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): February 5, 2015
Urologix, Inc.
(Exact name of Registrant as Specified in its Charter)
Minnesota
(State Or Other Jurisdiction Of Incorporation)
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000-28414
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41-1697237
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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14405 21st Avenue North
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55447
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Minneapolis, MN
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(Zip Code)
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(Address Of Principal Executive Offices)
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(763) 475-1400
Registrant’s Telephone Number, Including Area Code
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 (see General Instruction A.2. below):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Items under Sections 1, 3, 4, 5, 6, 7 and 8 are not applicable and are therefore omitted.
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ITEM 2.02
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RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
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Urologix, Inc. (the “Company”) hereby furnishes as Exhibit 99.1 a press release issued on February 5, 2015 disclosing material non-public information regarding the Company’s results of operations for the second fiscal quarter of fiscal year 2015 ended December 31, 2014.
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ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS.
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Exhibit No.
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Description
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99.1
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Press Release Issued on February 5, 2015.
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SIGNATURE
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, thereunto duly authorized.
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UROLOGIX, INC.
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By:
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/s/ Gregory J. Fluet |
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Gregory J. Fluet
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Chief Executive Officer
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Date: February 5, 2015
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EXHIBIT 99.1
February 5, 2015
For Immediate Release
Urologix Reports Second Quarter Fiscal Year 2015 Results
Recent Quarter Highlights
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Revenue $3.1 Million, 2% increase from first quarter fiscal year 2015.
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Net loss reduced by 67% to $357,000 from a net loss of $1.1 million in the second quarter of fiscal year 2014 and 18% lower than first quarter net loss of $437,000.
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Total cash balances, including restricted cash, increased $25,000 compared to first quarter fiscal year 2015 ending cash balances.
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MINNEAPOLIS — February 5, 2015— Urologix, Inc. (OTCQB: ULGX), the leading provider of in-office procedures for the safe, durable and effective treatment of BPH, today reported financial results for its fiscal year 2015 second quarter ended December 31, 2014.
Second quarter revenue totaled $3.1 million, an increase of 2% sequentially from the first quarter of fiscal year 2015 and down 19% compared to the second quarter of the prior fiscal year 2014. The sequential increase in revenue was driven by an increase in Cooled ThermoTherapy™ system sales and Prostiva® procedure kit sales. The Company experienced a 19% year over year decline in revenue which was driven by a decline in procedure kit sales in both product lines which was partially due to changes in the distribution model. The second quarter of prior fiscal year 2014 was the last full quarter before the restructuring of the Company began and we transitioned to a new distribution model in the second half of fiscal year 2014.
“We are pleased with the revenue achievement and the positive impact on our cash balances in the second quarter of fiscal year 2015. Achieving these goals is a big step for the Company as we work to build a stronger business with our new organizational structure that we implemented only eight months ago,” stated Greg Fluet, Chief Executive Officer. “Our continued focus on execution should enable achieving our primary goals to end fiscal year 2015 with positive cash flow from operations and to build upon the evidence demonstrating the cost-effectiveness of our in-office BPH technologies. The second quarter demonstrates major progress towards the first goal and we continue to drive towards achieving the second.”
Total operating expense was $1.6 million for the second quarter of fiscal year 2015, a 41% reduction compared to $2.7 million of operating expense for the second quarter of fiscal year 2014. The decrease in operating expenses compared to the prior year period is primarily a result of the 57% reduction in sales and marketing expense associated with the strategic reorganization the Company implemented in the latter half of fiscal year 2014. Operating expenses were comparable to the first quarter of fiscal year 2015, which were $1.7 million.
The Company reduced its net loss by 67% to a net loss of $357,000, or $0.02 per diluted share, for the second quarter of fiscal year 2015, compared to a net loss of $1.1 million, or $0.05 per diluted share, in the second quarter of fiscal year 2014. The net loss per diluted share was consistent with the first quarter of fiscal year 2015, which was also $0.02 per diluted share.
As of December 31, 2014, the Company’s cash balances totaled $570,000, including $40,000 of restricted cash, compared to $545,000 as of September 30, 2014, resulting in cash generation of $25,000 for the quarter. This positive increase in our cash balances compares to a decrease in the second quarter of the prior year of $284,000. The significant improvement in our cash utilization compared to the prior year was driven by the positive impact of our previously discussed organizational changes at the end of the 2014 fiscal year. Our cash utilization in the second quarter of both fiscal years 2014 and 2015 benefited from not paying the annual royalty and license amounts for the Prostiva products in those periods.
The Company’s cash needs will be determined by a number of items including its operating performance and the timing of payments associated with the Prostiva license due and unpaid and future payments due to Medtronic under the promissory note. The first payment of $1.3 million on the promissory note is due March 31, 2015. Royalty payments and other fees due and unpaid to Medtronic totaled $1.5 million as of December 31, 2014. Royalty payments currently due and unpaid are included in short- term deferred acquisition payments under current liabilities as of December 31, 2014.
