
|
|
7,644
|
|
|
|
8.4
|
%
|
|
|
7,644
|
|
|
|
4,495
|
|
|
|
0.13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted results (Non-GAAP)
|
|
$
|
10,231
|
|
|
|
11.3
|
%
|
|
$
|
9,872
|
|
|
$
|
6,401
|
|
|
$
|
0.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding - Diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34,853
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended April 3, 2015
|
|
|
|
Operating Income from Continuing Operations
|
|
|
Operating Margin
|
|
|
Income from Continuing Operations before Income Taxes
|
|
|
Income from Continuing Operations, Net of Tax
|
|
|
Diluted EPS from Continuing Operations
|
|
GAAP results
|
|
$
|
5,397
|
|
|
|
5.7
|
%
|
|
$
|
5,246
|
|
|
$
|
3,446
|
|
|
$
|
0.10
|
|
Non-GAAP Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of intangible assets
|
|
|
3,008
|
|
|
|
3.2
|
%
|
|
|
3,008
|
|
|
|
2,018
|
|
|
|
0.06
|
|
Restructuring, divestiture and other costs
|
|
|
2,329
|
|
|
|
2.5
|
%
|
|
|
2,329
|
|
|
|
1,563
|
|
|
|
0.04
|
|
Acquisition related costs
|
|
|
127
|
|
|
|
0.1
|
%
|
|
|
127
|
|
|
|
85
|
|
|
|
0.00
|
|
Acquisition fair value adjustments
|
|
|
43
|
|
|
|
0.0
|
%
|
|
|
43
|
|
|
|
29
|
|
|
|
0.00
|
|
Non-recurring income tax expenses (benefits)
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(205)
|
|
|
|
0.00
|
|
Total non-GAAP adjustments
|
|
|
5,507
|
|
|
|
5.8
|
%
|
|
|
5,507
|
|
|
|
3,490
|
|
|
|
0.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted results (Non-GAAP)
|
|
$
|
10,904
|
|
|
|
11.5
|
%
|
|
$
|
10,753
|
|
|
$
|
6,936
|
|
|
$
|
0.20
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding - Diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
34,999
|
|
Reconciliation of GAAP to Non-GAAP Financial Measures
|
|
(In thousands of U.S. dollars)
|
|
(Unaudited)
|
|
|
|
|
|
Adjusted EBITDA (Non-GAAP):
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
April 1,
|
|
|
April 3,
|
|
|
|
|
2016
|
|
|
2015
|
|
|
Consolidated net income (GAAP)
|
|
$
|
1,906
|
|
|
$
|
3,446
|
|
|
Interest (income) expense, net
|
|
|
1,185
|
|
|
|
1,397
|
|
|
Income tax provision
|
|
|
322
|
|
|
|
1,800
|
|
|
Depreciation and amortization
|
|
|
5,229
|
|
|
|
4,762
|
|
|
Share-based compensation
|
|
|
1,342
|
|
|
|
1,597
|
|
|
Restructuring, acquisition, divestiture and other costs
|
|
|
2,958
|
|
|
|
2,456
|
|
|
Inventory related charges for discontinuation of radiology products
|
|
|
1,370
|
|
|
|
—
|
|
|
Acquisition fair value adjustments
|
|
|
24
|
|
|
|
43
|
|
|
Other, net
|
|
|
(826)
|
|
|
|
(1,246)
|
|
|
Adjusted EBITDA (Non-GAAP)
|
|
$
|
13,510
|
|
|
$
|
14,255
|
|
|
|
|
|
|
|
|
Net Debt (Non-GAAP):
|
|
|
|
|
|
|
|
April 1, 2016
|
|
|
December 31, 2015
|
|
|
Total Debt (GAAP)
|
|
$
|
94,158
|
|
|
$
|
95,811
|
|
|
Plus: Deferred financing costs
|
|
|
1,467
|
|
|
|
1,689
|
|
|
Gross Debt
|
|
|
95,625
|
|
|
|
97,500
|
|
|
Less: Cash and cash equivalents
|
|
|
(67,892)
|
|
|
|
(59,959)
|
|
|
Net Debt (Non-GAAP)
|
|
$
|
27,733
|
|
|
$
|
37,541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Organic Revenue Decline (Non-GAAP):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
|
April 1, 2016 Compared
to Three Months Ended April 3,
2015
|
|
|
Reported decline (GAAP)
|
|
|
|
(4.5)
|
%
|
|
Less: Change attributable to acquisitions and divestitures
|
|
|
|
(2.8)
|
%
|
|
Plus: Change due to foreign currency
|
|
|
|
0.3
|
%
|
|
Organic decline (Non-GAAP)
|
|
|
|
(1.4)
|
%
|
Non-GAAP Measures
Adjusted Revenue
Adjusted Revenue excludes the JK Lasers business to only show the
results of ongoing operations of the Company. As the JK Lasers business
was sold in April 2015, we excluded JK Lasers revenue from Adjusted
Revenue because divestiture activities can vary between reporting
periods and between us and our peers, which we believe make comparisons
of long-term performance trends difficult for management and investors,
and could result in overstating or understating to our investors the
