Organogenesis Holdings Inc. Reports Fourth Quarter and Fiscal Year 2018 Financial Results

Organogenesis Holdings Inc. Reports Fourth Quarter and Fiscal Year 2018 Financial Results

CANTON, Mass. , March 18, 2019 (GLOBE NEWSWIRE) -- Organogenesis Holdings Inc. (Nasdaq: ORGO), a leading regenerative medicine company focused on the development, manufacture, and commercialization of product solutions for the Advanced Wound Care and Surgical and Sports Medicine markets, today reported financial results for its fourth quarter and fiscal year ended December 31, 2018.
 

Fourth Quarter 2018 Financial Summary:

  • Net revenue of $63.6 million for the fourth quarter of 2018, up 19.7% compared to net revenue of $53.1 million for the fourth quarter of 2017. Net revenue comprised:
    º Net revenue from Advanced Wound Care products of $54.6 million, up 15. 8% from the fourth quarter of 2017.
    º Net revenue from Surgical & Sports Medicine products of $9.0 million, up 50.6% from the fourth quarter of 2017.
  • Net revenue from the sale of PuraPly products of $28.5 million for the fourth quarter of 2018, up 1.1% from the fourth quarter of 2017.
  • Net loss was $9.3 million, compared to a net loss of $4.4 million for the fourth quarter of 2017.
  • Adjusted EBITDA loss of $0.1 million, compared to Adjusted EBITDA loss of $1.2 million for the fourth quarter of 2017.

Fiscal Year 2018 Financial Summary:

  • Net revenue of $193.4 million for the year ended December 31, 2018, down 2.5% compared to net revenue of $198.5 million for the year ended December 31, 2017. Net revenue comprised:
    º Net revenue from Advanced Wound Care products of $164.3 million, down 8.1% year-over-year.
    º Net revenue from Surgical & Sports Medicine products of $29.1 million, up 48.5% year-over-year.
  • Net revenue from the sale of PuraPly products of $69.8 million for the year ended December 31, 2018, down 36% year-over-year.
  • Net loss was $64.8 million for the year ended December 31, 2018, compared to a net loss attributable to Organogenesis Holdings Inc. common stockholders of $8.4 million for the year ended December 31, 2017.
  • Adjusted EBITDA loss of $36.2 million for the year ended December 31, 2018, compared to Adjusted EBITDA loss of $25 thousand for the year ended December 31, 2017.

Fourth Quarter 2018 and Recent Highlights:

  • On December 10, 2018, the Company completed its business combination between Organogenesis Inc. and Avista Healthcare Public Acquisition Corp. (AHPAC). Funds affiliated with Avista Capital Partners, a leading private equity firm, invested a total of $92 million in the combined company in conjunction with the business combination.
  • On March 14, 2019, the Company closed on a new credit agreement with Silicon Valley Bank and MidCap Financial providing an aggregate principal amount of $100 million in the form of a $60 million term loan and a $40 million revolving credit facility.
  • On March 14, 2019, Jack Farr, MD, Medical Director of the Cartilage Research Center of Indiana presented clinical trial results demonstrating effectiveness of ReNu® in treating symptoms associated with knee osteoarthritis at the American Academy of Orthopedic Surgeons Annual Meeting.

“2018 was a year of strong execution and significant accomplishments on all fronts,” said Gary S. Gillheeney, Sr., President and Chief Executive Officer of Organogenesis.  “Despite a reimbursement transition for our PuraPly products, strong execution from our sales team generated record unit sales of PuraPly AM during the year driven by strong physician adoption. We substantially offset the PuraPly reimbursement transition in 2018 with solid sales performance across the rest of our Advanced Wound Care product portfolio and a strong year of sales of our Surgical & Sports Medicine products.” 

Mr. Gillheeney, Sr. continued: “This substantial momentum has continued into 2019, and we are well positioned to execute our strategic objectives. Our broad and diversified commercial portfolio and pipeline assets combined with our enhanced balance sheet, provide a unique platform to deliver innovative therapies to our customers and patients and to accelerate our short- and long-term growth.”

