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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JANUARY 10, 2006
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CRYOLIFE, INC.
(Exact name of registrant as specified in its charter)
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FLORIDA 1-13165 59-2417093
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
1655 ROBERTS BOULEVARD, N.W., KENNESAW, GEORGIA 30144
(Address of principal executive office) (zip code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (770) 419-3355
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(Former name or former address, if changed since last report)
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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.
The information provided pursuant to this Item 2.02 is to be considered "filed"
under the Securities Exchange Act of 1934 ("Exchange Act") and incorporated by
reference into those filings of CryoLife, Inc. ("CryoLife") that provide for the
incorporation of all reports and documents filed by CryoLife under the Exchange
Act.
On January 10, 2006, CryoLife issued a press release announcing its preliminary
revenue results for 2005. CryoLife hereby incorporates by reference herein the
information set forth in its Press Release dated January 10, 2006, a copy of
which is attached hereto as Exhibit 99.1. Except as otherwise provided in the
press release, the press release speaks only as of the date of such press
release and such press release shall not create any implication that the affairs
of CryoLife have continued unchanged since such date.
Except for the historical information contained in this report, the statements
made by CryoLife are forward-looking statements that involve risks and
uncertainties. All such statements are subject to the safe harbor created by the
Private Securities Litigation Reform Act of 1995. CryoLife's future financial
performance could differ significantly from the expectations of management and
from results expressed or implied in the Press Releases. Please refer to the
last paragraph of the Press Release for further discussion about forward-looking
statements. For further information on risk factors, please refer to the "Risk
Factors" contained in CryoLife's Form 10-K for the year ended December 31, 2004,
CryoLife's Form S-3 (Registration No. 333-121406), as filed with the Securities
and Exchange Commission ("SEC") and any subsequent SEC filings. CryoLife
disclaims any obligation or duty to update or modify these forward-looking
statements.
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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Shell Company Transactions. Not applicable.
(d) Exhibits.
Exhibit Number Description
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99.1 Press Release dated January 10, 2006
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
CryoLife, Inc. has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CRYOLIFE, INC.
Date: January 10, 2006 By: /s/ D. Ashley Lee
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Name: D. Ashley Lee
Title: Executive Vice President,
Chief Operating Officer and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated January 10, 2006
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EXHIBIT 99.1
[COMPANY LOGO]
FOR IMMEDIATE RELEASE
MEDIA CONTACTS:
D. Ashley Lee Katie Brazel
Executive Vice President, Chief Operating Officer and Fleishman Hillard
Chief Financial Officer Phone: 404-739-0150
Phone: 770-419-3355
CRYOLIFE ANNOUNCES PRELIMINARY 2005 REVENUES
POSTS HIGHEST QUARTERLY REVENUE TOTAL SINCE THIRD QUARTER OF 2002
INCREASES REVENUE GUIDANCE FOR 2006
ATLANTA...(JANUARY 10, 2006)...CRYOLIFE, INC. (NYSE: CRY), a biomaterials and
biosurgical device company, announced today that revenues for 2005 were
approximately $69.3 million compared to $62.4 million in 2004, an increase of
11%. Revenues for the fourth quarter of 2005 were approximately $18.0 million
compared to $15.9 million in the fourth quarter of 2004, an increase of 13%. All
references to 2005 revenues are preliminary and unaudited.
BioGlue(R) revenues were approximately $38.0 million for the full year of
2005 compared to $35.7 million in 2004, an increase of 6%. BioGlue revenues were
approximately $9.6 million in the fourth quarter of 2005 compared to $9.2
million in the fourth quarter of 2004, an increase of 5%. BioGlue revenues in
the fourth quarter of 2005 increased 8% over third quarter of 2005 revenues of
$8.9 million.
Tissue processing revenues were approximately $30.3 million for the full
year 2005 compared to $25.7 million in 2004, an increase of 18%. Tissue
processing revenues were approximately $8.1 million in the fourth quarter of
2005 compared to $6.4 million in the fourth quarter of 2004, an increase of 26%.
more
"The 2005 fourth quarter revenues of $18.0 million represent our highest
quarterly revenue performance since the third quarter of 2002. We expect
continued growth in both BioGlue and tissue processing revenues in 2006," noted
Steven G. Anderson, CryoLife President and Chief Executive Officer.
Based on the fourth quarter revenue performance and current business
developments, the Company is raising its revenue guidance for the full year of
2006 from $72-$76 million to $74-$77 million.
The Company also noted that it had finalized the payment and settlement of
the class action securities litigation during the fourth quarter of 2005.
Founded in 1984, CryoLife, Inc. is a leader in the processing and
distribution of implantable living human tissues for use in cardiovascular,
vascular, and orthopaedic surgeries throughout the United States and Canada. The
Company's BioGlue(R) Surgical Adhesive is FDA approved as an adjunct to sutures
and staples for use in adult patients in open surgical repair of large vessels
and is CE marked in the European Community and approved in Canada for use in
soft tissue repair and approved in Australia for use in vascular and pulmonary
sealing and repair. The Company also distributes the CryoLife-O'Brien(R)
stentless porcine heart valve and the SG Model #100 vascular graft, which are CE
marked for distribution within the European Community.
Statements made in this press release that look forward in time or that
express management's beliefs, expectations or hopes are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These future events may not occur as and when expected, if at all, and,
together with the Company's business, are subject to various risks and
uncertainties. These risks and uncertainties include that the Company's BioGlue
and tissue processing revenues may not meet expectations in 2006, that aggregate
expenses may not meet expectations, the possibility that as a result of its
inspections of the Company's facilities or other events the FDA could impose
additional restrictions on the Company's operations, require a recall, prevent
the Company from processing and distributing tissues or manufacturing and
distributing other products, or take other actions which the Company may not be
able to address in a timely or cost-effective manner if at all, that the Company
may not have sufficient borrowing or other capital availability to fund its
business, that pending or threatened litigation cannot be settled on terms
acceptable to the Company, that the Company may not have sufficient resources to
pay punitive damages or other liabilities arising from litigation which are not
covered by available insurance, the possibility of severe decreases in the
Company's revenues and working capital, that to the extent the Company does not
have sufficient resources, it may be forced to cease operations or seek
protection under applicable bankruptcy laws, changes in laws and regulations
applicable to CryoLife and other risk factors detailed CryoLife's Securities and
Exchange Commission filings, including CryoLife's Form 10-K filing for the year
ended December 31, 2004, its registration statement on Form S-3 (Reg. No.
333-121406), CryoLife's most recent Form 10-Q, and its other SEC filings. The
Company does not undertake to update its forward-looking statements.
more
CryoLife, Inc.
Unaudited Revenue Data
(in thousands)
Three Months Ended
December 31,
2005 2004
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Revenues from:
BioGlue $ 9,645 $ 9,226
Cardiovascular 3,355 2,767
Vascular 3,172 2,522
Orthopaedic 1,561 1,153
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Total preservation services 8,088 6,442
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Bioprosthetic devices 185 198
Grant 43 --
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Total revenues $ 17,961 $ 15,866
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Year Ended
December 31,
2005 2004
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Revenues from:
BioGlue $ 37,985$ 35,745
Cardiovascular 13,762 12,504
Vascular 11,453 10,293
Orthopaedic 5,092 2,879
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Total preservation services 30,307 25,676
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Bioprosthetic devices 947 890
Grant 43 73
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Total revenues $ 69,282 $ 62,384
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For additional information about the company, visit CryoLife's Web site:
http://www.cryolife.com
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