performance of our operations. Additionally, we include estimated
revenue from contracts acquired with business acquisitions that will not
be fully recognized due to business combination rules. Because GAAP
accounting rules require the elimination of this revenue, GAAP results
alone do not fully capture all of our economic activities. These
non-GAAP adjustments are intended to reflect the full amount of such
revenue.
Organic Revenue
We define the term "organic revenue" as revenue excluding the impact
from business acquisitions, divestitures, and the effect of foreign
currency translation. We use the related term "organic revenue
growth/(decline)" to refer to the measure of comparing current period
organic revenue with that of the corresponding period in the prior year.
We believe that this non-GAAP measure, when taken together with our GAAP
financial measures, allows us and our investors to better measure our
performance and evaluate long-term performance trends. Organic revenue
growth/(decline) also provides for easier comparisons of our performance
with prior and future periods and relative comparisons to our peers. We
exclude the effect of foreign currency translation from these measures
because foreign currency translation is subject to volatility and can
obscure underlying trends. We exclude the effect of acquisitions and
divestitures because these activities can vary dramatically between
reporting periods and between us and our peers, which we believe makes
comparisons of long-term performance trends difficult for management and
investors, and could result in overstating or understating to our
investors the performance of our operations.
Adjusted Gross Profit and Adjusted Gross Profit Margin
The calculation of Adjusted Gross Profit and Adjusted Gross Profit
Margin is displayed in the tables above. Adjusted Gross Profit and
Adjusted Gross Profit Margin exclude the JK Lasers business to only show
the results of ongoing operations, as the JK Lasers business was sold
in April 2015. Adjusted Gross Profit and Adjusted Gross Profit Margin
also excludes the amortization of acquired intangible assets and revenue
and inventory fair value adjustments from business acquisitions because:
(1) the amounts are non-cash; (2) the Company cannot influence the
timing and amount of future expense recognition; and (3) excluding such
expenses provides investors and management better visibility into the
components of operating expenses. In addition, the Company excluded
inventory related charges associated with a product line closure as
these costs occurred outside of the Company's day-to-day business as a
result of the execution of the Company's strategy for the reasons
described above in the introductory paragraphs of the "Use of Non-GAAP
Financial Measures."
Adjusted Operating Income from Continuing Operations and Adjusted
Operating Margin
The calculation of Adjusted Operating Income from Continuing Operations
and Adjusted Operating Margin is displayed in the tables above. Adjusted
Operating Income from Continuing Operations and Adjusted Operating
Margin exclude the amortization of acquired intangible assets and
revenue and inventory fair value adjustments related to business
acquisitions because: (1) the amounts are non-cash; (2) the Company
cannot influence the timing and amount of future expense recognition;
and (3) excluding such expenses provides investors and management better
visibility into the components of operating expenses. The Company also
excluded restructuring, acquisition and divestiture related costs, and
inventory related charges associated with a product line closure from
Adjusted Operating Income from Continuing Operations and Adjusted
Operating Margin due to the significant changes that have occurred
outside of the Company's day-to-day business as a result of the
execution of the Company's strategy for the reasons described above in
the introductory paragraphs of the "Use of Non-GAAP Financial Measures".
