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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) July 20, 2005
ALIGN TECHNOLOGY, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-32259 94-3267295
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(Commission File Number) (IRS Employer Identification No.)
881 Martin Avenue, Santa Clara, California 95050
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(Address of Principal Executive Offices) (Zip Code)
(408) 470-1000
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(Registrant's Telephone Number, Including Area Code)
Not applicable
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(Former Name or Former Address, if Changed Since Last Report)
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):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 20, 2005, Align Technology, Inc. ("Align") is issuing a press
release and holding a conference call regarding its financial results for its
second quarter ended June 30, 2005. The full text of the press release is
furnished as Exhibit 99.1 to this Form 8-K.
This information shall not be deemed "filed" for purposes of Section 18
of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
Align is making reference to non-GAAP financial information in both the
press release and the conference call. A reconciliation of non-GAAP financial
measures contained in this press release to the comparable GAAP financial
measures is contained in the attached press release and a reconciliation of
these and other non-GAAP financial information provided on the conference call
is contained on the Investor Relations section of our website at
investor.aligntech.com.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS.
EXHIBIT NO. DESCRIPTION
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99.1 Press Release of Align Technology, Inc. dated July 20, 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: July 20, 2005 ALIGN TECHNOLOGY, INC.
By: /s/ Eldon M. Bullington
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Eldon M. Bullington
Vice President of Finance and
Chief Financial Officer
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
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99.1 Press Release of Align Technology, Inc. dated July 20, 2005
Exhibit 99.1
ALIGN TECHNOLOGY, INC. REPORTS Q2 2005 REVENUES OF $53.9M AND EPS OF $0.01
SANTA CLARA, Calif., July 20 /PRNewswire-FirstCall/ -- Align Technology,
Inc. (Nasdaq: ALGN), the inventor of Invisalign(R), a proprietary method of
straightening teeth without wires and brackets, today reported financial
results for the second quarter of 2005. Total revenues for the second quarter
of 2005 were $53.9 million, compared to $44.2 million in the second quarter of
2004, an increase of 22.0 percent.
"We are pleased with our financial results for the second quarter 2005,
especially given the emergence of competition in the marketplace," stated
Thomas M. Prescott, Align Technology's President and CEO. "Align is on track
to execute key strategic programs, and our employees are as excited and
committed as ever to building a great company for our customers and
shareholders."
The net profit for the second quarter of 2005, as reported on a GAAP
basis, was $538 thousand, or earnings per share (EPS) of $0.01. This compares
to a GAAP net profit of $3.8 million for the second quarter of 2004, or EPS of
$0.06 per share. For comparison purposes, this also compares to a non-GAAP net
profit of $5.6 million for the second quarter of 2004 or non-GAAP EPS of
$0.09. Non-GAAP net profit excludes the effects of stock-based compensation.
The reconciliation of the GAAP to non-GAAP measurements for net profit and EPS
is set forth below within Align Technology's financial statements.
As of June 30, 2005, Align had $73.4 million in cash and cash equivalents,
compared to $70.0 million as of December 31, 2004.
Align Webcast and Conference Call
Align Technology will host a webcast and conference call today, July 20,
2005 at 10:00 a.m. EDT, 7:00 a.m. PDT, to review the second quarter of 2005
results and discuss future operating trends and guidance. To access the
webcast, click on "Webcasts & Presentations" on Align Technology's Investor
Relations web site at http://investor.aligntech.com . To access the conference
call, please dial 201-689-8341 approximately fifteen minutes prior to the
start of the call. If you are unable to listen to the call, an archived web
cast will be available beginning approximately one hour after the call's
conclusion and will be available on our website. Additionally, a telephonic
replay of the call can be accessed by dialing 877-660-6853 with account number
292 followed by # and conference number 151233 followed by #. The replay may
be accessed from international locations by dialing 201-612-7415 and using the
same account and conference numbers referenced above. The telephonic replay
will be available through 5:30 p.m. EDT on August 3, 2005.