The gross margin rate has remained consistent, with gross profit for the second quarter of fiscal year 2015 of $1.5 million, or 48% of revenue, compared to $1.8 million, or 47% of revenue, in the second quarter of fiscal year 2014, and $1.5 million, or 48% of revenue, in the first quarter of fiscal year 2015.
Earnings Call Information
Urologix will host a conference call with the financial community to discuss fiscal year 2015 second quarter results on Thursday, February 5, 2015 at 4:00 p.m. CST. To listen to the call, please dial 1-866-515-2910 and enter the Participant Passcode 37953871 at least 10 minutes prior to the call. A live webcast of the call will be available through the investor relations section of the Company’s website at www.urologix.com and available for replay approximately two hours after the completion of the call.
About Urologix
Urologix, Inc., based in Minneapolis, develops, manufactures, markets and distributes minimally invasive medical products for the treatment of obstruction and symptoms due to Benign Prostatic Hyperplasia (BPH). Urologix’s Cooled ThermoTherapy produces targeted microwave energy combined with a unique cooling mechanism to protect healthy tissue and enhance patient comfort. The Prostiva RF Therapy System delivers radio frequency energy directly into the prostate destroying prostate tissue, reducing constriction of the urethra, and thereby relieving BPH symptoms. Both of these therapies provide safe, effective and lasting relief of the symptoms and obstruction due to BPH. Prostiva® is a registered trademark of Medtronic, Inc., used under license. All other trademarks are the property of Urologix.
If you’d like more information on this topic, please contact Greg Fluet at (763) 475-1400 or investor-relations@urologix.com or to learn more about Urologix and its products and services, visit their website at www.urologix.com.
The Urologix, Inc. logo is available at www.urologix.com/clinicians/resource-library.php.
Forward Looking Statements
This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Any statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate” or “continue” or comparable terminology are intended to identify forward-looking statements. Such forward looking statements include, for example, the effectiveness of the Company’s sales and marketing strategies and the impact of the Company’s strategic restructurings, the Company’s future revenue and operating performance, or about the development and marketing of products. The statements made by the Company are based upon management’s current expectations and are subject to certain risks and uncertainties that could cause the actual results to differ materially from those described in the forward-looking statements. These risks and uncertainties include market conditions and other factors beyond the Company’s control and the risk factors and other cautionary statements described in the Company’s Annual Report on Form 10-K for the year ended June 30, 2014 and other documents filed with the Securities and Exchange Commission.
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Urologix Media Contact
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Urologix Investor Relations Contact
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Susan Overby
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Greg Fluet
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(763) 745-1540
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(763) 475-1400
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SOverby@urologix.com
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investor-relations@urologix.com
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Urologix, Inc.
Statements of Operations
(Unaudited, in thousands, except per share data)
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Three Months Ended
December 31,
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Six Months Ended
December 31,
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2014
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2013
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2014
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2013
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Sales
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$ |
3,079 |
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$ |
3,806 |
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$ |
6,100 |
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$ |
7,585 |
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Cost of goods sold
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1,615 |
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2,008 |
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3,174 |
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3,923 |
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Gross profit
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1,464 |
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1,798 |
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2,926 |
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3,662 |
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Costs and expenses:
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Sales and marketing
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729 |
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1,681 |
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1,539 |
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3,527 |
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General and administrative
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467 |
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561 |
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955 |
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1,246 |
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Research and development
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337 |
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452 |
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671 |
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874 |
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Change in value of acquisition consideration
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— |
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(85 |
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— |
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(93 |
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Medical device tax
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48 |
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59 |
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96 |
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119 |
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Amortization expense
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17 |
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22 |
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40 |
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44 |
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Total costs and expenses
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1,598 |
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2,690 |
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3,301 |
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5,717 |
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Operating loss
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(134 |
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(892 |
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(375 |
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(2,055 |
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Interest expense
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(216 |
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(178 |
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(404 |
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(338 |
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Foreign currency exchange gain/(loss)
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(3 |
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1 |
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(6 |
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2 |
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Loss before income taxes
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(353 |
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(1,069 |
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(785 |
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(2,391 |
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Income tax expense
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4 |
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16 |
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9 |
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28 |
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Net loss
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$ |
(357 |
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$ |
(1,085 |
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$ |
(794 |
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$ |
(2,419 |
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Net loss per common share--basic
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$ |
(0.02 |
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$ |
(0.05 |
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$ |
(0.04 |
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$ |
(0.11 |
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Net loss per common share--diluted
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$ |
(0.02 |
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$ |
(0.05 |
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$ |
(0.04 |
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$ |
(0.11 |
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Weighted average number of common shares outstanding--basic
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21,782 |
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21,245 |
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21,634 |
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21,132 |
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Weighted average number of common shares outstanding--diluted
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21,782 |
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21,245 |
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21,634 |
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21,132 |
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Urologix, Inc.
