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Accuray Incorporated$5.19($.10)(1.89%)

    Accuray Announces Results for Fourth Quarter and Fiscal Year 2012
    Thursday, September 06, 2012 at 4:05:00 PM ET
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Accuray Incorporated (ARAY), the premier radiation oncology company, announced today financial results for the fourth quarter and fiscal year ended June 30, 2012. The fiscal 2012 financial data presented below reflects Accuray’s consolidated results including the results for TomoTherapy Incorporated, which was acquired by Accuray in June 2011. Non-GAAP results are provided to enhance understanding of Accuray’s ongoing core results of operations.

Highlights from the fourth quarter of fiscal 2012 include continued improvement in service margins, with a year-over-year decrease in sales and marketing, and general and administrative expenses and a 1.15 book-to-bill ratio.

"We have been investing heavily in research and development and plan to introduce two advanced technology platforms at the American Society for Radiation Oncology’s (ASTRO) Annual Meeting in October 2012 which we expect to drive future orders and revenue growth," said Euan S. Thomson, Ph.D., president and chief executive officer of Accuray. "After the new product introductions we plan to reduce our research and development expenses to more normalized levels as seen historically. We believe we are on track to return to profitability (non-GAAP) on schedule, by the end of our current fiscal year, ending June 30, 2013."

For the fourth quarter of fiscal 2012, Accuray reported total consolidated GAAP revenue of $100.5 million and non-GAAP total revenue of $101.1 million. By comparison, for the fourth quarter of fiscal 2011, the sum of the revenue reported or recorded by Accuray and TomoTherapy as separate companies totaled $109.8 million on a pro forma basis. For the fiscal year ended June 30, 2012, GAAP revenue was $409.2 million and non-GAAP revenue was $401.3 million, a decrease from the pro forma total revenue of $409.7 million in the same period of the prior year. Excluding non-recurring revenue items and changes in accounting for TomoTherapy, non-GAAP revenues were essentially unchanged year-on-year. CyberKnife System revenues in fiscal 2012 were $37.6 million lower than in fiscal 2011 due to shipment schedules in the European region and a decline in new orders in the Americas region, offset partially by increases in our APAC and Japan regions. TomoTherapy Systems revenues in fiscal 2012 were $5.8 million higher than in fiscal 2011 on a pro-forma basis.

The consolidated GAAP gross margin for the fourth quarter of fiscal 2012 was 46.2 percent for products and 21.6 percent for services. The consolidated non-GAAP gross margin for the fourth quarter of fiscal 2012 was 52.8 percent for products. Non-GAAP service gross margins were 19.9 percent for the fourth quarter, up from (2.3 percent) in the fourth quarter of fiscal 2011 on a pro forma basis. Positive service gross margins were driven largely by a continued improvement in reliability and reduction of service costs for TomoTherapy Systems. We believe the company remains on track to achieve 20 to 22 percent service gross margins for the full fiscal year 2013 on a non-GAAP basis.

Consolidated GAAP net loss attributable to stockholders for the fourth quarter of fiscal 2012 was $20.3 million, or $0.28 per share. Non-GAAP net loss for the fourth quarter of fiscal 2012 was $14.2 million or $0.20 per share. By comparison, for the fourth quarter of fiscal 2011 the sum of the net losses reported or recorded by Accuray and TomoTherapy as separate companies totaled $8.5 million or $0.12 per share on a pro forma basis. For the fiscal year ended June 30, 2012, GAAP net loss was $72.0 million or $1.02 per share, compared to a pro-forma net loss of $30.5 million or $0.44 per share in prior fiscal year. For the fiscal year ended June 30, 2012, non-GAAP net loss was $41.6 million or $0.60 per share, compared to a pro-forma net loss of $30.5 million or $0.44 per share in the prior fiscal year.