About Align Technology, Inc.
Align Technology designs, manufactures and markets Invisalign, a
proprietary method for treating malocclusion, or the misalignment of teeth.
Invisalign corrects malocclusion using a series of clear, nearly invisible,
removable appliances that gently move teeth to a desired final position.
Because it does not rely on the use of metal or ceramic brackets and wires,
Invisalign significantly reduces the aesthetic and other limitations
associated with braces. Invisalign is appropriate for treating adults and
older teens. Align Technology was founded in April 1997 and received FDA
clearance to market Invisalign in 1998.
To learn more about Invisalign or to find a certified Invisalign doctor in
your area, please visit www.invisalign.com or call 1-800-INVISIBLE.
Forward-Looking Statements
This news release contains forward-looking statements, including
statements regarding Align's statement that it is on track to execute key
strategic programs. Forward-looking statements contained in this news release
relating to expectations about future events or results are based upon
information available to Align as of the date hereof. Readers are cautioned
that these forward-looking statements are only predictions and are subject to
risks, uncertainties and assumptions that are difficult to predict. As a
result, actual results may differ materially and adversely from those
expressed in any forward-looking statement. Factors that might cause such a
difference include, but are not limited to, risks relating to Align's ability
to sustain or increase profitability or revenue growth in future periods while
controlling expenses, Align's limited operating history, competition from
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manufacturers of traditional braces and new competitors, including OrthoClear,
demand for Invisalign and acceptance of Invisalign and any new enhancements or
new products by consumers and dental professionals, our ability to develop and
successfully introduce new products, Align's ability to protect its
intellectual property rights, potential intellectual property or product
liability claims or litigation, and the loss of key personnel including
members of Align's direct sales force. These and other risks are detailed from
time to time in Align's periodic reports filed with the Securities and
Exchange Commission, including, but not limited to, its Annual Report on Form
10-K for the fiscal year ended December 31, 2004, which was filed with the
Securities and Exchange Commission on March 3, 2005, and its Quarterly Reports
on Form 10-Q. Align undertakes no obligation to revise or update publicly any
forward-looking statements for any reason.
ALIGN TECHNOLOGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three Months Ended Six Months Ended
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June 30, June 30, June 30, June 30,
(in thousands, except per share data) 2005 2004 2005 2004
- ---------------------------------------- ------------ ------------ ------------ ------------
Revenues $ 53,940 $ 44,204 $ 105,095 $ 83,409
Cost of revenues 16,620 14,250 32,098 27,643
Gross profit 37,320 29,954 72,997 55,766
Operating expenses:
Sales and marketing 21,049 13,399 40,183 26,671
General and administrative 9,723 8,656 19,234 16,933
Research and development 5,355 3,558 10,258 6,904
Total operating expenses 36,127 25,613 69,675 50,508
Profit from operations 1,193 4,341 3,322 5,258
Interest and other income (expense), net (238) (175) (298) (402)
Provision for income taxes (417) (394) (623) (527)
Net profit $ 538 $ 3,772 $ 2,401 $ 4,329
Net profit per share
- basic $ 0.01 $ 0.06 $ 0.04 $ 0.07
- diluted $ 0.01 $ 0.06 $ 0.04 $ 0.07
Shares used in computing net profit
per share
- basic 61,484 59,692 61,367 59,391
- diluted 62,953 64,461 62,939 64,392
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ALIGN TECHNOLOGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
June 30, December 31,
(in thousands) 2005 2004
- ---------------------------------------- ------------ ------------
ASSETS
Current assets:
Cash and cash equivalents $ 73,014 $ 69,659
Restricted cash 402 303
Accounts receivable, net 35,207 28,809
Inventories, net 3,125 2,852
Other current assets 7,857 5,211
Total current assets 119,605 106,834
Property and equipment, net 22,150 21,702
Other long-term assets 3,480 2,176
Total assets $ 145,235 $ 130,712
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 4,256 $ 3,361
Accrued liabilities 28,023 23,481
Deferred revenue 20,196 16,257
Debt obligations, current portion 847 1,849
Total current liabilities 53,322 44,948
Other long term liabilities 43 25
Total liabilities 53,365 44,973
Total stockholders' equity 91,870 85,739
Total liabilities and
stockholders' equity $ 145,235 $ 130,712
ALIGN TECHNOLOGY, INC.
NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Use of Non-GAAP Financial Information
To supplement our condensed consolidated financial statements presented on a
GAAP basis, Align uses a non-GAAP measure of net profit, which is adjusted to
exclude certain costs and expenses and any associated tax effects of such
adjustments. We believe that our non-GAAP net profit gives an indication of our
baseline performance before other charges that are considered by management to
be outside of our core operating results. In addition, our non-GAAP net profit
is among the primary indicators management uses as a basis for our planning and
forecasting of future periods. The presentation of this additional information
should not be considered in isolation or as a substitute for net profit prepared
in accordance with generally accepted accounting principles in the United States
of America.
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Three Months Ended Six Months Ended
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June 30, June 30, June 30, June 30,
(in thousands, except per share data) 2005 2004 2005 2004
- ---------------------------------------- ------------ ------------ ------------ ------------
Revenues $ 53,940 $ 44,204 $ 105,095 $ 83,409
Cost of revenues 16,620 13,931 32,098 26,926
Gross profit 37,320 30,273 72,997 56,483
Operating expenses:
Sales and marketing 21,049 13,172 40,177 26,150
General and administrative 9,723 7,712 19,228 14,834
Research and development 5,355 3,266 10,258 6,242
Total operating expenses 36,127 24,150 69,663 47,226
Profit from operations 1,193 6,123 3,334 9,257
Interest and other
income (expense), net (238) (175) (298) (402)
Provision for income taxes (417) (394) (623) (527)
Net profit $ 538 $ 5,554 $ 2,413 $ 8,328
Net profit per share
- basic $ 0.01 $ 0.09 $ 0.04 $ 0.14
- diluted $ 0.01 $ 0.09 $ 0.04 $ 0.13
Shares used in computing
net profit per share
- basic 61,484 59,692 61,367 59,391
- diluted 62,953 64,461 62,939 64,392
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ALIGN TECHNOLOGY, INC.
RECONCILIATION OF GAAP NET PROFIT TO ADJUSTED NON-GAAP NET PROFIT
(unaudited)
Three Months Ended Six Months Ended
---------------------------- ----------------------------
June 30, June 30, June 30, June 30,
(in thousands) 2005 2004 2005 2004
- --------------------------------- ------------ ------------ ------------ ------------
Calculation of
non-GAAP net profit
excluding special items:
Net profit $ 538 $ 3,772 $ 2,401 $ 4,329
Items:
Stock-based compensation
expense included in: (A)
- cost of revenues -- 319 -- 717
- sales and marketing -- 227 6 521
- general and administrative -- 944 6 2,099
- research and development -- 292 -- 662
Non-GAAP net profit
excluding special items $ 538 $ 5,554 $ 2,413 $ 8,328
(A) Stock-based compensation expense represents the amortization of
deferred stock-based compensation recorded in connection with the granting of
stock options to employees and non-employees.
CONTACT:
Investor Relations Press
Barbara Domingo Shannon Henderson
Align Technology, Inc. Ethos Communications, Inc.
+1-408-470-1000 +1-678-417-1767
investorinfo@aligntech.com shannon@ethoscommunication.com
/CONTACT: investors, Barbara Domingo of Align Technology, Inc.,
+1-408-470-1000, or investorinfo@aligntech.com; or Shannon Henderson of
Ethos Communications, Inc., +1-678-417-1767, or
shannon@ethoscommunication.com, for Align Technology, Inc./
/Web site: http://investor.aligntech.com/
/Web site: http://www.invisalign.com/
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