Net Revenue Summary:

The following table represents revenue by product grouping for the three and twelve months ended December 31, 2018:

 

Three Months Ended
December 31,

 

Increase/Decrease

 

Twelve Months Ended
December 31,

 

Increase/Decrease

(In thousands)

2018

 

2017

 

$ Change
 

 

% Change

 

2018

 

2017

 

$ Change

 

% Change

Advanced Wound Care

$

54,621

  

$

47,179

  

$

7,442

 

15.8

%

 

$

164,332

 

$

178,896

  

$

(14,564

)

 

(8.1

)%

Surgical & Sports Medicine

8,978

  

5,963

  

3,015

 

50.6

%

 

29,117

 

19,612

  

9,505

  

48.5

%

Net revenue

$

63,599

  

$

53,142

  

$

10,457

 

19.7

%

 

$

193,449

 

$

198,508

  

$

(5,059

)

 

(2.5

)%
 

Fourth Quarter 2018 Results:

Net revenue for the fourth quarter of 2018 was $63.6 million, compared to $53.1 million for the fourth quarter of 2017, an increase of $10.5 million, or 19.7%. The increase in net revenue was driven by a $7.4 million increase in net revenue of Advanced Wound Care products and a $3.0 million increase in net revenue of Surgical & Sports Medicine products, representing growth of 15.8% and 50.6%, respectively, compared to the fourth quarter of 2017. Net revenue of PuraPly products for the fourth quarter of 2018 was $28.5 million, compared to $28.2 million for the fourth quarter of 2017, an increase of $0.3 million, or 1.1%. Net revenue of PuraPly products represented approximately 45% of net revenue in the fourth quarter of 2018, compared to 53% of net revenue in the fourth quarter of 2017.

Gross profit for the fourth quarter of 2018 was $46.1 million or 72.5% of net revenue, compared to $36.7 million, or 69.1% of net revenue, for the fourth quarter of 2017, an increase of $9.4 million, or 25.5%. The largest contributor to the improvement in our gross margin amount and percentage from the year prior period was a more favorable product mix of revenue in the fourth quarter of 2018.

Operating expenses for the fourth quarter of 2018 were $50.6 million, compared to $39.1 million for the fourth quarter of 2017, an increase of $11.4 million, or 29.3%. The increase in operating expenses in the fourth quarter of 2018 as compared to the fourth quarter of 2017 was driven primarily by higher selling, general and administrative expenses which increased to $47.5 million, compared to $36.4 million in the fourth quarter of 2017, an increase of $11.1 million, or 30.5%. The increase in selling, general and administrative expenses is primarily due to additional headcount, including in the direct sales force, higher marketing and promotional expenses for our products, and additional amortization as a result of the 2017 NuTech Medical acquisition. Operating expenses for the fourth quarter of 2018 were also impacted by higher R&D expense which was $3.1 million, compared to $2.7 million in the fourth quarter of 2017, an increase of $0.4 million, or 13%.

Operating loss for the fourth quarter of 2018 was $4.5 million, compared to an operating loss of $2.4 million for the fourth quarter of 2017, an increase of $2.1 million, or 86.5%. Total other expenses for the fourth quarter of 2018 were $4.8 million, compared to $2.3 million for the fourth quarter of 2017, an increase of $2.5 million, or 111.3% The increase was driven primarily by a $2.1 million non-cash loss on the extinguishment of debt related to the write off of unamortized debt issuance costs upon repayment of affiliate debt in December 2018.

Net loss for the fourth quarter of 2018 was $9.3 million, or $0.12 per share, compared to a net loss of $4.4 million, or $0.07 per share, for the fourth quarter of 2017, an increase of $4.8 million, or 109%.

Fiscal Year 2018 Results:

Net revenue for the year ended December 31, 2018 was $193.4 million, compared to $198.5 million for 2017, a decrease of $5.1 million, or 2.5%. The decrease in net revenue was driven by a $14.6 million decrease, or 8.1%, in net revenue of Advanced Wound Care products, partially offset by a $9.5 million increase, or 48.5%, in net revenue of Surgical & Sports Medicine products compared to the prior year. The decrease in Advanced Wound Care net revenue was primarily attributable to the loss of pass‑through reimbursement status for PuraPly during the first nine months of 2018. This decrease was partially offset by a full year of sales of our amniotic products. Net revenue of PuraPly products for the year ended December 31, 2018 were $69.8 million, compared to $109.1 million for 2017, a decrease of $39.3 million, or 36%. Net revenue of PuraPly products represented approximately 36% of net revenue in fiscal year 2018, compared to 55% of net revenue in the prior year.