Accuray added $74.2 million of net new system orders to backlog during the fourth quarter of fiscal 2012, increasing system backlog to $283.6 million. While performance was good internationally, the company continued to experience weakness in sales in the United States. The company expects to generate improved results during fiscal year 2013 from the introduction of new technology platforms and from enhanced performance of its realigned United States sales organization.

During the fourth quarter of fiscal 2012, 23 units were shipped and 15 were installed, increasing Accuray’s worldwide installed base to 642 systems.

Accuray’s cash, cash equivalents and restricted cash was $145 million as of June 30, 2012. Use of cash during the fourth quarter of fiscal 2012 was primarily due to changes in working capital.

Outlook The following statement, among others in this release, is forward-looking and actual results may differ materially. We expect first quarter fiscal year 2013 revenue to be substantially below the first quarter of fiscal 2012, and revenues then to accelerate over the balance of the fiscal year. We expect this to be driven by two key factors: (1) potential shipment delays as customers wait for our next technology releases and (2) that we will not benefit from the significant backlog of TomoTherapy System orders we had at this time last year. For the full fiscal year 2013, Accuray expects that revenue will be in the range of $405 million to $425 million (non-GAAP), with the majority of revenue expected in the second half of fiscal year 2013. More details will be provided on the conference call.

Additional Information Additional information including slides of fourth quarter highlights which will be discussed during the conference call is available in the Investor Relations section of the company’s website at www.accuray.com/investors.

Earnings Call Open to Investors Accuray will hold a conference call for financial analysts and investors on Thursday September 6, 2012 at 2:00 p.m. PDT/5:00 p.m. EDT. The conference call dial-in numbers are 1-800-295-4740 (USA) or 1-617-614-3925 (International), Conference ID: 89497327. A live webcast of the call will also be available from the Investor Relations section of the corporate website at www.accuray.com/investors. In addition, a recording of the call will be available by calling 1-888-286-8010 (USA) or 1-617-801-6888 (International), Conference ID: 79000863, beginning at 5:00 p.m. PDT/8:00 p.m. EDT on September 6, 2012 and will be available through September 13, 2012. A webcast replay will also be available from the Investor Relations section of the Company’s website at www.accuray.com/investors from approximately 5:00 p.m. PDT/8:00 p.m. EDT today through Accuray’s release of its results for the first quarter of fiscal 2013, ending September 30, 2012.

About Accuray Accuray Incorporated (ARAY), based in Sunnyvale, Calif., is the premier radiation oncology company that develops, manufactures and sells personalized, innovative treatment solutions that set the standard of care with the aim of helping patients live longer, better lives. The Company’s leading-edge technologies - the CyberKnife and TomoTherapy Systems - are designed to deliver radiosurgery, stereotactic body radiation therapy, intensity modulated radiation therapy, image guided radiation therapy, and adaptive radiation therapy. To date, 642 systems have been installed in leading hospitals around the world. For more information, please visit www.accuray.com.

Safe Harbor Statement Statements made in this press release that are not statements of historical fact are forward-looking statements and are subject to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release relate, but are not limited, to the company’s future profitability, including the timing of the company’s expected return to profitability; the timing of the introduction of new platforms; the impact of research and development spending on future revenue growth; future research and development spending; continuing improvements in service gross margins, including specific targets for fiscal year 2013 service gross margins; expected impact of the US sales reorganization; and expected revenue for the first quarter of fiscal year 2013 and the entire fiscal year 2013. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from expectations, including but not limited to: the timeliness and success of the integration of TomoTherapy; the company’s ability to convert backlog to revenue; the success of its worldwide sales and marketing efforts; the timeliness of the introduction of our new platforms; the extent of market acceptance for the company’s products and services; the company’s ability to develop and bring to market new or enhanced products; the company’s ability to manage its expenses; continuing uncertainty in the global economic environment; and other risks detailed from time to time under the heading "Risk Factors" in the company’s report on Form 10-K to be filed on or before September 13, 2012 and the company’s reports on Form 10--Q for the first, second and third quarters of fiscal 2012.

