Vivek Jain
Analyst · Piper Jaffray. Your line is open. Please go ahead
Thanks John. Good afternoon everybody. Hopefully our call should be shorter today. Our fourth quarter was a very active and successful quarter for our Company and we continued to drive operating performance, value and long-term sustainable growth. On today's call, in addition to the financial results and more complete 2016 guidance, we wanted to provide; first, a recap of the important value creating activities over the last 18 months and why we are positioned well in the short-term; second, an update on our recent acquisition of Excelsior and the SwabCap product; third, our point of view and strategies on our large OEM customer as well as capital deployment; and lastly, highlight how all those items collectively along with the fundamentals of the Company position us well for value creation in the medium and long-term. So starting with Q4, we previously talked about Q4 being slightly down to Q3. However, actuals for the fourth quarter exceeded third quarter results and our overall expectations as we generated stronger revenue, adjusted EBITDA and adjusted EPS than expected. In Q4, we had a little over $90 million in revenues and over $30 million in adjusted EBITDA. Reported revenue growth was just about 13% on a reported basis and 15% on a constant currency basis. For the full-year 2015, we generated approximately $342 million in revenues and $114 million in adjusted EBITDA. Reported revenue growth was just over 10%, and 13% on a constant currency basis. We continued to have solid performance in our direct lines of Infusion and Oncology, which were slightly offset by Critical Care. In Q4, our direct operations continued to generate positive momentum with 11% growth on a reported basis and 14% on a constant currency basis. And for the year, direct revenue growth was 10% reported and 14% on a constant currently basis. Our OEM business, which did include a little OEM SwabCap revenue in Q4, increased 17% for the quarter and 18% constant currency. For the year, our OEM business grew 11% on a reported basis and 12% constant currency. Before I get to the individual business segments, I want to recap the activities of the last 18 months and illustrate why the Company is positioned well in the short term. When I reflect on the full-year 2015, I focus on the following. We essentially had $32 million of revenue growth of which $12 million was OEM. We had $40 million of adjusted EBITDA growth and adjusted EBITDA margins were just over 33% as compared to 20% in mid-2014. We have meaningfully improved our operating performance on our own direct operations. From a balance sheet and activity perspective, we added $31 million in cash to our balance sheet in 2015 after using $32 million to buy the SwabCap business. We settled all previous significant arbitrations, we onboarded the necessary commercial and technical competencies we needed, we accrued for the difficult restructuring choices on manufacturing, Slovakia was the high-hanging fruit I referenced in the past, and that should lead to deeper profitization of our core direct business. And lastly, we signed a new Asian multiyear distribution deal with Terumo, all while we continue to have an over-capitalized and under-levered balance sheet relative to our size. On the calls in late 2014 and early 2015, we tried to lay out two bookend scenarios, one with revenue headwinds, improved operations and possible capital deployment, and one with improving commercial execution, improving operational execution and capital deployment. We feel at least for 2015 we demonstrated the ability to improve direct commercial execution and operational improvements, the items we said from the beginning that we control the most. When we combine the actions taken in 2015 along with the core fundamentals of; one, the sticky nature of our products due to our innovation and customer orientation; two, our manufacturing processes and significant historical CapEx; and three, our cash flow generation for the upcoming period, we think we are well-positioned for the short term of 2016. So now let's turn back to the business segments in Q4 and 2015, which will help frame 2016. For the fourth quarter, our Direct Infusion Therapy segment grew 19% on a reported basis or 21% on a constant currency basis. For the year, our Direct Infusion Therapy grew 16% reported or 19% on a constant currency basis. We've been closely monitoring the results of the companies that produce the devices that our products attach to and we believe the biggest driver of this growth continues to be increased utilization which is then supplemented by a more focused sales force. Q4 did start to include sales of the SwabCap product in our Infusion results. We closed the acquisition in October and have been hard at work in integration. We just began the integration process into our sales force and are working hard to innovate in the category. We had two assumptions at the time of the acquisition and both were validated in the fourth quarter. First, we knew the category was becoming more clinically relevant. While we did not know the specifics