UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.  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):  October 16, 2003

 

OMNICELL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-33043

 

94-3166458

(State or other jurisdiction of
incorporation or organization)

 

(Commission File Number)

 

(IRS Employer
Identification Number)

 

1101 East Meadow Drive
Palo Alto, CA  94303

(Address of principal executive offices, including zip code)

 

(650) 251-6100

(Registrant’s telephone number, including area code)

 

 



 

Item 7.  Financial Statements and Exhibits.

 

(c)                                  Exhibits.

 

Exhibit
Number

 

Description

99.1

 

Press Release of Omnicell, Inc. dated October 16, 2003.

 

 

Item 12. Results of Operations and Financial Condition.

 

On October 16, 2003, Omnicell, Inc. announced its financial results for the three and nine months ended September 30, 2003. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

Omnicell, Inc.

 

 

 

Dated:  October 16, 2003

 

By:

/s/ Dennis P. Wolf

 

 

 

Dennis P. Wolf

 

 

Executive Vice President,
Operations, Finance,
Administration
and Chief Financial Officer

 

3



 

INDEX TO EXHIBITS

 

 

Exhibit
Number

 

Description

99.1

 

Press Release of Omnicell, Inc. dated October 16, 2003.

 

4


Exhibit 99.1

 

                                                                                                                 

Contact:

 

 

Dennis P. Wolf

 

Omnicell, Inc.

EVP of Operations, Finance,

 

1101 East Meadow Drive

Administration & CFO

 

Palo Alto, CA  94303

800-850-6664, ext. 6482

 

 

dennisw@omnicell.com

 

 

 

For Immediate Release

 

Omnicell Announces Record Third Quarter 2003 Financial Results

 

PALO ALTO, Calif. — October 16, 2003 — Omnicell, Inc. (NASDAQ: OMCL), a leading provider of patient safety solutions preferred by nurses, today announced record third quarter 2003 results for the quarter ended September 30, 2003.

 

Financial highlights were as follows:

 

                  For the third quarter of 2003, total revenue was $26.4 million, compared to $17.9 million for the same period in 2002 and $25.1 million for the second quarter of 2003.

 

                  Gross margin was 59.0% for the third quarter of 2003, compared to 54.2% for the same period in 2002 and 58.2% for the second quarter of 2003.

 

                  Total operating expenses were $13.1 million for the third quarter of 2003, compared to $13.3 million for the same period of 2002 and $13.3 million for the second quarter of 2003.

 

                  Total operating margin was $2.5 million or 10%, compared to a net loss of $3.6 million for the same period of 2002 and an operating margin of $1.4 million or 5% for the second quarter of 2003.

 

                  Net income for the quarter was $2.3 million or $0.09 per diluted share, compared to a net loss of $3.5 million or $0.16 per share for the same period of 2002 and net income of $1.3 million or $0.05 per share on a diluted basis for the second quarter of 2003.  Results of $0.09 per diluted share were based on fully diluted weighted average shares outstanding of 26.7 million, an increase of 2 million shares sequentially.

 

 

Other highlights of the quarter include:

 

                  Omnicell acquired BCX Technology, Inc., a leading provider of open bar code supply management solutions.  With BCX, Omnicell offers a broader range of solutions to manage medical-surgical supplies in both closed and open environments.

 

                  Total backlog as of September 30, 2003 was $36.6 million, compared to $32.7 million as of June 30, 2003, representing an increase of $3.9 million, up 12 percent sequentially.  Backlog increased 72% from the same period of last year.

 

                  As of September 30, 2003, we had completed our installation obligation, if any, for 27,862 medication and supply dispensing systems at 1,448 healthcare facilities.

 

Omnicell Chairman, President and CEO Randall A. Lipps, commenting on the current quarter’s strong business results, said, “The third quarter was a record for our company, as we posted record revenues, bookings and earnings. I am also very pleased with the continued progress we have made in expanding our product portfolio, completing a complementary acquisition, winning competitive accounts, and closing a three-year, multi-source agreement with HealthTrust Purchasing Group (HPG), an organization with 700 hospital and 300 non-acute care members. I believe we are well-positioned for continued growth moving forward and in reshaping Omnicell as a major industry force.”

 



 

Dennis P. Wolf, executive vice president of operations, finance, administration and CFO, observed, “The efforts that we have undertaken in the last few quarters to implement an efficient business model have now become institutionalized and strong revenue growth and more robust profitability are direct outgrowths of this initiative. We have now increased our focus on Omnicell’s infrastructure and processes in order to position us for continued growth.”

 

 

Conference Call Details

Management will report financial results for the third quarter of 2003 on Thursday, October 16, at 2:00 p.m. PT via conference call. Investors and analysts may listen to this conference call by logging on to www.omnicell.com or by dialing 800-366-3964 (domestic) or 303-262-2127 (international) approximately 10 minutes prior to the scheduled start. A replay of the call will be available from 4:00 p.m. PT on October 16 through 11:59 p.m. PT on October 23. Dialing 800-405-2236 (domestic) or 303-590-3000 (international) and entering the passcode 555643# for both numbers will access the call replay. On the conference call, management will be discussing certain additional financial and statistical information. That information can be located on the “Investor Relations” page of Omnicell’s Web site at www.omnicell.com.