Forward-looking statements speak only as of the date the statements are made and are based on information available to the company at the time those statements are made and/or management’s good faith belief as of that time with respect to future events. The company assumes no obligation to update forward-looking statements to reflect actual performance or results, changes in assumptions or changes in other factors affecting forward-looking information, except to the extent required by applicable securities laws. Accordingly, investors should not put undue reliance on any forward-looking statements.

Accuray Incorporated
Consolidated Statements of Operations
(in thousands, except per share data)
                                                                      Three months ended June 30,           Years ended June 30,
                                                                      2012               2011               2012               2011
                                                                      (unaudited)                           (unaudited)
Net revenue:
Products                                                              $  60,621          $  47,824          $    240,472       $138,595
Services                                                              39,463             25,657             166,681            80,490
Other                                                                 449                1,742              2,070              3,199
Total net revenue                                                     100,533            75,223             409,223            222,284
Cost of revenue:
Cost of products                                                      32,606             20,572             136,180            55,524
Cost of services                                                      30,936             20,886             134,562            56,218
Cost of other                                                         501                1,539              1,209              3,300
Total cost of revenue                                                 64,043             42,997             271,951            115,042
Gross profit                                                          36,490             32,226             137,272            107,242
Operating expenses:
Selling and marketing                                                 14,500             13,307             54,547             37,181
Research and development                                              22,892             15,036             87,114             41,687
General and administrative                                            15,753             29,196             58,598             56,657
Total operating expenses                                              53,145             57,539             200,259            135,525
Loss from operations                                                  (16,655)           (25,313)           (62,987)           (28,283)
Other income (expense), net                                           (4,548)            (26)               (12,871)           2,288
Loss before provision for income taxes                                (21,203)           (25,339)           (75,858)           (25,995)
Provision for income taxes                                            443                70                 2,595              1,116
Net loss                                                              (21,646)           (25,409)           (78,453)           (27,111)
Noncontrolling interest                                               (1,382)            (429)              (6,411)            (429)
Net loss attributable to stockholders                                 $(20,264)          $(24,980)          $     (72,042)     $ (26,682)
Net loss per share:
Basic                                                                 $    (0.28)        $    (0.40)        (1.02)             $     (0.44)
Diluted                                                               $    (0.28)        $    (0.40)        $         (1.02)   $     (0.44)
Weighted average common shares  used in computing net loss per share
Basic                                                                 71,473             62,451             70,887             60,085
Diluted                                                               71,473             62,451             70,887             60,085
Cost of revenue, selling and marketing, research and development, and general and administrative expenses include stock-based compensation charges as follows:
Cost of revenue                                                       $       401        $       426        $        1,672     $    1,312
Selling and marketing                                                 $       184        $       182        $           729    $       695
Research and development                                              $       667        $    1,130         $        2,340     $    2,922
General and administrative                                            $       905        $    5,230         $        3,717     $    8,436
Accuray Incorporated
Consolidated Balance Sheets
(in thousands, except share amounts)
                                                                                                  June 30,                                     June 30,
                                                                                                  2012                                         2011
                                                                                                  (unaudited)
Assets
Current assets:
Cash and cash equivalents                                                                         $  143,504                                   $  95,906
Restricted cash                                                                                   1,560                                        3,172
Accounts receivable, net of allowance for doubtful accounts of $1,700 and $324 at
June 30, 2012 and June 30, 2011, respectively                                                     67,890                                       61,853
Inventories                                                                                       81,693                                       97,836
Prepaid expenses and other current assets                                                         16,715                                       21,115
Deferred cost of revenue--current                                                                 4,896                                        5,840
Total current assets                                                                              316,258                                      285,722
Property and equipment, net                                                                       37,458                                       44,823
Goodwill                                                                                          59,215                                       54,474
Intangible assets, net                                                                            49,819                                       66,039
Deferred cost of revenue--noncurrent                                                              2,433                                        2,258
Other assets                                                                                      7,987                                        2,468
Total assets                                                                                      $  473,170                                   $455,784
Liabilities and equity
Current liabilities:
Accounts payable                                                                                  $        18,209                              $  38,645
Accrued compensation                                                                              23,071                                       27,406
Other accrued liabilities                                                                         31,646                                       43,012
Customer advances                                                                                 18,177                                       25,829
Deferred revenue--current                                                                         83,071                                       68,152
Total current liabilities                                                                         174,174                                      203,044
Long-term liabilities:
Long-term other liabilities                                                                       5,988                                        6,321
Deferred revenue--noncurrent                                                                      9,675                                        6,092
Long-term debt                                                                                    79,466                                       -
Total liabilities                                                                                 269,303                                      215,457
Equity:
Preferred stock, $0.001 par value; authorized: 5,000,000 shares; no shares issued and outstanding -                                            -
Common stock, $0.001 par value; authorized: 100,000,000 shares; issued: 71,864,268 and
72,199,837 shares at June 30, 2012 and June 30, 2011, respectively; outstanding:
71,864,268 and 70,059,819 shares at June 30, 2012 and June 30, 2011, respectively                 72                                           70
Additional paid-in capital                                                                        409,143                                      373,963
Accumulated other comprehensive income                                                            2,837                                        127
Accumulated deficit                                                                               (216,427)                                    (144,385)
Total stockholders’ equity                                                                        195,625                                      229,775
Noncontrolling interest                                                                           8,242                                        10,552
Total equity                                                                                      203,867                                      240,327
Total liabilities and equity                                                                      $  473,170                                   $455,784

