AngioDynamics Inc.

07/16/2024 | Press release | Distributed by Public on 07/16/2024 05:16

ANGIODYNAMICS, INC. AND SUBSIDIARIES PRO FORMA CONSOLIDATED INCOME STATEMENTS Form 8 K

ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share data)
Three Months Ended
Three Months Ended
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
Aug 31, 2023
Aug 31, 2023
Aug 31, 2023
Aug 31, 2022
Aug 31, 2022
Aug 31, 2022
(unaudited)
(unaudited)
Net sales
$
78,679
$
(11,935
)
$
66,744
$
81,537
$
(19,828
)
$
61,709
Cost of sales (exclusive of intangible amortization)
38,619
(8,482
)
30,137
39,232
(11,585
)
27,647
Gross profit
40,060
(3,453
)
36,607
42,305
(8,243
)
34,062
% of net sales
50.9
%
54.8
%
51.9
%
55.2
%
Operating expenses
Research and development
7,941
(207
)
7,734
8,333
(125
)
8,208
Sales and marketing
27,368
(1,487
)
25,881
26,543
(1,416
)
25,127
General and administrative
10,856
(1
)
10,855
10,101
(101
)
10,000
Amortization of intangibles
3,625
(964
)
2,661
4,837
(1,448
)
3,389
Change in fair value of contingent consideration
(130
)
-
(130
)
211
-
211
Acquisition, restructuring and other items, net
3,212
(22
)
3,190
5,581
(17
)
5,564
Total operating expenses
52,872
(2,681
)
50,191
55,606
(3,107
)
52,499
Gain on sale of assets
47,842
(47,842
)
-
-
-
-
Operating income (loss)
35,030
(48,614
)
(13,584
)
(13,301
)
(5,136
)
(18,437
)
Interest expense, net
119
-
119
(381
)
-
(381
)
Other expense, net
(288
)
-
(288
)
(175
)
-
(175
)
Total other expense, net
(169
)
-
(169
)
(556
)
-
(556
)
Income (loss) before income tax benefit
34,861
(48,614
)
(13,753
)
(13,857
)
(5,136
)
(18,993
)
Income tax benefit
(11,023
)
-
(11,023
)
(853
)
(853
)
Net income (loss)
$
45,884
$
(48,614
)
$
(2,730
)
$
(13,004
)
$
(5,136
)
$
(18,140
)
Income (loss) per share
Basic
$
1.15
$
(0.07
)
$
(0.33
)
$
(0.46
)
Diluted
$
1.15
$
(0.07
)
$
(0.33
)
$
(0.46
)
Weighted average shares outstanding
Basic
39,842
39,842
39,302
39,302
Diluted
39,968
39,842
39,302
39,302
(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended August 31, 2023 and August 31, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
1
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted Net Loss:
Pro Forma
Three Months Ended
Aug 31, 2023
Aug 31, 2022
(unaudited)
(unaudited)
Pro forma net loss
$
(2,730
)
$
(18,140
)
Amortization of intangibles
2,661
3,389
Change in fair value of contingent consideration
(130
)
211
Acquisition, restructuring and other items, net (1)
3,190
5,564
Tax effect of non-GAAP items (2)
(9,176
)
1,408
Adjusted pro forma net loss
$
(6,185
)
$
(7,568
)

Reconciliation of Pro Forma Diluted Loss Per Share to Pro Forma Adjusted Diluted Loss Per Share:
Pro Forma
Three Months Ended
Aug 31, 2023
Aug 31, 2022
(unaudited)
(unaudited)
Pro forma diluted loss per share
$
(0.07
)
$
(0.46
)
Amortization of intangibles
0.07
0.09
Change in fair value of contingent consideration
-
0.01
Acquisition, restructuring and other items, net (1)
0.08
0.14
Tax effect of non-GAAP items (2)
(0.24
)
0.03
Adjusted pro forma diluted loss per share
$
(0.16
)
$
(0.19
)
Adjusted diluted sharecount (3)
39,842
39,302