Balance Sheets
( in thousands)
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December 31,
2014
(unaudited)
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June 30, 2014
(audited)
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ASSETS
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Current assets:
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Cash
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$ |
530 |
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$ |
718 |
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Restricted cash
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40 |
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— |
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Accounts receivable, net
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1,488 |
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1,502 |
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Inventories
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1,323 |
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1,397 |
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Prepaids and other current assets
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209 |
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63 |
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Total current assets
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3,590 |
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3,680 |
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Property and equipment:
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Property and equipment
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12,120 |
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12,162 |
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Less accumulated depreciation
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(11,792 |
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(11,691 |
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Property and equipment, net
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328 |
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471 |
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Other intangible assets, net
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1,279 |
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1,370 |
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Long-term inventories
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119 |
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141 |
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Other assets
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5 |
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5 |
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Total assets
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$ |
5,321 |
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$ |
5,667 |
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LIABILITIES AND SHAREHOLDERS’ DEFICIT
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Current liabilities:
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Accounts payable
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$ |
934 |
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$ |
892 |
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Accrued compensation
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364 |
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|
487 |
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Short-term deferred acquisition payment
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1,997 |
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1,339 |
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Current portion of long-term debt
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|
747 |
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|
747 |
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Interest payable
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|
534 |
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|
322 |
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Other accrued expenses
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|
542 |
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|
505 |
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Total current liabilities
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5,118 |
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4,292 |
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Long-term deferred acquisition payment
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3,333 |
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3,730 |
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Long-term debt
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4,586 |
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4,586 |
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Other accrued liabilities
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18 |
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36 |
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Total liabilities
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13,055 |
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12,644 |
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Shareholders’ deficit:
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Common stock
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213 |
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209 |
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Additional paid-in capital
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119,473 |
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119,440 |
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Accumulated deficit
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(127,420 |
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(126,626 |
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Total shareholders’ deficit
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(7,734 |
) |
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(6,977 |
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Total liabilities and shareholders’ deficit
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$ |
5,321 |
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$ |
5,667 |
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Urologix, Inc.
Condensed Statements of Cash Flows
(Unaudited, in thousands)
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Six Months Ended
December 31,
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2014
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2013
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|
|
Operating Activities:
|
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|
|
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|
|
Net loss
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|
$ |
(794 |
) |
|
$ |
(2,419 |
) |
|
Adjustments to reconcile net loss to net cash used for operating activities:
|
|
|
|
|
|
|
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Depreciation and amortization
|
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|
250 |
|
|
|
302 |
|
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Employee stock-based compensation expense
|
|
|
37 |
|
|
|
122 |
|
|
Provision for bad debts
|
|
|
18 |
|
|
|
29 |
|
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Loss on disposal of assets
|
|
|
2 |
|
|
|
3 |
|
|
Accretion expense on deferred acquisition payments
|
|
|
261 |
|
|
|
209 |
|
|
Net adjustment to acquisition consideration
|
|
|
— |
|
|
|
(93 |
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Deferred income taxes
|
|
|
— |
|
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|
18 |
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|
Change in operating assets and liabilities:
|
|
|
|
|
|
|
|
|
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Accounts receivable
|
|
|
(4 |
) |
|
|
247 |
|
|
Inventories
|
|
|
88 |
|
|
|
276 |
|
|
Prepaids and other assets
|
|
|
(146 |
) |
|
|
(136 |
) |
|
Accounts payable
|
|
|
42 |
|
|
|
426 |
|
|
Other accrued expenses
|
|
|
(104 |
) |
|
|
(139 |
) |
|
Interest payable
|
|
|
212 |
|
|
|
165 |
|
|
Net cash used for operating activities
|
|
|
(138 |
) |
|
|
(990 |
) |
| |
|
|
|
|
|
|
|
|
|
Investing Activities:
|
|
|
|
|
|
|
|
|
|
Purchases of property and equipment
|
|
|
(1 |
) |
|
|
(27 |
) |
|
Purchases of intellectual property
|
|
|
(14 |
) |
|
|
(6 |
) |
|
Proceeds from sale of property and equipment
|
|
|
5 |
|
|
|
— |
|
|
Cash restricted for collateral
|
|
|
(40 |
) |
|
|
— |
|
|
Net cash used for investing activities
|
|
|
(50 |
) |
|
|
(33 |
) |
| |
|
|
|
|
|
|
|
|
|
Net decrease in cash
|
|
|
(188 |
) |
|
|
(1,023 |
) |
|
Cash:
|
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
718 |
|
|
|
2,290 |
|
|
End of period
|
|
$ |
530 |
|
|
$ |
1,267 |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental cash-flow information
|
|
|
|
|
|
|
|
|
|
Income taxes paid during the period
|
|
$ |
8 |
|
|
$ |
12 |
|
|
Net amount of inventory transferred to property and equipment
|
|
$ |
8 |
|
|
$ |
22 |
|
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