Non-GAAP Financial Measures

This press release includes non-GAAP financial measures, as defined in Regulation G promulgated by the Securities and Exchange Commission, with respect to the three and twelve months ended June 30, 2012. "GAAP" refers to generally accepted accounting principles in the United States.

Accuray closed the acquisition of TomoTherapy on June 10, 2011 and TomoTherapy’s operations since that date are included in Accuray’s consolidated results of operations. Accounting for the impact of this acquisition has resulted in changes to the value of assets and liabilities from the amounts reflected by TomoTherapy prior to the acquisition and the creation of incremental assets and liabilities including intangible assets for developed technology and backlog, and unfavorable lease obligations. These changes have impacted revenues and expenses recorded in Accuray’s consolidated statements of operations since the close of the acquisition. In addition, Accuray has incurred significant expenses as a result of the acquisition, some of which are one-time charges while others are incurred over fiscal 2012 for the integration of TomoTherapy.

To reflect the ongoing core results of operations of the Company, including adjusting for the impact of the acquisition of TomoTherapy, the Company has presented its operating results on an adjusted non-GAAP basis as well as in accordance with GAAP for the three and twelve months ended June 30, 2012. We use the following measures shown in the following tables, which are not calculated in accordance with GAAP. All adjustments to reconcile to GAAP relate to the acquisition of TomoTherapy except the adjustment to Other income (expense). The Company believes that the presentation of non-GAAP financial measures provides useful supplementary information to and facilitates additional analysis by investors. The Company uses these non-GAAP financial measures in connection with its own budgeting and financial planning, as well as evaluating management performance for compensation purposes. These non-GAAP financial measures are in addition to, not a substitute for, nor superior to, measures of financial performance prepared in conformity with GAAP.

For comparison purposes, we have also presented our pro forma results for the three and twelve months ended June 30, 2011 based on the combined total of the financial results previously reported or recorded by Accuray and TomoTherapy as separate companies, excluding expenses related to the acquisition incurred during this period. Please refer to the pro forma financial results tables starting on page 9 for additional details.