Gross profit for the year ended December 31, 2018 was $124.6 million or 64.4% of net revenue, compared to $137.3 million, or 69.2% of net revenue, for the year ended December 31, 2017, a decrease of $12.6 million, or 9.2%. The largest contributor to the decline in gross margin from the year earlier period was primarily attributable to the loss of pass‑through reimbursement status for PuraPly during the first nine months of 2018.

Operating expenses for the year ended December 31, 2018 were $176.2 million, compared to $142.8 million for 2017, an increase of $33.4 million, or 23.4%. The increase in operating expenses in 2018 as compared to 2017 was driven primarily by higher selling, general and administrative expenses which increased to $162.0 million, compared to $133.7 million in 2017, an increase of $28.2 million, or 21.1%. The increase in selling, general and administrative expenses is primarily due to additional headcount, primarily in our direct sales force, higher marketing and promotional materials for our products, and additional amortization as a result of the NuTech Medical acquisition. Operating expenses in 2018 were also impacted by higher R&D expense which was $10.7 million, compared to $9.1 million in 2017, an increase of $1.7 million, or 18.5%.

Operating loss for the year ended December 31, 2018 was $51.6 million, compared to an operating loss of $5.5 million for 2017, an increase of $46.1 million, or 838.4%. Total other expenses for the year ended December 31, 2018 were $13.2 million, compared to $9.1 million for 2017, an increase of $4.1 million, or 45.7%. The increase was driven primarily by a $2.1 million non-cash loss on the extinguishment of debt related to the write off of unamortized debt issuance costs upon repayment of affiliate debt in December 2018.

Net loss for the year ended December 31, 2018 was $64.8 million, or $0.94 per share, compared to a net loss attributable to Organogenesis Holdings Inc. common stockholders of $8.4 million, or $0.14 per share, for the year ended December 31, 2017.

As of December 31, 2018, the Company had $21.3 million in cash and $59.3 million in debt obligations, of which $17.7 million were capital lease obligations, compared to $2.3 million in cash and $106.8 million of debt obligations, of which $17.8 million were capital lease obligations for the year ended December 31, 2017.

Fiscal Year 2019 Revenue Guidance:

The Company is reaffirming the previously announced fiscal year 2019 revenue expectations which were introduced on January 7, 2019.

For the twelve months ending December 31, 2019, the Company continues to expect:

  • Net revenue of between $248 million and $259 million, representing growth of approximately 28% to 34% year-over-year, as compared to net revenue of $193.4 million for the twelve months ended December 31, 2018. 
  • The 2019 net revenue forecast assumes:
    º Net revenue from Advanced Wound Care products of between $219 million and $229 million, representing growth of approximately 33% to 39% year-over-year as compared to net revenue of $164.3 million for the twelve months ended December 31, 2018.
    º Net revenue from Surgical & Sports Medicine products of between $29.5 million and $31 million, representing growth of approximately 1% to 6% year-over-year as compared to net revenue of $29.1 million for the twelve months ended December 31, 2018.
    º The 2019 net revenue guidance range also assumes that net revenue from the sale of its PuraPly products will represent between $96 million and $103 million of net revenue, representing growth of approximately 38% to 48% year-over-year, as compared to net revenue of $69.8 million for the twelve months ended December 31, 2018.

Conference Call:

Management will host a conference call at 5:00 p.m. Eastern Time on March 18, 2019 to discuss the results of the quarter and the year. Those who would like to participate may dial 866-795-3142 (409-937-8908 for international callers) and provide access code 7278992. A live webcast of the call will also be provided on the investor relations section of the Company's website at investors.organogenesis.com.

For those unable to participate, a replay of the call will be available for two weeks at 855-859-2056 (404-537-3406 for international callers); access code 7278992. The webcast will be archived at investors.organogenesis.com.