at the time, an important clinical study was published in the December 2015 journal of Infection Control and Hospital Epidemiology showing that the use of the SwabCap disinfectant cap for needlefree connector offered important clinical and economic benefits. That study was performed by clinicians at New York City's Memorial Sloan Kettering Cancer Center and you could find a full release of it on our Web-site. Second, we had a rough idea at deal time but has now been confirmed that we received certain significant tax related benefits in the transaction. We knew the result of this in the same quarter that we made the decision to close Slovakia would significantly drive up our GAAP reported tax rate, but the cash value of those benefits in the transactions was much more valuable than the temporary high book tax rate. As it relates to initial performance of the acquisition, it did not affect our Q4 operating earnings meaningfully and we stand by our initial comments on its contribution in 2016. Scott will build back up to 2016 guidance at the end and will illustrate small pro forma adjustment to our direct versus OEM mix historically as we have some new customers in the OEM book of business, but we expect our Direct Infusion Therapy business including SwabCap to grow approximately 10% to 15% next year. Our Oncology business in aggregate, meaning our direct and OEM oncology business combined, had growth of 19% reported or 25% on a constant currency basis in Q4. For the year, our total oncology segment grew 13%, or 21% on a constant currency basis. We believe we are in the early stages of a long-term opportunity in our Oncology business and have the leading products to enable hospitals to address the increased regulatory guidelines being adopted. Our new ChemoLock product is still in the early stages of adoption and we don't expect it to be material to our sales until late 2016. For 2016, we would expect our Direct Oncology segment to also grow 10% to 15%. Turning to our Critical Care segment, we reported fourth quarter declines of approximately 5% on a reported basis and minus 4% on a constant currency basis. The business was basically flat for the year on a constant currency basis. As I said earlier, this market is challenging with limited growth and tough competition. In the second half of 2015, we filed a 510(k) for our new hemodynamic monitoring platform, and following approval we will be able to be more competitive with some of the other players in this space. We continue to work with the FDA on the approval process but it's taking longer than we would like. With this project nearing completion, we have profitized the business better as R&D requirements have begun to go down. The significant ramp-up in R&D over the last few years at ICU was largely due to these programs. For 2016, we expect the business to be flat to down 5%. Before we get to OEM, I wanted to make a few quick comments on the rest of the P&L, and Scott will provide more detail. Gross margins in Q4 were down 40 basis points relative to Q3 as they were impacted a little bit by the Excelsior acquisition. Once we get manufacturing integrated, we should get back to previous levels, and the next big driver aside from volumes is the integration of Slovakia manufacturing into the rest of our network at the end of this year, benefiting 2017. SG&A went up for the first time since I've been here. That was largely due to the acquisition of SwabCap and the TSAs resulting on the sale of part of the business to Medline, and to a lesser degree some non-cash stock comp expense due to our retiring directors. We will not have these costs in 2016. Scott will explain why our GAAP tax rate was 57% in the fourth quarter, how it depressed GAAP EPS and adjusted EPS in Q4 a bit and what the tax rate estimate will be in 2016. Okay, so now let's cover OEM. These results for the year ultimately turned out better than expectations all year. For the year, which is more relevant, this book of business grew 11% on a reported basis and 12% on a constant currency basis. Our primary OEM customer was up approximately $12 million in 2015 but we continued to see disconnect between what we believe is the actual customer utilization versus our out-the-door shipments to them. As a result, we believe our primary customer will be down at least $10 million in 2016. Even though we continue to decrease the percent of overall revenue generated from a single OEM customer, having a single OEM customer of this size has always been an issue here and we've said in the last few calls that it needed to get dealt with in the medium term. As discussed on the last call, we started to make progress on this objective in 2015. The acquisition of Excelsior created a second OEM customer providing SwabCap to Medline Industries under a long-term supply contract. The previously announced supply agreement with the Terumo Corporation of Japan added a third customer to this book of business. Even though we expect our largest customer to be down $10 million in 2016, we expect to keep our aggregate OEM book of business flat for 2016. We expect our large customer would account