 Revenue  Three months ended June 30,                                          Years ended June 30,
          2012         2012            2012        2011                        2012            2012                     2012            2011
          GAAP         Adjustments     Non-GAAP    Pro forma Combined Results  GAAP            Adjustments              Non-GAAP        Pro forma Combined Results
 Products $    60,621  $       315 (A) $   60,936  $    73,146                 $      240,472  $              2,141 (A) $      242,613  $       273,476
 Services 39,463       244         (B) 39,707      35,086                      166,681         (10,065)             (B) 156,616         133,186
 Other    449          -               449         1,547                       2,070           -                        2,070           3,004
 Total    $  100,533   $       559     $ 101,092   $  109,779                  $      409,223  $            (7,924)     $      401,299  $       409,666
(A) As of the close of the acquisition, TomoTherapy’s deferred product revenue related to products shipped but not yet installed was written down to the fair value of goods and services remaining to be delivered. As a result, during the three and twelve months ended June 30, 2012, product revenue recorded by Accuray for the sale of TomoTherapy products was $0.3 million and $2.1 million lower than product revenue that would have been recorded by TomoTherapy if the acquisition had not occurred.
(B) As of the close of the acquisition, TomoTherapy’s deferred service revenue was written up to fair value. As a result, deferred service revenue recognized by Accuray during the three and twelve months ended June 30, 2012 was $0.8 million and $11.4 million higher than the amount that would have been recognized by TomoTherapy if the acquisition had not occurred. Partially offsetting this deferred revenue adjustment, Accuray recorded a reserve for returns of ($1.0) million during the three months ended June 30, 2012 and ($1.4) million during the twelve months ended June 30, 2012 to reflect the expected return of spare parts from TomoTherapy distributors who will cease servicing TomoTherapy systems once the integration is complete and Accuray personnel begin to provide service directly to these customers.
 Cost of Revenue Three months ended June 30,                                          Years ended June 30,
                 2012         2012            2012        2011                        2012            2012                    2012            2011
                 GAAP         Adjustments     Non-GAAP    Pro forma Combined Results  GAAP            Adjustments             Non-GAAP        Pro forma Combined Results
 Products        $    32,606  $  (3,818)  (C) $   28,788  $    29,750                 $      136,180  $          (23,796) (C) $      112,384  $       118,363
 Services        30,936       875         (D) 31,811      35,892                      134,562         (1,655)             (D) 132,907         135,705
 Other           501          -               501         1,539                       1,209           -                       1,209           3,300
 Total           $    64,043  $  (2,943)      $   61,100  $    67,181                 $      271,951  $          (25,451)     $      246,500  $       257,368
(C) Products cost of revenue included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012, respectively: $0 million and $8.3 million due to the write up of finished goods and work-in-process inventory on hand at the time of the acquisition from cost basis to fair value, $3.8 million and $15.3 million for amortization of intangible assets created by the acquisition, less than $0.1 million and $0.2 million due to employee severance and retention expenses and $0.1 and less than $(0.1) million charge and reduction in expense for property, plant and equipment revaluation.
(D) Services cost of revenue included the following charges and reductions to expenses arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012: $-0- and $3.6 million charge due to the write up of service related inventory on hand at the time of the acquisition from cost basis to fair value, $(0.4) million and $(3.5) million reductions in expenses due to the roll out of fair value increases in warranty and loss contracts reserves for the periods of service consumed, $0.1 million and $0.5 million charges for property, plant and equipment revaluation, less than $0.1 million and $1.9 million charges due to employee severance, integration and retention expenses and $(0.5) million and $(0.8) million of credits to reflect the cost of spare parts expected to be returned by TomoTherapy distributors who will cease servicing TomoTherapy systems once the integration is complete and Accuray personnel begin to provide service directly to these customers.
                            Three months ended June 30,                                          Years ended June 30,
 Gross Profit               2012         2012            2012        2011                        2012             2012                     2012             2011
                            GAAP         Adjustments     Non-GAAP    Pro forma Combined Results  GAAP             Adjustments              Non-GAAP         Pro forma Combined Results
 Products                   $    28,015  $    4,133      $   32,148  $    43,396                 $      104,292   $            25,937      $      130,229   $       155,113
 Services                   8,527        (631)           7,896       (806)                       32,119           (8,410)                  23,709           (2,519)
 Other                      (52)         -               (52)        8                           861              -                        861              (296)
 Total                      $    36,490  $    3,502      $   39,992  $    42,598                 $      137,272   $            17,527      $      154,799   $       152,298