 

About Omnicell

Established in 1992, Omnicell (NASDAQ: OMCL) is a leading provider of patient safety solutions preferred by nurses. Addressing the medication-use process and the medical-surgical supply chain, Omnicell’s broad range of solutions are used throughout the healthcare facility—in the pharmacy, nursing units, operating room, cardiac cath lab, and all the way to the patient’s bedside. Improving patient care by enhancing operational efficiency, Omnicell’s solutions include systems for physician order management, automated pharmacy retrieval, medication and supply dispensing, nursing workflow automation at the bedside, and Web-based procurement. More than 1,400 healthcare facilities use Omnicells solutions to reduce medication errors, operate more efficiently, and decrease costs—ultimately contributing to improved clinical and financial outcomes. For more information, visit www.omnicell.com.

 

 

To the extent any statements contained in this release deal with information that is not historical, these statements are necessarily forward-looking. As such, they are subject to the occurrence of many events outside Omnicell’s control and are subject to various risk factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statement. The risk factors are described in the Company’s Securities and Exchange Commission filings and include, without limitation, the continued growth and acceptance of our products and services and the continued growth of the clinical automation and workflow automation market generally, the potential of increasing competition, the ability of the company to achieve profitability in the next few quarters, grow product backlog, retain key personnel, cut expenses, develop new products and integrate acquired products or intellectual property in a timely and cost-effective manner, and improve sales productivity. Prospective investors are cautioned not to place undue reliance on forward-looking statements.

 

 

 

 

(see detailed financial results on next page)

 

 



 

OMNICELL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

(Unaudited)

 

 

 

Three months ended

Sept. 30,

 

Change (%)

 

Nine months ended

Sept. 30,

 

Change (%)

 

 

 

2003

 

2002

 

 

 

2003

 

2002

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

Product revenues

 

$

21,157

 

$

14,167

 

 

 

$

59,161

 

$

56,409

 

 

 

Service and other revenues

 

5,202

 

3,695

 

 

 

14,414

 

10,814

 

 

 

Total revenues

 

26,359

 

17,862

 

48

%

73,575

 

67,223

 

9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs of revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of product revenues

 

8,683

 

6,792

 

 

 

25,208

 

22,790

 

 

 

Cost of service and other revenues

 

2,117

 

1,393

 

 

 

5,542

 

4,804

 

 

 

Total cost of revenues

 

10,800

 

8,185

 

 

 

30,750

 

27,594

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

15,559

 

9,677

 

61

%

42,825

 

39,629

 

8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

2,256

 

2,410

 

 

 

6,731

 

7,289

 

 

 

Selling general and administrative

 

10,794

 

10,878

 

 

 

31,216

 

32,865

 

 

 

Restructuring and severance charges

 

 

 

 

 

630

 

 

 

 

Total operating expenses

 

13,050

 

13,288

 

-2

%

38,577

 

40,154

 

-4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

2,509

 

(3,611

)

 

 

4,248

 

(525

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

116

 

198

 

 

 

376

 

1,049

 

 

 

Interest and other expense

 

(41

)

(15

)

 

 

(118

)

(559

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before provision (benefit) for income taxes

 

2,584

 

(3,428

)

 

 

4,506

 

(35

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Provision (benefit) for income taxes

 

257

 

25

 

 

 

442

 

(10

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

2,327

 

$

(3,453

)

 

 

$

4,064

 

$

(25

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share — basic

 

$

0.10

 

$

(0.16

)

 

 

$

0.18

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share — diluted

 

$

0.09

 

$

(0.16

)

 

 

$

0.17

 

$

0.00

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding — basic

 

22,961

 

21,830

 

5

%

22,482

 

21,674

 

4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding — diluted

 

26,658

 

21,830

 

22

%

24,620

 

21,674

 

14

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

OMNICELL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

 

 

 

Sept. 30,

 

December 31,

 

 

 

 

 

2003

 

2002 (1)

 

Change (%)

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash, cash equivalents and

 

 

 

 

 

 

 

 

 

short-term investments

 

30,896

 

21,485

 

44

%

Accounts receivable, net

 

11,279

 

10,644

 

6

%

Inventories

 

8,634

 

12,741

 

-32

%

Other current assets

 

4,203

 

3,575

 

18

%

Total current assets

 

55,012

 

48,445

 

14

%

Property and equipment, net

 

4,434

 

5,026

 

-12

%

Other assets

 

11,701

 

12,071

 

-3

%

Total assets

 

$

71,147

 

$

65,542

 

9

%

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

 

$

4,085

 

$

5,975

 

-32

%

Accrued liabilities

 

12,774

 

11,695

 

9

%

Deferred service revenue

 

12,931

 

11,598

 

11

%

Deferred gross profit

 

11,510

 

18,008

 

-36

%

Current portion of note payable

 

608

 

1,197

 

-49

%

Total current liabilities

 

41,908

 

48,473

 

-14

%

Note payable

 

 

305

 

 

 

Other long-term liabilities

 

458

 

458

 

 

 

Stockholders’ equity

 

28,781

 

16,306

 

77

%

Total liabilities and stockholders’ equity

 

$

71,147

 

$

65,542

 

9

%

 

 

 

 

 

 

 

 

 


(1) Derived from the December 31, 2002 audited consolidated balance sheet.