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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) October 26, 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 October 26, 2005, Align Technology, Inc. ("Align") is issuing a press
release and holding a conference call regarding its financial results for its
third quarter ended September 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 October 26, 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: October 26, 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
- ------------ --------------------------------------------------------------
99.1 Press Release of Align Technology, Inc. dated October 26, 2005
Exhibit 99.1
ALIGN TECHNOLOGY, INC. REPORTS Q3 2005 REVENUES OF $50.9M AND NET LOSS OF $1.5M
SANTA CLARA, Calif., Oct. 26 /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 third quarter of 2005. Total revenues for the third quarter of
2005 were $50.9 million, compared to $45.8 million in the third quarter of
2004, an increase of 11.1 percent.
"We continue to make solid progress in product development and
manufacturing systems initiatives," stated Thomas M. Prescott, Align
Technology's President and CEO. "Our commitment to creating long-term value
for our customers, shareholders and employees is reflected in our drive to
make Invisalign the treatment of choice for straightening teeth."
The net loss for the third quarter of 2005, as reported on a GAAP basis,
was $1.5 million, or loss per share of $0.02. This compares to a GAAP net
profit of $3.3 million for the third quarter of 2004, or diluted EPS of
$0.05 per share. For comparison purposes, this also compares to a non-GAAP net
profit of $4.7 million for the third quarter of 2004 or non-GAAP diluted EPS
of $0.07. Non-GAAP net profit excludes the effects of stock-based
compensation. The reconciliation of the GAAP to non-GAAP measurements for net
profit (loss) and EPS is set forth below within Align Technology's financial
statements.
As of September 30, 2005, Align had $79.6 million in cash, cash
equivalents, and marketable securities, 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,
October 26, 2005 at 10:00 a.m. EDT, 7:00 a.m. PDT, to review the third 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 151234 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. EST on November 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 800-INVISIBLE.
Contact: investor relations, Barbara Domingo of Align Technology, Inc.,
+1-408-470-1000, or investorinfo@aligntech.com; or press, Shannon Mangum
Henderson of Ethos Communication, Inc., +1-678-417-1767, or
shannon@ethoscommunication.com, for Align.
ALIGN TECHNOLOGY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Three Months Ended Nine Months Ended
----------------------------- -----------------------------
(in thousands, except September 30, September 30, September 30, September 30,
per share data) 2005 2004 2005 2004
- ----------------------------------- ------------- ------------- ------------- -------------
Revenues $ 50,866 $ 45,766 $ 155,961 $ 129,175
Cost of revenues 14,975 14,922 47,073 42,565
Gross profit 35,891 30,844 108,888 86,610
Operating expenses:
Sales and marketing 21,315 13,884 61,498 40,555
General and administrative 11,715 8,263 30,949 25,196
Research and development 4,400 4,846 14,658 11,750
Total operating expenses 37,430 26,993 107,105 77,501
Profit (loss)
from operations (1,539) 3,851 1,783 9,109
Interest and other income
(expense), net 326 (217) 28 (619)
Provision for income taxes (303) (316) (926) (843)
Net profit (loss) $ (1,516) $ 3,318 $ 885 $ 7,647
Net profit (loss) per share
- basic $ (0.02) $ 0.06 $ 0.01 $ 0.13
- diluted $ (0.02) $ 0.05 $ 0.01 $ 0.12
Shares used in computing
net profit (loss) per share
- basic 61,788 60,319 61,509 59,703
- diluted 61,788 64,055 63,129 64,298
ALIGN TECHNOLOGY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)
September 30, December 31,
(in thousands) 2005 2004
- --------------------------------------- ------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $ 77,354 $ 69,659
Restricted cash 265 303
Marketable securities, short-term 1,990 --
Accounts receivable, net 29,155 28,809
Inventories, net 3,594 2,852
Other current assets 5,039 5,211
Total current assets 117,397 106,834
Property and equipment, net 24,326 21,702
Other long-term assets 3,291 2,176
Total assets $ 145,014 $ 130,712
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 3,653 $ 3,361
Accrued liabilities 28,870 23,481
Deferred revenue 19,705 16,257
Debt obligations, current portion 417 1,849
Total current liabilities 52,645 44,948
Other long term liabilities 54 25
Total liabilities 52,699 44,973
Total stockholders' equity 92,315 85,739
Total liabilities and
stockholders' equity $ 145,014 $ 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 (loss), 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 (loss) 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 (loss) 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 (loss) prepared in accordance with generally accepted
accounting principles in the United States of America.
Three Months Ended Nine Months Ended
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(in thousands, September 30, September 30, September 30, September 30,
except per share data) 2005 2004 2005 2004
- ----------------------------------- ------------- ------------- ------------- -------------
Revenues $ 50,866 $ 45,766 $ 155,961 $ 129,175
Cost of revenues 14,975 14,784 47,073 41,710
Gross profit 35,891 30,982 108,888 87,465
Operating expenses:
Sales and marketing 21,315 13,770 61,492 39,920
General and administrative 11,715 7,754 30,943 22,588
Research and development 4,400 4,206 14,658 10,448
Total operating expenses 37,430 25,730 107,093 72,956
Profit (loss)
from operations (1,539) 5,252 1,795 14,509
Interest and other
income (expense), net 326 (217) 28 (619)
Provision for income taxes (303) (316) (926) (843)
Net profit (loss) $ (1,516) $ 4,719 $ 897 $ 13,047
Net profit (loss) per share
- basic $ (0.02) $ 0.08 $ 0.01 $ 0.22
- diluted $ (0.02) $ 0.07 $ 0.01 $ 0.20
Shares used in computing
net profit (loss) per share
- basic 61,788 60,319 61,509 59,703
- diluted 61,788 64,055 63,129 64,298
ALIGN TECHNOLOGY, INC.
RECONCILIATION OF GAAP NET PROFIT (LOSS) TO ADJUSTED NON-GAAP NET PROFIT (LOSS)
(unaudited)
Three Months Ended Nine Months Ended
----------------------------- -----------------------------
September 30, September 30, September 30, September 30,
(in thousands) 2005 2004 2005 2004
- ----------------------------------- ------------- ------------- ------------- -------------
Calculation of non-GAAP net profit (loss) excluding special items:
Net profit (loss) $ (1,516) $ 3,318 $ 885 $ 7,647
Items:
Stock-based compensation expense included in: (A)
- cost of revenues -- 138 -- 855
- sales and marketing -- 114 6 635
- general and administrative -- 509 6 2,608
- research and development -- 640 -- 1,302
Non-GAAP net profit (loss)
excluding special items $ (1,516) $ 4,719 $ 897 $ 13,047
(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.
SOURCE Align Technology, Inc.
-0- 10/26/2005
/CONTACT: investor relations, Barbara Domingo of Align Technology, Inc.,
+1-408-470-1000, or investorinfo@aligntech.com; or press, Shannon Mangum
Henderson of Ethos Communication, Inc., +1-678-417-1767, or
shannon@ethoscommunication.com, for Align/
/Web site: http://www.invisalign.com/
(ALGN)