                            Three months ended June 30,                                          Years ended June 30,
 Gross Profit Margin        2012         2012            2012        2011                        2012             2012                     2012             2011
                            GAAP         Adjustments     Non-GAAP    Pro forma Combined Results  GAAP             Adjustments              Non-GAAP         Pro forma Combined Results
 Products                   46.2%        6.6%            52.8%       59.3%                       43.4%            10.3%                    53.7%            56.7%
 Services                   21.6%        (1.7)%          19.9%       (2.3)%                      19.3%            (4.2)%                   15.1%            (1.9)%
 Other                      (11.6)%      0.0%            (11.6)%     0.5%                        41.6%            0.0%                     41.6%            (9.9)%
 Total                      36.3%        3.3%            39.6%       38.8%                       33.5%            5.1%                     38.6%            37.2%
                            Three months ended June 30,                                          Years ended June 30,
 Operating Expenses         2012         2012            2012        2011                        2012             2012                     2012             2011
                            GAAP         Adjustments     Non-GAAP    Pro forma Combined Results  GAAP             Adjustments              Non-GAAP         Pro forma Combined Results
 Selling and Marketing      $    14,500  $     (498) (E) $   14,002  $    17,505                 $        54,547  $            (2,335) (E) $        52,212  $         62,225
 Research and Development   22,892       (163)       (F) 22,729      18,809                      87,114           (1,387)              (F) 85,727           69,931
 General and Administrative 15,753       (867)       (G) 14,886      16,549                      58,598           (5,598)              (G) 53,000           61,902
 Total                      $    53,145  $  (1,528)      $   51,617  $    52,863                 $      200,259   $            (9,320)     $      190,939   $       194,058
(E) Selling and marketing included the following charges arising from the acquisition of TomoTherapy for the three months ended June 30, 2012: $0.5 million charge primarily due to employee severance, integration and retention expenses. For the twelve months ended June 30, 2012, $1.6 million charge due to employee severance and retention expenses, and $0.7 million due to preparation for integration of work forces and operations.
(F) Research and development included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2012: less than $0.1 million and $1.2 million charges due to employee severance, integration and retention expenses, $0.1 million and $0.2 million charges due to property, plant and equipment revaluation.
(G) General and administrative included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2012: $0.3 million and $2.3 million charge due to employee severance and retention expenses, less than $0.1 million and $1.4 million charge related to preparation for integration of work forces and operations, and $0.5 million and $1.9 million charge for property, plant and equipment revaluation.
 Net Loss Attributable to Stockholders
                                        Three months ended June 30,                                                      Years ended June 30,
                                        2012            2012              2012           2011                            2012               2012                      2012               2011
                                        GAAP            Adjustments       Non-GAAP       Pro forma Combined Results      GAAP               Adjustments               Non-GAAP           Pro forma Combined Results
 Loss From Operations                   $   (16,655)    $    5,030   (H)  $  (11,625)    $   (10,265)                    $      (62,987)    $            26,847   (H) $      (36,140)    $        (41,760)
 Other Income (Expense)                 (4,548)         $    1,007   (I)  (3,541)        264                             (12,871)           3,596                 (I) (9,275)            6,292
 Provision For Income Taxes             443             $          -      443            70                              2,595              -                         2,595              2,045
 Noncontrolling Interest                (1,382)         $          -      (1,382)        (1,574)                         (6,411)            -                         (6,411)            (6,967)
 Net Loss Attributable to               $   (20,264)    $    6,037        $  (14,227)    $     (8,497)                   $      (72,042)    $            30,443       $      (41,599)    $        (30,546)
 Stockholders
 Net Loss Per Share - Basic and Diluted $       (0.28)  $      0.08       $      (0.20)  $       (0.12)                  $          (1.02)  $                0.42     $          (0.60)  $            (0.44)
 Weighted Average                       71,473                            71,473         71,564                     (J)  70,887                                       70,887             69,198                     (J)
 Common Shares
 outstanding - Basic and
 Diluted
(H) Represents impact of all adjustments (A) through (G) on Loss From Operations.
(I) Represents non-cash interest expense arising from the accretion of interest expense on the long-term debt.
(J) Represents weighted average common shares outstanding used to compute our basic and diluted net loss per share as disclosed in our Form 10-K for the twelve months ended June 30, 2011, adjusted to reflect the acquisition of TomoTherapy as if it occurred on July 1, 2010.