Forward-Looking Statements
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements relate to expectations or forecasts of future events.  Forward-looking statements may be identified by the use of words such as “forecast,” “intend,” “seek,” “target,” “anticipate,” “believe,” “expect,” “estimate,” “plan,” “outlook,” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Such forward-looking statements include statements relating to the Company’s expected revenue for fiscal 2019 and the breakdown of such revenue in both its Advanced Wound Care and Surgical & Sports Medicine categories as well as the estimated revenue contribution of its PuraPly products. Forward-looking statements with respect to the operations of the Company, strategies, prospects and other aspects of the business of the Company are based on current expectations that are subject to known and unknown risks and uncertainties, which could cause actual results or outcomes to differ materially from expectations expressed or implied by such forward-looking statements.  These factors include, but are not limited to: (1) the Company has incurred significant losses since inception and anticipates that it will incur substantial losses for the foreseeable future; (2) the Company faces significant and continuing competition, which could adversely affect its business, results of operations and financial condition; (3) rapid technological change could cause the Company’s products to become obsolete and if the Company does not enhance its product offerings through its research and development efforts, it may be unable to effectively compete; (4) to be commercially successful, the Company must convince physicians that its products are safe and effective alternatives to existing treatments and that its products should be used in their procedures; (5) the Company’s ability to raise funds to expand its business; (6) the impact of any changes to the reimbursement levels for the Company’s products and the impact to the Company of the loss of preferred “pass through” status for PuraPly AM and PuraPly on October 1, 2020; (7) the Company’s ability to maintain compliance with applicable Nasdaq listing standards; (8) changes in applicable laws or regulations; (9) the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; and (10) other risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including Item 1A (Risk Factors) of the Company’s Form 10-K for the year ended December 31, 2018. You are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. Although it may voluntarily do so from time to time, the Company undertakes no commitment to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

About Organogenesis Holdings Inc.
Organogenesis Holdings Inc. is a leading regenerative medicine company offering a portfolio of bioactive and acellular biomaterials products in advanced wound care and surgical biologics, including orthopedics and spine. Organogenesis’s comprehensive portfolio is designed to treat a variety of patients with repair and regenerative needs. For more information, visit www.organogenesis.com.

ORGANOGENESIS HOLDINGS INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts)

      
   

December 31, 

 

December 31, 

    

2018

   

2017

 
      
      

Assets

   

Current assets:

   
  

Cash

$

  21,291

  

$

  2,309

 
  

Restricted cash

 

  114

   

  49

 
  

Accounts receivable, net 

 

  34,077

   

  28,124

 
  

Inventory

 

  13,321

   

  14,270

 
  

Prepaid expenses and other current assets

 

2,328

   

4,399

 
  

Contingent consideration forfeiture rights

 

-

   

589

 
  

 Total current assets

 

71,131

   

49,740

 

Property and equipment, net

 

39,623

   

42,112

 

Notes receivable from related parties

 

477

   

413

 

Intangible assets, net

 

26,091

   

29,759

 

Goodwill

 

25,539

   

25,539

 

Deferred tax asset

 

238

   

424

 

Other assets

 

579

   

735

 
  

 Total assets

$

  163,678

  

$

  148,722

 
      

Liabilities, Redeemable Common Stock  and Stockholders’ Equity (Deficit)

   

Current liabilities:

   
  

Deferred acquisition consideration 

$

  5,000

  

$

  5,000

 
  

Redeemable common stock liability

 

  6,762

   

  -

 
  

Current portion of notes payable

 

  2,545

   

  -

 
  

Current portion of capital lease obligations

 

7,501

   

5,369

 
  

Accounts payable

 

19,165

   

19,053

 
  

Accrued expenses and other current liabilities

 

25,415

   

22,551

 
  

 Total current liabilities

 

66,388

   

51,973

 

Line of credit

 

  26,484

   

  17,618

 

Notes payable, net of current portion

 

12,578

   

14,816

 

Long-term debt - affiliates 

 

-

   

52,142

 

Due to affiliates

 

-

   

4,500

 

Warrant liability 

 

-

   

2,238

 

Deferred rent, net of current portion

 

130

   

74

 

Capital lease obligations, net of current portion

 

10,154

   

12,390

 

Other liabilities

 

903

   

1,526

 
  

 Total liabilities

 

116,637

   

157,277

 

Commitments and contingencies (Notes 20 and 24)

   

Redeemable common stock, $0.0001 par value; 728,549 shares issued and 

   
 

outstanding at December 31, 2018 and December 31, 2017. 

 

-

   

6,762

 

Stockholders’ equity (deficit):

   
  

Common stock, $0.0001 par value; 400,000,000 and 81,200,000 shares authorized at December 31, 2018
and December 31, 2017, respectively; 91,261,412 and 66,983,138 shares issued and outstanding at
December 31, 2018 and December 31, 2017, respectively. 