for approximately 30% of 2016 revenues. To ensure good comparisons going forward, we are going to publish a pro forma of historical results, which is basically moving the geographies that will be covered by Terumo into our OEM line historically. Scott will go into more detail but it's basically a $6 million adjustment out of direct and into OEM historically. Going forward, we will not breakout our OEM business by market segment or new customer results. At a high level, we don't control this line and we've been focused on the controllable aspects of our business, which is our direct operations, seeking new corporate customers and capital deployment. In a world of status quo where everything stays the same with our large OEM customer through the end of the contract in December 2018, our medium-term model has been; first, assuming our direct business to grow mid-single digits over the period; second, that we could find at least one $25 million revenue M&A opportunity every 18 months; and Terumo would come online and be possibly $15 million to $20 million in the 2018 timeframe. That would add roughly $100 million of new revenues and make our largest customer roughly 20% of the Company at the end of 2018, and we would still be a company with hundreds of millions of dollars of capital and leverage capacity on our balance sheet to create value and make the right choices. Now we suspect the question on people's minds is, will the status quo continue given the uncertainty around our large customer? Let me first reiterate the facts and then our current thinking. First, we have a contract that last another three years and we intend to honor it. Second, and most importantly, we believe customers are being well served with excellent products and unique value propositions that we both offer to different customer segments. The only party that really wins in any sort of customer disruption is competitors. Over the past 18 months, you've seen this team create a track record of generating solutions and results that are beneficial to our shareholders, customers and partners by getting our foundation right and driving operational improvements in our business. Controlling what we can control has been the important driver for optionality. Hopefully that helps explain how we think about this situation and why we are not going to prematurely react. We believe market share moves very slowly in this industry, we have unique products, great continuing cash flow generation to offer many shots on goal for value creation and protection for shareholders. On capital deployment, broadly, nothing is really new. We're digesting Excelsior, this was a perfect acquisition for us, and our team has performed very well with the initial integration but we need time before we deploy additional capital. We're always looking for the right value creating opportunity but we can't let our cash balance tempt us too much. To summarize the 2016 guidance at the midpoint, and then Scott will go into more detail with the ranges, we see roughly $20 million of direct revenue growth and our OEM business as flat for a total of approximately $360 million in revenues. We believe that we will drop through $125 million of adjusted EBITDA. CapEx will tick up a little as we move Slovakia, and we were below historic levels last year. And we expect through operational growth and working capital improvements that free cash flow will be approximately $70 million. As we said from the beginning, cash conversions are what we focus on. We feel a goal of $125 million of adjusted EBITDA and free cash flow of $70 million delivers solid adjusted EBITDA and cash growth while allowing the necessary investments to continue to perform in our direct business over the medium term. We do see the year 2016 building a little differently than 2015 as we think the potential drop-off from our large OEM customer will be more felt towards the end of the year, and as a result the quarters will be more balanced across the year. We have a real value creating scenario with the improvements across the Company for medium-term opportunities of 2016 and beyond. I do think we're an interesting sized company that can strategically move in a number of directions and frankly one of an increasingly limited number of smaller med-tech companies that can compete globally. Things are moving fast, we're trying to improve the Company with urgency, but I wanted to remind everyone as I have said on previous calls that there will be bumps in the road as we are still a small company but we will overcome them and emerge stronger. We have solidified the Company in certain technical competencies and we need to keep driving continuous improvements in quality. I do feel the Company is healthier and hungrier than we've been in many years. We are trying to take responsible action and break some of the inertia that many companies in our position face. I really appreciate the efforts of all ICU employees to adapt, move forward and focus on improving results and our Company appreciates the support we have received from both our customers and our shareholders. With that, I'll turn it over to Scott.