Pro forma financial tables

Tables below represent our pro forma results for the three and twelve months ended June 30, 2011 based on the combined total of the financial results previously reported or recorded by Accuray and TomoTherapy as separate companies, excluding expenses related to the acquisition incurred during this period.

 Revenue   Three months ended June 30, 2011                                                    Year ended June 30, 2011
           Accuray                Tomo              Adjustments             Combined           Accuray              Tomo              Adjustments             Combined
 Products  $              43,022  $         24,476  $            5,648 (A)  $          73,146  $           133,793  $        134,035  $             5,648 (A) $         273,476
 Services  19,552                 18,240            (2,706)            (B)  35,086             74,385               61,507            (2,706)             (B) 133,186
 Other     1,547                  -                 -                       1,547              3,004                -                 -                       3,004
 Total     $              64,121  $         42,716  $            2,942      $        109,779   $           211,182  $        195,542  $             2,942     $         409,666
(A) As of the close of the acquisition, TomoTherapy’s deferred product revenue related to products shipped but not yet installed was written down to the fair value of goods and services remaining to be delivered. As a result, product revenue recorded by Accuray for the sale of TomoTherapy products was $5.7 million lower than product revenue that would have been recorded by TomoTherapy if the acquisition had not occurred.
(B) As of the close of the acquisition, TomoTherapy’s deferred service revenue was written up to fair value. As a result, deferred service revenue earned by Accuray was $2.7 million higher than the amount that would have been recognized by TomoTherapy if the acquisition had not occurred.
 Cost of Revenue  Three months ended June 30, 2011                                                     Year ended June 30, 2011
                  Accuray                Tomo              Adjustments              Combined           Accuray                Tomo                Adjustments              Combined
 Products         $              15,645  $         13,983  $               122 (C)  $          29,750  $              50,597  $           67,644  $                122 (C) $         118,363
 Services         13,943                 23,551            (1,602)             (D)  35,892             49,275                 88,032              (1,602)              (D) 135,705
 Other            1,539                  -                                          1,539              3,300                  -                   -                        3,300
 Total            $              31,127  $         37,534  $          (1,480)       $          67,181  $           103,172    $        155,676    $           (1,480)      $         257,368
(C) Products cost of revenue included the following charges arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2011, respectively: $1.0 million due to the write down of finished goods and work-in-process inventory on hand at the time of the acquisition from cost basis to fair value, offset by $0.9 million for amortization of intangible assets created by the acquisition.
(D) Services cost of revenue included the following charges and reductions to expenses arising from the acquisition of TomoTherapy during the three and twelve months ended June 30, 2011: $1.8 million charge due to the write up of service related inventory on hand at the time of the acquisition from cost basis to fair value, $(0.4) million reduction in expenses due to the roll out of fair value increases in warranty and loss contracts reserves for the periods of service consumed, less than $0.1 million charges for property, plant and equipment revaluation, $0.2 million charges due to employee severance, integration and retention expenses.
 Gross Profit         Three months ended June 30, 2011                                                  Year ended June 30, 2011
                      Accuray                Tomo                Adjustments         Combined           Accuray                Tomo                Adjustments          Combined
 Products             $              27,377  $         10,493    $            5,526  $          43,396  $              83,196  $           66,391  $             5,526  $         155,113
 Services             5,609                  (5,311)             (1,104)             (806)              25,110                 (26,525)            (1,104)              (2,519)