Adjusted Income from Continuing Operations before Income Taxes
The calculation of Adjusted Income from Continuing Operations before
Income Taxes is displayed in the tables above. The calculation of
Adjusted Income from Continuing Operations before Income Taxes excludes
amortization of acquired intangible assets and revenue and inventory
fair value adjustments related to business acquisitions, restructuring,
acquisition and divestiture related costs, and inventory related charges
associated with a product line closure for the reasons described for
Adjusted Operating Income from Continuing Operations and Adjusted
Operating Margin above. In addition, the gain on sale of JK Lasers and
the related unrealized foreign exchange loss on the U.S. dollar sales
proceeds held by our U.K. subsidiary are excluded to only show the
results of our ongoing operations, as the JK Lasers business was sold
in April 2015.
Adjusted Income from Continuing Operations, Net of Tax
The calculation of Adjusted Income from Continuing Operations, net of
tax, is displayed in the tables above. Because pre-tax income is
included in determining income from continuing operations, net of tax,
the calculation of Adjusted Income from Continuing Operations, net of
tax, also excludes amortization of acquired intangible assets and
revenue and inventory fair value adjustments related to business
acquisitions, restructuring, acquisition and divestiture related costs,
inventory related charges associated with a product line closure, the
gain on sale of JK Lasers and the related unrealized foreign exchange
loss on the U.S. dollar sales proceeds held by our U.K. subsidiary for
the reasons described for Adjusted Income from Continuing Operations
before Income Taxes. In addition, the Company excluded significant
non-recurring income tax expenses (benefits) related to releases of
valuation allowances, benefits or expenses associated with the
completion of tax audits, effects of changes in tax laws, effects of
acquisition related tax planning actions on our effective tax rate, and
the income tax effect of non-GAAP adjustments discussed above.
Adjusted Diluted EPS from Continuing Operations
The calculation of Adjusted Diluted EPS from Continuing Operations is
displayed in the tables above. Because income from continuing
operations, net of tax is used in the diluted EPS calculation, the
calculation of Adjusted Diluted EPS from Continuing Operations excludes
amortization of acquired intangible assets and revenue and inventory
fair value adjustments related to business acquisitions, restructuring,
acquisition and divestiture related costs, inventory related charges
associated with a product line closure, the gain on sale of JK Lasers
and the related unrealized foreign exchange loss on the U.S. dollar
sales proceeds held by our U.K. subsidiary, significant non-recurring
income tax expenses (benefits) related to releases of valuation
allowances, benefits or expenses associated with the completion of tax
audits, effects of changes in tax laws, effects of acquisition related
tax planning actions on our effective tax rate, tax benefit associated
with a dividend from the Company's equity investment, and the income tax
effect of non-GAAP adjustments for the reasons described above for
Adjusted Income from Continuing Operations, net of tax.
Adjusted EBITDA
The Company defines Adjusted EBITDA as the consolidated net income
before deducting interest (income) expense, income taxes, depreciation,
amortization, non-cash share-based compensation, restructuring,
acquisition and divestiture related costs, acquisition fair value
adjustments, inventory related charges associated with product line
closures, and other non-operating income (expense) items, including the
gain on the sale of JK Lasers, foreign exchange gains (losses) and
earnings from an equity-method investment for the reasons described
above in the introductory paragraphs of the "Use of Non-GAAP Financial
Measures".
In evaluating Adjusted EBITDA, you should be aware that in the future
the Company may incur expenses that are the same as, or similar to, some
of the adjustments in this presentation.
Net Debt
The Company defines Net Debt as its total debt as reported on the
consolidated balance sheet as of the end of the period plus unamortized
deferred financing costs and less its cash and cash equivalents.
Management uses Net Debt to monitor the Company's outstanding debt
obligations that could not be satisfied by its cash and cash equivalents
on hand.