(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
(2) Adjustment to reflect the income tax provision on a non-GAAP basis has been calculated assuming no valuation allowance on the Company's U.S. deferred tax assets and an effective tax rate of 23% for the periods ended August 31, 2023 and August 31, 2022.
(3) Diluted shares may differ for non-GAAP measures as compared to GAAP due to a GAAP loss.
2
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION (Continued)
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted EBITDA:
Pro Forma
Three Months Ended
Aug 31, 2023
Aug 31, 2022
(unaudited)
(unaudited)
Pro forma net loss
$
(2,730
)
$
(18,140
)
Income tax benefit
(11,023
)
(853
)
Interest expense, net
(119
)
381
Depreciation and amortization
5,682
6,124
Change in fair value of contingent consideration
(130
)
211
Stock based compensation
4,058
2,937
Acquisition, restructuring and other items, net (1)
3,190
5,564
Pro forma adjusted EBITDA
$
(1,072
)
$
(3,776
)
Per diluted share:
Adjusted EBITDA
$
(0.03
)
$
(0.10
)
(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
3
ANGIODYNAMICS, INC. AND SUBSIDIARIES
NET SALES BY PRODUCT CATEGORY AND BY GEOGRAPHY
(in thousands)
Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As
Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Aug 31, 2023
Aug 31, 2023
Aug 31, 2023
Aug 31, 2022
Aug 31, 2022
Aug 31, 2022
% Growth
Currency Impact
Constant Currency Growth
%
Growth
Currency Impact
Constant Currency Growth
(unaudited)
(unaudited)
Net Sales
Med Tech
$
25,860
$
(131
)
$
25,729
$
22,817
$
(76
)
$
22,741
13.3
%
13.1
%
Med Device
52,819
(11,804
)
41,015
58,720
(19,752
)
38,968
(10.0
)%
5.3
%
$
78,679
$
(11,935
)
$
66,744
$
81,537
$
(19,828
)
$
61,709
(3.5
)%
0.0
%
(3.5
)%
8.2
%
0.0
%
8.2
%
Net Sales
United States
$
64,399
$
(8,395
)
$
56,004
$
69,023
$
(15,150
)
$
53,873
(6.7
)%
4.0
%
International
14,280
(3,540
)
10,740
12,514
(4,678
)
7,836
14.1
%
0.0
%
14.1
%
37.1
%
$
78,679
$
(11,935
)
$
66,744
$
81,537
$
(19,828
)
$
61,709
(3.5
)%
0.0
%
(3.5
)%
8.2
%
0.0
%
8.2
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended August 31, 2023 and August 31, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
GROSS PROFIT BY PRODUCT CATEGORY
(in thousands)

Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Aug 31, 2023
Aug 31, 2023
Aug 31, 2023
Aug 31, 2022
Aug 31, 2022
Aug 31, 2022
% Change
% Change
(unaudited)
(unaudited)
Med Tech
$
16,727
$
(39
)
$
16,688
$
14,429
$
(20
)
$
14,409
15.9
%
15.8
%
Gross profit % of sales
64.7
%
64.9
%
63.2
%
63.4
%
Med Device
$
23,333
$
(3,414
)
$
19,919
$
27,876
$
(8,223
)
$
19,653
(16.3
)%
1.4
%
Gross profit % of sales
44.2
%
48.6
%
47.5
%
50.4
%
Total
$
40,060
$
(3,453
)
$
36,607
$
42,305
$
(8,243
)
$
34,062
(5.3
)%
7.5
%
Gross profit % of sales
50.9
%
54.8
%
51.9
%
55.2
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended August 31 2023 and August 31, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
4
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share data)
Three Months Ended
Three Months Ended
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
Nov 30, 2023
Nov 30, 2023
Nov 30, 2023
Nov 30, 2022
Nov 30, 2022
Nov 30, 2022
(unaudited)
(unaudited)
Net sales
$
79,073
$
(12,190
)
$
66,883
$
85,429
$
(20,810
)
$
64,619
Cost of sales (exclusive of intangible amortization)
38,811
(8,600
)
30,211
40,351
(12,023
)
28,328
Gross profit
40,262
(3,590
)
36,672
45,078
(8,787
)
36,291
% of net sales
50.9
%
54.8
%
52.8
%
56.2
%
Operating expenses
Research and development
8,658
(323
)
8,335
6,838
(127
)
6,711
Sales and marketing
25,464
(1,469
)
23,995
26,007
(1,485
)
24,522
General and administrative
9,289
(74
)
9,215
10,835
(831
)
10,004
Amortization of intangibles
3,562
(964
)
2,598
4,808
(1,448
)
3,360
Change in fair value of contingent consideration
221
-
221
1,646
-
1,646
Acquisition, restructuring and other items, net
6,188
(106
)
6,082
3,059
-
3,059
Total operating expenses
53,382
(2,936
)
50,446
53,193
(3,891
)
49,302
Operating loss
(13,120
)
(654
)
(13,774
)
(8,115
)
(4,896
)
(13,011
)
Interest expense, net
534
-
534
(684
)
-
(684
)
Other expense, net
(32
)
-
(32
)
(252
)
-
(252
)
Total other expense, net
502
-
502
(936
)
-
(936
)
Loss before income tax benefit
(12,618
)
(654
)
(13,272
)
(9,051
)
(4,896
)
(13,947
)
Income tax (benefit) expense
16,430
-
16,430
(565
)
(565
)
Net loss
$
(29,048
)
$
(654
)
$
(29,702
)
$
(8,486
)
$
(4,896
)
$
(13,382
)
Loss per share
Basic
$
(0.72
)
$
(0.74
)
$
(0.21
)
$
(0.34
)
Diluted
$
(0.72
)
$
(0.74
)
$
(0.21
)
$
(0.34
)
Weighted average shares outstanding
Basic
40,219
40,219
39,490
39,490
Diluted
40,219
40,219
39,490
39,490
(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended November 30, 2023 and November 30, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
5
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted Net Loss:
Pro Forma
Three Months Ended
Nov 30, 2023
Nov 30, 2022
(unaudited)
(unaudited)
Pro forma net loss
$
(29,702
)
$
(13,382
)
Amortization of intangibles
2,598
3,360
Change in fair value of contingent consideration
221
1,646
Acquisition, restructuring and other items, net (1)
6,082
3,059
Tax effect of non-GAAP items (2)
17,435
788
Adjusted pro forma net loss
$
(3,366
)
$
(4,529
)

Reconciliation of Pro Forma Diluted Loss Per Share to Pro Forma Adjusted Diluted Loss Per Share:
Pro Forma
Three Months Ended
Nov 30, 2023
Nov 30, 2022
(unaudited)
(unaudited)
Pro forma diluted loss per share
$
(0.74
)
$
(0.34
)
Amortization of intangibles
0.06
0.09
Change in fair value of contingent consideration
0.01
0.04
Acquisition, restructuring and other items, net (1)
0.15
0.08
Tax effect of non-GAAP items (2)
0.44
0.02
Adjusted pro forma diluted loss per share
$
(0.08
)
$
(0.11
)
Adjusted diluted sharecount (3)
40,219
39,490