 

9

   

6

 
  

Additional paid-in capital

 

177,272

   

50,086

 
  

Accumulated deficit 

 

(130,240

)

  

(65,409

)

  

 Total stockholders' equity (deficit)

 

47,041

   

(15,317

)

  

 Total liabilities, redeemable common stock and stockholders' equity (deficit)

$

  163,678

  

$

  148,722

 

ORGANOGENESIS HOLDINGS INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts)

        
 

Three Months Ended December 31, 

 

Year Ended December 31, 

  

2018

   

2017

   

2018

   

2017

 
 

(in thousands) 

 

(in thousands) 

Net revenue

$

  63,599

  

$

  53,142

  

$

  193,449

  

$

  198,508

 

Cost of goods sold

 

  17,510

   

16,422

   

  68,808

   

  61,220

 

Gross profit

 

  46,089

   

  36,720

   

  124,641

   

  137,288

 

Operating expenses:

       

 Selling, general and administrative

 

  47,478

   

36,387

   

  161,961

   

  133,717

 

 Research and development

 

  3,091

   

2,735

   

  10,742

   

  9,065

 

 Write-off of deferred offering costs

 

  -

   

-

   

  3,494

   

  -

 

   Total operating expenses

 

  50,569

   

  39,122

   

  176,197

   

  142,782

 

Loss from operations

 

  (4,480

)

  

  (2,402

)

  

  (51,556

)

  

  (5,494

)

Other income (expense), net:

       

 Interest expense

 

  (2,663

)

  

(2,283

)

  

  (10,853

)

  

  (8,139

)

 Interest income

 

  5

   

28

   

  64

   

  129

 

 Change in fair value of warrants

 

  (170

)

  

(53

)

  

  (469

)

  

  (1,037

)

 Loss on the extinguishment of debt

 

  (2,095

)

  

-

   

  (2,095

)

  

  -

 

 Other income (expense), net

 

  150

   

49

   

  162

   

  (9

)

   Total other income (expense), net

 

  (4,773

)

  

  (2,259

)

  

  (13,191

)

  

  (9,056

)

Net loss before income taxes

 

  (9,253

)

  

  (4,661

)

  

  (64,747

)

  

  (14,550

)

Income tax (expense) benefit

 

  (2

)

  

233

   

  (84

)

  

  7,025

 

Net loss

 

  (9,255

)

  

  (4,428

)

  

  (64,831

)

  

  (7,525

)

Net income attributable to non-controlling interest in affiliates

   

-

   

  -

   

  863

 

Net loss attributable to Organogenesis Holdings Inc.

$

  (9,255

)

 

$

  (4,428

)

 

$

  (64,831

)

 

$

  (8,388

)

Net loss per share attributable to Organogenesis Holdings Inc. - basic and diluted

$

  (0.12

)

 

$

  (0.07

)

 

$

  (0.94

)

 

$

  (0.14

)

Weighted average common shares outstanding - basic and diluted

 

  76,952,174

  

$

  64,121,501

   

  69,318,456

   

  63,876,767

 

ORGANOGENESIS HOLDINGS INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

    
 

Year Ended December 31, 

  

2018

   

2017

 
    

Cash flows from operating activities:

   

Net loss

$

  (64,831

)

 

$

  (7,525

)

Adjustments to reconcile net loss to net cash used in operating activities:

   

 Depreciation 

 

3,309

   

3,591

 

 Amortization of intangible assets

 

3,669

   

2,037

 

 Non-cash interest expense

 

3,300

   

2,415

 

 Non-cash interest income

 

(64

)

  

(111

)

 Non-cash rent expense

 

56

   

70

 

 Deferred tax (benefit) expense

 

186

   

(7,301

)

 Loss (gain) on disposal of property and equipment

 

1,209

   

(8

)

 Impairment of notes receivable

 

-

   

113

 

 Write-off of deferred offering costs

 

3,494

   

-

 

 Provision (benefit) recorded for sales returns and doubtful accounts

 

1,157

   

1,166

 

 Provision recorded for inventory reserve

 

5,949

   

5,497

 

 Stock-based compensation

 

1,075

   

919

 

 Change in fair value of warrant liability

 

469

   

1,037

 

 Loss on extinguishment of debt

 

2,095

   

-

 

 Change in fair value of interest rate swap

 

-

   

6

 

 Change in fair value of forfeiture rights

 

589

   

(212

)

 Changes in operating assets and liabilities:

   

 Accounts receivable

 

(7,110

)

  

(7,010

)

 Inventory

 

(5,000

)

  

(3,817

)

 Prepaid expenses and other current assets

 

(1,414

)

  

(2,680

)

 Accounts payable

 

(60

)

  

  3,967

 

 Accrued expenses and other current liabilities

 

368

   

  982

 

 Accrued interest - affiliate debt

 

(9,241

)

  

  3,190

 

 Other liabilities

 

56

   

100

 

Net cash used in operating activities

 

(60,739

)

  

(3,574

)

Cash flows from investing activities:

   

Purchases of property and equipment

 

(1,857

)

  

(2,426

)

Proceeds from disposal of property and equipment

 

1

   

8

 

Acquisition of NuTech Medical, net of cash acquired

 

-

   

(11,790

)

VIE deconsolidation

 

-

   

(666

)

Net cash used in investing activities

 

(1,856

)

  

(14,874

)

Cash flows from financing activities:

   

Line of credit borrowings (repayment), net

 

8,866

   

12,749

 

Notes payables - related party borrowings (repayment), net

 

-

   

(1,335

)

Repayment of debt and debt issuance cost on affiliate debt

 

(22,680

)

  

-

 

Proceeds from long-term debt - affiliates

 

15,000

   

-

 

Proceeds from equity financing, net of issuance costs

 

92,000

   

-

 

Payment of equity issuance costs

 

(270

)

  

-

 

Payment of recapitalization costs

 

(11,206

)

  

-

 

Repayment of notes payable

 

(10

)

  

(6,325

)

Proceeds from the exercise of stock options

 

119

   

221

 

Cash contributions from members of affiliates

 

-

   

1,000

 

Proceeds from notes payable - master lease

 

-

   

16,000

 

Payments of deferred acquisition consideration

 

-

   

(2,500

)

Payment of debt issuance costs

 

(177

)

  

(862

)

 Net cash provided by financing activities

 

81,642

   

18,948

 

Change in cash and restricted cash

 

19,047

   

500

 

Cash and restricted cash, beginning of year

 

2,358

   

1,858

 

Cash and restricted cash, end of year

$

  21,405

  

$

  2,358

 

Supplemental disclosure of cash flow information:

   

Cash paid for interest

$

  7,553

  

$

  5,715

 

Cash paid for income taxes

$

  8

  

$

  96

 

Supplemental disclosure of non-cash investing and financing activities:

   

Fair value of shares issued in connection with investor debt settlement

$

  42,764

  

$

  -

 

Fair value of shares issued in connection with settlement of warrants

$

  2,707

  

$

  -

 

Common stock issued in exchange for AHPAC shares

$

  1

  

$

  -

 

Notice of put option exercise of redeemable common shares

$

  6,762

  

$

  -

 

Purchases of property and equipment in accounts payable and accrued expenses 

$

  172

  

$

  764

 

Fair value of warrant issued in connection with notes payable

$

  -

  

$

  959

 

Extinguishment of Subordinated Notes - affiliates

$

  -

  

$

  4,577

 

Accretion of redeemable common stock

$

  -

  

$

  423

 

Shares issued in connection with NuTech Medical acquisition

$

  -

  

$

  16,609

 

Deconsolidation of variable interest entities, net of cash 

$

  -

  

$

  9,052

 

Issuance of deferred acquisition consideration

$

  -

  

$

  7,500

 

Issuance of contingent consideration forfeiture rights

$

  -

  

$

  377

 

Use of Non‑GAAP Measures
Our management uses financial measures that are not in accordance with generally accepted accounting principles in the United States, or GAAP, in addition to financial measures in accordance with GAAP to evaluate our operating results. These non‑GAAP financial measures should be considered supplemental to, and not a substitute for, our reported financial results prepared in accordance with GAAP. Our management uses Adjusted EBITDA principally as a measure of our operating performance and believes Adjusted EBITDA helps identify underlying trends in our business that could otherwise be masked by the effect of the items that we exclude. Accordingly, we believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results, enhancing the overall understanding of our past performance and future prospects, and allowing for greater transparency with respect to key financial metrics used by our management in its financial and operational decision‑making.

