<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 10, 2000
NMT Medical, Inc.
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(Exact name of registrant as specified in charter)
Delaware 000-21001 95-4090463
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(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification No.)
27 Wormwood Street, Boston, Massachusetts 02210
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (617) 737-0930
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On May 10, 2000, NMT Medical, Inc. (the "Company") issued a press release
announcing, among other things, that the Board of Directors of the Company (the
"Board") expanded the Company's interim management team through the creation of
(i) the Office of the Chief Executive with R. John Fletcher, a member of the
Board, and Jeffrey R. Jay, M.D., the Chairman of the Board, and (ii) the Office
of the President with Rudy Davis, Vice President of Sales and Marketing, Septal
Repair Division, of the Company, and William J. Knight, Vice President of
Finance and Administration and Chief Financial Officer of the Company. In
addition, the Board established the position of Managing Director to be filled
by C. Leonard Gordon, a member of the Board, who will focus on corporate
development activities. The full text of the Company's press release is filed
as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits
Exhibit No. Description
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99.1 Press Release, dated May 10, 2000, announcing, among other
things, the expansion of the interim management team of NMT
Medical, Inc. by its Board of Directors.
-2-
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: May 12, 2000 NMT Medical, Inc.
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(Registrant)
By: /s/ William J. Knight
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Name: William J. Knight
Title: Vice President of Finance and
Administration, Chief
Financial Officer
-3-
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release, dated May 10, 2000, announcing, among other
things, the expansion of the interim management team of NMT
Medical, Inc. by its Board of Directors.
<PAGE>
Exhibit 99.1
NMT Medical
27 Wormwood Street
Boston, MA 02210-1625
(Nasdaq/NMS:NMTI)
AT THE COMPANY AT THE FINANCIAL RELATIONS BOARD
- ------------------------- --------------------------------
William J. Knight General Info: Paula Schwartz
Chief Financial Officer Analyst Info: Brian Gill
(617) 737-0930 Media Info: Deanne Eagle
(212) 661-8030
FOR IMMEDIATE RELEASE
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May 10, 2000
NMT MEDICAL ANNOUNCES FIRST QUARTER 2000 FINANCIAL RESULTS
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HIGHLIGHTS:
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. Q1 revenues increased 29% to $10.0 million vs. $7.8 million in Q1 1999.
. Q1 EBITDA was $663,000 vs. $27,000 in Q1 1999.
. Company reported Q1 2000 net income per share of $0.01 compared to a loss of
$0.05 in Q1 1999.
. CardioSEALTM Septal Occluder product line had second straight record quarter;
Simon Nitinol Filter had strongest quarter ever.
BOSTON, MA, MAY 10, 2000 -- NMT Medical, Inc., (Nasdaq/NMS:NMTI) today announced
results for the first quarter ended March 31, 2000. Revenues for the first
quarter increased 29% to $10.0 million as compared to $7.8 million in the first
quarter of 1999. Earnings before interest, taxes, depreciation, and amortization
(EBITDA) for the first quarter was $663,000 as compared to $27,000 in the first
quarter of 1999. Net income for the first quarter improved significantly to
$68,000, or $0.01 per share, compared to a loss of $535,000, or $0.05 per share,
for the same period last year. First quarter results for 2000 were reduced by a
non-recurring charge associated with the recent resignation of Tom Tully, the
former CEO of NMT Medical. The Company took a $400,000 charge for contractual
obligations under Mr. Tully's employment agreement and the recruiting fees for
the CEO search which is currently in progress. Excluding these charges, the
Company had $1.1 million of EBITDA in the first quarter and net income of
$468,000, or $0.04 per share.
Commenting on today's news, William J. Knight, Chief Financial Officer of NMT
Medical, said, "NMT's results for the first quarter of 2000 reflect significant
progress for the Company and are an endorsement of our recently stated desire to
focus on what we do best - developing and commercializing minimally invasive
devices targeted at interventional cardiology and radiology.
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Evidence of this is the fact that unit sales of both the CardioSEAL(TM) Septal
Occluder and Simon Nitinol Filter (SNF) rose considerably this past quarter. In
fact, revenues from these products were up approximately 26% and 30%,
respectively from the fourth quarter of 1999."
Mr. Knight continued, "It is clear that the momentum for our CardioSEAL Septal
Occluder (a minimally invasive device designed to close holes in the heart) is
growing daily. There are now over 50 interventional cardiology centers in the
U.S. using, or are about to begin using the CardioSEAL. Another 75 are in the
Internal Review Board process to gain approval to begin implanting the device.
The success of the procedure and acceptance of the device by the medical
community is also evidenced by the fact that we have received reorders from most
of the centers that began implanting the devices. We expect that there will be
at least 100 centers utilizing the CardioSEAL device on patients by the end of
this year. Our U.S. target market comprises approximately 400-500 interventional
cardiology centers."