(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
(2) Adjustment to reflect the income tax provision on a non-GAAP basis has been calculated assuming no valuation allowance on the Company's U.S. deferred tax assets and an effective tax rate of 23% for the periods ended November 30, 2023 and November 30, 2022.
(3) Diluted shares may differ for non-GAAP measures as compared to GAAP due to a GAAP loss.
6
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION (Continued)
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted EBITDA:
Pro Forma
Three Months Ended
Nov 30, 2023
Nov 30, 2022
(unaudited)
(unaudited)
Pro forma net loss
$
(29,702
)
$
(13,382
)
Income tax benefit
16,430
(565
)
Interest expense, net
(534
)
684
Depreciation and amortization
5,691
6,268
Change in fair value of contingent consideration
221
1,646
Stock based compensation
1,802
3,287
Acquisition, restructuring and other items, net (1)
6,082
3,059
Pro forma adjusted EBITDA
$
(10
)
$
997
Per diluted share:
Adjusted EBITDA
$
-
$
0.02
(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
7
ANGIODYNAMICS, INC. AND SUBSIDIARIES
NET SALES BY PRODUCT CATEGORY AND BY GEOGRAPHY
(in thousands)
Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As
Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Nov 30, 2023
Nov 30, 2023
Nov 30, 2023
Nov 30, 2022
Nov 30, 2022
Nov 30, 2022
% Growth
Currency Impact
Constant Currency Growth
%
Growth
Currency Impact
Constant Currency Growth
(unaudited)
(unaudited)
Net Sales
Med Tech
$
25,363
$
(122
)
$
25,241
$
24,502
$
(135
)
$
24,367
3.5
%
3.6
%
Med Device
53,710
(12,068
)
41,642
60,927
(20,675
)
40,252
(11.8
)%
3.5
%
$
79,073
$
(12,190
)
$
66,883
$
85,429
$
(20,810
)
$
64,619
(7.4
)%
0.0
%
(7.4
)%
3.5
%
0.0
%
3.5
%
Net Sales
United States
$
64,002
$
(8,182
)
$
55,820
$
71,631
$
(16,413
)
$
55,218
(10.7
)%
1.1
%
International
15,071
(4,008
)
11,063
13,798
(4,397
)
9,401
9.2
%
0.0
%
9.2
%
17.7
%
$
79,073
$
(12,190
)
$
66,883
$
85,429
$
(20,810
)
$
64,619
(7.4
)%
0.0
%
(7.4
)%
3.5
%
0.0
%
3.5
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended November 30, 2023 and November 30, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.