We define EBITDA as net income (loss) attributable to Organogenesis Holdings Inc. before depreciation and amortization, net interest expense and income taxes and we define Adjusted EBITDA as EBITDA, further adjusted for the impact of certain items that we do not consider indicative of our core operating performance. These items consist of non-cash equity compensation, mark to market adjustments on our warrant liabilities, change in fair value of interest rate swaps and our contingent asset and liabilities, write-off of deferred offering costs, Avista merger transaction costs and a loss on the extinguishment of debt.  We have presented Adjusted EBITDA in this press release because it is a key measure used by our management and Board of Directors to understand and evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, we believe that the exclusion of certain items in calculating Adjusted EBITDA can produce a useful measure for period-to-period comparisons of our business.
Our Adjusted EBITDA is not prepared in accordance with GAAP, and should not be considered in isolation of, or as an alternative to, measures prepared in accordance with GAAP. There are a number of limitations related to the use of Adjusted EBITDA rather than net income (loss) attributable to Organogenesis Holdings Inc., which is the most directly comparable GAAP equivalent. Some of these limitations are:

  • Adjusted EBITDA excludes stock-based compensation expense, as stock-based compensation expense has recently been, and will continue to be for the foreseeable future, a significant recurring expense for our business and an important part of our compensation strategy; 
  • Adjusted EBITDA excludes depreciation and amortization expense and, although these are non-cash expenses, the assets being depreciated may have to be replaced in the future; 
  • Adjusted EBITDA excludes net interest expense, or the cash requirements necessary to service interest, which reduces cash available to us; 
  • Adjusted EBITDA excludes the impact of the changes in the fair value of our warrant liability, our contingent consideration forfeiture asset, and the fair value of interest rate swaps; 
  • Adjusted EBITDA excludes the write-off of deferred offering costs, as well as merger transaction costs, consisting primarily of legal and professional fees;
  • Adjusted EBITDA excludes the loss on extinguishment of debt, which is a non-cash loss related to the write-off of unamortized debt issuance costs upon repayment of affiliate debt;
  • Adjusted EBITDA excludes income tax expense (benefit); and
  • other companies, including companies in our industry, may calculate Adjusted EBITDA differently, which reduces its usefulness as a comparative measure.

Because of these limitations, we consider, and you should consider, Adjusted EBITDA together with other operating and financial performance measures presented in accordance with GAAP. A reconciliation of Adjusted EBITDA to net loss attributable to Organogenesis Holdings Inc., the most directly comparable measure calculated in accordance with GAAP, has been included herein.

 

Three Months Ended December 31, 

 

Year Ended December 31, 

  

2018

   

2017

   

2018

   

2017

 
 

(in thousands) 

 

(in thousands) 

        

Net income (loss) attributable to Organogenesis Holdings Inc.

$

  (9,255

)

 

$

  (4,428

)

 

$

  (64,831

)

 

$

  (8,388

)

Interest expense, net

 

  2,658

   

  2,255

   

10,789

   

8,010

 

Income tax expense (benefit)

 

  2

   

  (233

)

  

  84

   

  (7,025

)

Depreciation

 

  701

   

  367

   

3,309

   

3,591

 

Amortization

 

  917

   

  530

   

3,669

   

2,037

 

EBITDA

$

  (4,977

)

 

$

  (1,509

)

 

$

  (46,980

)

 

$

  (1,775

)

Stock-based compensation expense

 

  255

   

  267

   

  1,075

   

  919

 

Change in contingent consideration forfeiture asset

 

  -

   

  (15

)

  

  589

   

  (212

)

Change in fair value of interest rate swaps

 

  -

   

  -

   

  -

   

  6

 

Change in fair value of warrant liability

 

  170

   

  53

   

  469

   

  1,037

 

Write-off of deferred offering costs

 

  -

   

  -

   

  3,494

   

  -

 

Merger transaction costs

 

  2,324

   

  -

   

  3,072

   

  -

 

Loss on extinguishment of debt

 

  2,095

   

  -

   

  2,095

   

  -

 

Adjusted EBITDA

$

  (133

)

 

$

  (1,204

)

 

$

  (36,186

)

 

$

  (25

)

        

 
 

 
 

 
 

Investor Inquiries:
Westwicke PartnersMike Piccinino, CFA
OrganoIR@westwicke.com
443-213-0500

Press and Media Inquiries:
OrganogenesisAngelyn Lowealowe@organo.com
781-774-9364

Organogenesis_Logo_Corporate.jpg

Source: Organogenesis Holdings Inc.