 Other                8                      -                   -                   8                  (296)                  -                   -                    (296)
 Total                $              32,994  $            5,182  $            4,422  $          42,598  $           108,010    $           39,866  $             4,422  $         152,298
 Gross Profit Margin  Three months ended June 30, 2011                                                  Year ended June 30, 2011
                      Accuray                Tomo                Adjustments         Combined           Accuray                Tomo                Adjustments          Combined
 Products             63.6%                  42.9%               97.8%               59.3%              62.2%                  49.5%               97.8%                56.7%
 Services             28.7%                  (29.1%)             40.8%               (2.3%)             33.8%                  (43.1%)             40.8%                (1.9%)
 Other                0.5%                   0.0%                0.0%                0.5%               (9.9%)                 0.0%                0.0%                 (9.9%)
 Total                51.5%                  12.1%               150.3%              38.8%              51.1%                  20.4%               150.3%               37.2%
 Operating Expenses          Three months ended June 30, 2011                             Year ended June 30, 2011
                             Accuray   Tomo          Adjustments            Combined      Accuray      Tomo        Adjustments           Combined
 Selling and Marketing       $ 11,288  $      8,599  $         (2,382) (E)  $     17,505  $    35,162  $   29,650  $         (2,587) (E) 62,225
 Research and Development    11,018    9,012         (1,221)           (F)  18,809        37,669       33,483      (1,221)           (F) 69,931
 General and Administrative  15,156    23,156        (21,763)          (G)  16,549        42,617       45,984      (26,699)          (G) 61,902
 Total                       $ 37,462  $    40,767   $       (25,366)       $     52,863  $  115,448   $109,117    $       (30,507)      $ 194,058
(E) Selling and marketing included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $2.4 million and $2.6 million primarily due to preparation for integration of work forces and operations.
(F) Research and development included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $1.2 million and $1.2 million due to preparation for integration of work forces and operations.
(G) General and administration included the following charges arising from the acquisition of TomoTherapy for the three and twelve months ended June 30, 2011: $21.7 million and $26.7 million due to preparation for integration of work forces and operations; $0.1 million and $0.1 million charge for property, plant and equipment revaluation.
 Net Loss Attributable to                Three months ended June 30, 2011                               Year ended June 30, 2011
 Stockholders
                                         Accuray      Tomo         Adjustments      Combined            Accuray         Tomo        Adjustments      Combined
 Loss From Operations                    $  (4,468)   $  (35,585)  $        29,788  $    (10,265)       $     (7,438)   $ (69,251)  $        34,929  $  (41,760)
 Other Income (Expense)                  27           237          -                264                 2,341           3,951       -                6,292
 Provision For (Benefit from) Income     (35)         105          -                70                  1,011           1,034       -                2,045
 Taxes
 Noncontrolling Interest                 -            (1,574)      -                (1,574)             -               (6,967)     -                (6,967)
 Net Loss Attributable to Stockholders   $  (4,406)   $  (33,879)  $        29,788  $      (8,497)      $     (6,108)   $ (59,367)  $        34,929  $  (30,546)
 Net Loss Per Share - Basic and Diluted  $    (0.07)                                $        (0.12)     $       (0.10)                               $      (0.44)
 Weighted Average Common Shares          62,451                                     71,564          (H) 60,085                                       69,198        (H)
 outstanding - Basic and Diluted
(H) Represents weighted average common shares outstanding used to compute our basic and diluted net loss per share as disclosed in our Form 10-K for the twelve months ended June 30, 2011, adjusted to reflect the acquisition of TomoTherapy as if it occurred on July 1, 2010.

SOURCE Accuray Incorporated

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