GROSS PROFIT BY PRODUCT CATEGORY
(in thousands)
Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Nov 30, 2023
Nov 30, 2023
Nov 30, 2023
Nov 30, 2022
Nov 30, 2022
Nov 30, 2022
% Change
% Change
(unaudited)
(unaudited)
Med Tech
$
15,816
$
(33
)
$
15,783
$
15,614
$
(50
)
$
15,564
1.3
%
1.4
%
Gross profit % of sales
62.4
%
62.5
%
63.7
%
63.9
%
Med Device
$
24,446
$
(3,557
)
$
20,889
$
29,464
$
(8,737
)
$
20,727
(17.0
)%
0.8
%
Gross profit % of sales
45.5
%
50.2
%
48.4
%
51.5
%
Total
$
40,262
$
(3,590
)
$
36,672
$
45,078
$
(8,787
)
$
36,291
(10.7
)%
1.0
%
Gross profit % of sales
50.9
%
54.8
%
52.8
%
56.2
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended November 30, 2023 and November 30, 2022.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
8
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA CONSOLIDATED INCOME STATEMENTS
(in thousands, except per share data)
Three Months Ended
Three Months Ended
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
As Reported (1)
Pro Forma Adjustments (2)
Pro Forma
Feb 29, 2024
Feb 29, 2024
Feb 29, 2024
Feb 28, 2023
Feb 28, 2023
Feb 28, 2023
(unaudited)
(unaudited)
Net sales
$
75,182
$
(9,211
)
$
65,971
$
80,712
$
(19,622
)
$
61,090
Cost of sales (exclusive of intangible amortization)
39,321
(7,038
)
32,283
40,208
(12,096
)
28,112
Gross profit
35,861
(2,173
)
33,688
40,504
(7,526
)
32,978
% of net sales
47.7
%
51.1
%
50.2
%
54.0
%
Operating expenses
Research and development
8,189
(117
)
8,072
6,852
(139
)
6,713
Sales and marketing
25,405
(1,758
)
23,647
25,406
(1,404
)
24,002
General and administrative
10,578
22
10,600
8,839
(306
)
8,533
Amortization of intangibles
3,287
(643
)
2,644
4,739
(1,448
)
3,291
Goodwill impairment
159,476
-
159,476
-
-
-
Change in fair value of contingent consideration
112
-
112
227
-
227
Acquisition, restructuring and other items, net
35,367
(6,266
)
29,101
3,369
-
3,369
Total operating expenses
242,414
(8,762
)
233,652
49,432
(3,297
)
46,135
Gain on sale of assets
6,657
(6,657
)
-
-
-
-
Operating loss
(199,896
)
(68
)
(199,964
)
(8,928
)
(4,229
)
(13,157
)
Interest expense, net
394
-
394
(736
)
-
(736
)
Other expense, net
(238
)
-
(238
)
-
-
-
Total other expense, net
156
-
156
(736
)
-
(736
)
Loss before income tax benefit
(199,740
)
(68
)
(199,808
)
(9,664
)
(4,229
)
(13,893
)
Income tax benefit
(12,004
)
-
(12,004
)
(179
)
(179
)
Net loss
$
(187,736
)
$
(68
)
$
(187,804
)
$
(9,485
)
$
(4,229
)
$
(13,714
)
Loss per share
Basic
$
(4.67
)
$
(4.67
)
$
(0.24
)
$
(0.35
)
Diluted
$
(4.67
)
$
(4.67
)
$
(0.24
)
$
(0.35
)
Weighted average shares outstanding
Basic
40,234
40,234
39,509
39,509
Diluted
40,234
40,234
39,509
39,509
(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended February 29, 2024 and February 28, 2023.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
9
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted Net Loss:
Pro Forma
Three Months Ended
Feb 29, 2024
Feb 28, 2023
(unaudited)
(unaudited)
Pro forma net loss
$
(187,804
)
$
(13,714
)
Amortization of intangibles
2,644
3,291
Change in fair value of contingent consideration
112
227
Acquisition, restructuring and other items, net (1)
29,101
3,369
Goodwill impairment
159,476
-
Tax effect of non-GAAP items (2)
(10,055
)
1,432
Adjusted pro forma net loss
$
(6,526
)
$
(5,395
)

Reconciliation of Pro Forma Diluted Loss Per Share to Pro Forma Adjusted Diluted Loss Per Share:
Pro Forma
Three Months Ended
Feb 29, 2024
Feb 28, 2023
(unaudited)
(unaudited)
Pro forma diluted loss per share
$
(4.67
)
$
(0.35
)
Amortization of intangibles
0.07
0.08
Change in fair value of contingent consideration
-
0.01
Acquisition, restructuring and other items, net (1)
0.72
0.08
Goodwill impairment
3.97
-
Tax effect of non-GAAP items (2)
(0.25
)
0.04
Adjusted pro forma diluted loss per share
$
(0.16
)
$
(0.14
)
Adjusted diluted sharecount (3)
40,234
39,509

