Summit Technology Press Release
Summit Technology, Inc.
Completes Acquisition Of Autonomous Technologies And Reports Strong First Quarter Results Led By Record Procedure Volume Growth
Waltham, MA, April 29, 1999 - Summit Technology, Inc. (NASDAQ: BEAM) said today that its procedure volume reached new levels in the first quarter and that it had concluded its acquisition of Autonomous Technologies Corporation (NASDAQ: ATCI), with the overwhelming approval of shareholders of both companies. As a result of the acquisition Autonomous stock will no longer be traded on NASDAQ.
The total value of cash and stock actually issued to Autonomous stockholders, based on the average Summit closing price of the five days prior to the closing is approximately $224 million. Shareholders of Autonomous will receive .727 shares of Summit common stock and $3.04 in cash for each share of Autonomous common stock. The total consideration paid by Summit will be approximately 11.2 million shares of Summit common stock and $46.8 million in cash.
Summits revenues for the three months ended March 31, 1999 were $25.7 million, an increase of 17% over revenues of $22.0 million for the three months ended March 31, 1998. Laser vision correction revenues were $13.5 million in the first quarter of 1999 compared to $10.1 million in the first quarter of 1998, a 34% increase. In the first quarter of 1999, revenues from contact lens and related products increased 2% to $12.2 million from $11.9 million in the same period a year ago.
Gross margins increased from 40% in the first quarter of 1998 to 48% in the first quarter of 1999 primarily as a result of increased license fee revenues.
Income before the cumulative effect of accounting change was $2.4 million, or $0.08 per share, in the first quarter of 1999 compared to $.4 million, or $0.01 per share, in the first quarter of 1998. Net income in the first quarter of 1999 was $2.4 million, or $0.08 per share, compared to a net loss of $9.7 million, or $(0.31) per share in the first quarter of 1998. The 1998 first quarter results include a one-time non-cash charge of $10.1 million, or $0.32 per share, representing the cumulative effect of adopting a new accounting principle as of January 1, 1998.
According to Robert Palmisano, Summits Chief Executive Officer, momentum has continued to build at Summit during the first quarter.
"Since obtaining FDA approval to market our Apex Plus system to correct astigmatism in March 1998, the number of procedures performed on our systems has climbed dramatically. In the first quarter procedure volume in the U.S. increased 31% over the fourth quarter of 1998 and 81% over the first quarter of 1998. We are confident this trend will continue and be strengthened by the acquisition concluded today."
In accordance with the merger agreement, Randy Frey, Founder, Chairman and Chief Executive Officer of Autonomous, and Dr. C. Glen Bradley, President and Chief Executive Officer of CIBA Vision Corporation, will join the Summit board of directors effective immediately. CIBA Vision Corporation owned approximately 13% of the common stock of Autonomous. Post-acquisition, Autonomous will continue to operate as a wholly-owned subsidiary of Summit with Mr. Frey as its President. Mr. Frey will also serve as an Executive Vice President of Summit.
"We are delighted to combine these two pathfinding organizations," said Palmisano, "With this acquisition, Summit is now the only company to offer refractive surgeons a choice in laser vision correction platforms. With procedure volume growing, and more refractive surgeons entering the field, doctors may choose between our superb Apex Plus system, currently being used by thousands of clinicians worldwide, and the Autonomous LADARVision system which will provide surgeons the latest in precise tracking and small beam technology. We believe that our effort to mean more to our customers, of which this acquisition is just one reflection, will increasingly pay off in subsequent quarters."
Founded in 1985, Summit Technology is a leading developer, manufacturer and marketer of ophthalmic laser systems and related products designed to correct common vision disorders such as nearsightedness, farsightedness and astigmatism. In 1995, Summit was the first excimer laser company to receive FDA approval for its excimer laser system for the correction of mild to moderate myopia in the U.S. Autonomous, a wholly owned subsidiary, is engaged in the design and development of next-generation excimer laser instruments for laser refractive surgery. The Companys LADARVision System combines laser radar eye tracking with narrow beam shaping technology. In addition, through its wholly owned subsidiary, Lens Express, Summit sells contact lenses and related products.
Cautionary Statement under "Safe harbor" Provisions of the Private Securities Litigation Reform Act of 1995: Statements made in this news release contain information about the Companys future business prospects. These statements may be considered "forward looking". These statements are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by such forward looking statements. Among these risks and uncertainties are: competition from other manufacturers and vision correction technologies, delays in obtaining regulatory approvals, challenges to patents owned and licensed by the Company affecting per procedure revenues and adverse litigation results. For additional information and risks associated with the Companys business prospects and future operating results, please refer to Summits annual report on Form 10-K for the year ended December 31, 1998.
Created January 28, 2000