Paul Kramer, MD, one of the nation's leading interventional cardiologists from
the Mid America Heart Institute in Kansas City, adds that, "We had been
anxiously awaiting the approval of CardioSEAL in order to add it to our Stroke
Program as a definitive therapy for selected PFO patients with embolic stroke.
Since its approval, our referrals for this therapy have grown exponentially. It
has become a major element of our program in a short period of time." Dr.
Kramer indicates that his program is now doing 3 - 4 procedures per week. "Our
Neurologists have been extremely supportive of the program, and I believe that
every Stroke program of any significant size will want to... need to, add this
important new form of therapy."
The Company also announced the expansion of its interim management team through
the creation of the Office of the Chief Executive with John Fletcher and Jeffrey
Jay, M.D., Directors of the Company, and the Office of the President, with Rudy
Davis and Bill Knight, who hold the positions of Vice President of Sales &
Marketing and Vice President Finance & CFO, respectively. The Board also
announced the establishment of a Managing Director position to be filled by
Leonard Gordon who will focus on corporate development activities.
"We are continuing to pursue the hiring of a permanent CEO to lead the Company's
strong management team", commented John Fletcher. "We believed that it was
necessary at this time to expand the executive leadership of NMT."
NMT Medical designs, develops and markets innovative medical devices that
utilize advanced technologies and are delivered by minimally invasive
procedures. The Company's products are designed to offer alternative approaches
to existing complex treatments, thereby reducing patient trauma, shortening
procedure, hospitalization and recovery times, and lowering overall treatment
costs. The Company's medical devices include self-expanding stents, vena cava
filters and septal repair devices. The NMT Neurosciences division serves the
needs of neurosurgeons with a range of implantable and disposable products,
including cerebral spinal fluid shunts, external drainage products, and the
Spetzler(TM) Titanium Aneurysm Clip.
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This press release contains "forward-looking statements" within the meaning of
the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties or other factors which
may cause actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Factors that might
cause such a difference include, but are not limited to, those discussed under
the heading "Certain Factors That May Affect Future Results" included in the
Management's Discussion and Analysis of Financial Condition and Results of
Operations in the Company's Annual Report on Form 10-K for the year ended
December 31, 1998 and subsequent filings with the Securities and Exchange
Commission.
# # #
To receive NMT Medical's latest news release and other corporate
documents via FAX -- at no cost -- please dial 1-800-PRO-INFO.
Enter the Company's symbol NMTI
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NMT MEDICAL, INC.
SUMMARY FINANCIAL TABLE
(Unaudited)
<TABLE>
<CAPTION>
CONSOLIDATED INCOME STATEMENTS Three Months Ended
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March 31, 2000 March 31, 1999
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<S> <C> <C>
Total Revenues $ 10,005,060 $ 7,766,704
Cost of Goods Sold 4,029,031 2,897,757
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Gross Profit 5,976,029 4,868,947
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Operating Expenses:
Research and development 1,274,626 960,192
Selling, general and administrative 4,431,654 4,292,313
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Total Operating Expenses 5,706,280 5,252,505
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Operating Income (Loss)
269,749 (383,558)
Equity in loss of Image Technologies - (134,129)
Interest Income (Expense), net (349,907) (564,645)
Currency Transaction Gain (Loss) 133,414 200,762
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Income (Loss) Before Income Taxes 53,256 (881,570)
Benefit for Income Taxes (14,850) (179,700)
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Net income (loss) from continuing operations 68,106 (701,870)
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Gain from discontinued operations - 167,000
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Net Income (Loss) $ 68,106 $ (534,870)
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Diluted Income per Share from Continuing Operations $ 0.01 $ (0.07)
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Diluted Net Income per Share $ 0.01 $ (0.05)
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Diluted Weighted Average Shares Outstanding 11,448,813 10,683,775
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OTHER INFORMATION
Depreciation & Amortization $ 392,864 $ 410,804
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EBITDA (Earnings before interest, taxes
depreciation & amortization) $ 662,613 $ 27,246
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<CAPTION>
CONSOLIDATED BALANCE SHEET INFORMATION March 31, 2000 December 31, 1999
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<S> <C> <C>
Cash $ 2,410,775 $ 3,533,475
Current Assets 18,347,276 18,496,938
Total Assets $ 37,786,368 $38,747,166
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Current Liabilities $ 8,699,230 $ 9,732,324
Total Liabilities 23,697,539 24,585,687
Stockholders' Equity 14,088,829 14,161,479
Total Liabilities and Stockholders' Equity $ 37,786,368 $38,747,166
============ ===========
</TABLE>