(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
(2) Adjustment to reflect the income tax provision on a non-GAAP basis has been calculated assuming no valuation allowance on the Company's U.S. deferred tax assets and an effective tax rate of 23% for the periods ended February 29, 2024 and February 28, 2023.
(3) Diluted shares may differ for non-GAAP measures as compared to GAAP due to a GAAP loss.
10
ANGIODYNAMICS, INC. AND SUBSIDIARIES
PRO FORMA GAAP TO NON-GAAP RECONCILIATION (Continued)
(in thousands, except per share data)
Reconciliation of Pro Forma Net Loss to Pro Forma Adjusted EBITDA:
Pro Forma
Three Months Ended
Feb 29, 2024
Feb 28, 2023
(unaudited)
(unaudited)
Pro forma net loss
$
(187,804
)
$
(13,714
)
Income tax benefit
(12,004
)
(179
)
Interest expense, net
(394
)
736
Depreciation and amortization
6,861
6,288
Goodwill impairment
159,476
-
Change in fair value of contingent consideration
112
227
Stock based compensation
2,141
1,728
Acquisition, restructuring and other items, net (1)
27,966
3,369
Pro forma adjusted EBITDA
$
(3,646
)
$
(1,545
)
Per diluted share:
Adjusted EBITDA
$
(0.09
)
$
(0.04
)
(1) Includes costs related to merger and acquisition activities, restructuring, and unusual items, including asset impairments and write-offs, certain litigation, and other items.
11
ANGIODYNAMICS, INC. AND SUBSIDIARIES
NET SALES BY PRODUCT CATEGORY AND BY GEOGRAPHY
(in thousands)
Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As
Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Feb 29, 2024
Feb 29, 2024
Feb 29, 2024
Feb 28,
2023
Feb 28, 2023
Feb 28, 2023
% Growth
Currency Impact
Constant Currency Growth
%
Growth
Currency Impact
Constant Currency Growth
(unaudited)
(unaudited)
Net Sales
Med Tech
$
25,844
$
(190
)
$
25,654
$
22,874
$
(91
)
$
22,783
13.0
%
12.6
%
Med Device
49,338
(9,021
)
40,317
57,838
(19,531
)
38,307
(14.7
)%
5.2
%
$
75,182
$
(9,211
)
$
65,971
$
80,712
$
(19,622
)
$
61,090
(6.9
)%
0.0
%
(6.9
)%
8.0
%
0.0
%
8.0
%
Net Sales
United States
$
62,342
$
(6,521
)
$
55,821
$
67,620
$
(14,932
)
$
52,688
(7.8
)%
5.9
%
International
12,840
(2,690
)
10,150
13,092
(4,690
)
8,402
(1.9
)%
0.0
%
(1.9
)%
20.8
%
$
75,182
$
(9,211
)
$
65,971
$
80,712
$
(19,622
)
$
61,090
(6.9
)%
0.0
%
(6.9
)%
8.0
%
0.0
%
8.0
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended February 29, 2024 and February 28, 2023.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.
GROSS PROFIT BY PRODUCT CATEGORY
(in thousands)

Three Months Ended
Three Months Ended
Actual (1)
Pro Forma
Adj. (2)
Pro Forma
As Reported (1)
Pro Forma
Adj. (2)
Pro Forma
Actual
Pro Forma
Feb 29, 2024
Feb 29, 2024
Feb 29, 2024
Feb 28, 2023
Feb 28, 2023
Feb 28, 2023
% Change
% Change
(unaudited)
(unaudited)
Med Tech
$
15,857
$
(83
)
$
15,774
$
14,774
$
(93
)
$
14,681
7.3
%
7.4
%
Gross profit % of sales
61.4
%
61.5
%
64.6
%
64.4
%
Med Device
$
20,004
$
(2,090
)
$
17,914
$
25,730
$
(7,433
)
$
18,297
(22.3
)%
(2.1
)%
Gross profit % of sales
40.5
%
44.4
%
44.5
%
47.8
%
Total
$
35,861
$
(2,173
)
$
33,688
$
40,504
$
(7,526
)
$
32,978
(11.5
)%
2.2
%
Gross profit % of sales
47.7
%
51.1
%
50.2
%
54.0
%

(1) Reflects the Company's US GAAP consolidated financial statements before pro forma adjustments related to the sale of the Dialysis and BioSentry Businesses on June 8, 2023, the sale of the PICCs and Midlines Businesses on February 15, 2024 and the discontinuation of the RadioFrequency Ablation and Syntrax products ("the Businesses") as of February 29, 2024, for the three months ended February 29, 2024 and February 28, 2023.
(2) Reflects the elimination of revenues and expenses representing the operating results from the sales and discontinuation of the Businesses.

12