ango-20231130

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 0-50761

AngioDynamics, Inc.

(Exact name of registrant as specified in its charter)


Delaware						11-3146460
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

14 Plaza Drive, Latham, New York 12110

(Address of principal executive offices and zip code)

(518) 795-1400

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock, par value $.01

ANGO

NASDAQ Global Select Market

Preferred Stock Purchase Rights

NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:

None

(Title of Class)

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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

☐

Accelerated filer

☒

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date.


Class						Outstanding as of January 5, 2024
Common Stock, par value $.01						39,855,191

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AngioDynamics, Inc. and Subsidiaries

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		Page
	Part I: Financial Information

Item 1.	Financial Statements

	Consolidated Statements of Operations (unaudited)	3

	Consolidated Statements of Comprehensive Income (Loss) (unaudited)	4

	Consolidated Balance Sheets (unaudited)	5

	Consolidated Statements of Cash Flows (unaudited)	6

	Consolidated Statements of Stockholders’ Equity (unaudited)	7

	Notes to Consolidated Financial Statements (unaudited)	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31

Item 4.	Controls and Procedures	32

	Part II: Other Information

Item 1.	Legal Proceedings	33

Item 1A.	Risk Factors	33

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33

Item 3.	Defaults on Senior Securities	33

Item 4.	Mine Safety Disclosures	33

Item 5.	Other Information	33

Item 6.	Exhibits	34

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PART 1. FINANCIAL INFORMATION

Item 1. Financial Statements.

AngioDynamics, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands of dollars, except per share data)


	Three Months Ended				Six Months Ended
	Nov 30, 2023		Nov 30, 2022		Nov 30, 2023		Nov 30, 2022
Net sales	$	79,073	$	85,429	$	157,752	$	166,966
Cost of sales (exclusive of intangible amortization)	38,811		40,351		77,430		79,583
Gross profit	40,262		45,078		80,322		87,383
Operating expenses:
Research and development	8,658		6,838		16,599		15,171
Sales and marketing	25,464		26,007		52,832		52,550
General and administrative	9,289		10,835		20,145		20,936
Amortization of intangibles	3,562		4,808		7,187		9,645
Change in fair value of contingent consideration	221		1,646		91		1,857
Acquisition, restructuring and other items, net	6,188		3,059		9,400		8,640
Total operating expenses	53,382		53,193		106,254		108,799
Gain on sale of assets	—		—		47,842		—
Operating income (loss)	(13,120)		(8,115)		21,910		(21,416)
Other expense:
Interest income (expense), net	534		(684)		653		(1,065)
Other expense, net	(32)		(252)		(320)		(427)
Total other income (expense), net	502		(936)		333		(1,492)
Income (loss) before income tax benefit	(12,618)		(9,051)		22,243		(22,908)
Income tax expense (benefit)	16,430		(565)		5,407		(1,418)
Net income (loss)	$	(29,048)	$	(8,486)	$	16,836	$	(21,490)


Earnings (loss) per share
Basic	$	(0.72)	$	(0.21)	$	0.42	$	(0.55)
Diluted	$	(0.72)	$	(0.21)	$	0.42	$	(0.55)






Weighted average shares outstanding
Basic	40,219		39,490		40,030		39,394
Diluted	40,219		39,490		40,103		39,394

The accompanying notes are an integral part of these consolidated financial statements.

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AngioDynamics, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)

(in thousands of dollars)


	Three Months Ended				Six Months Ended
	Nov 30, 2023		Nov 30, 2022		Nov 30, 2023		Nov 30, 2022
Net income (loss)	$	(29,048)	$	(8,486)	$	16,836	$	(21,490)
Other comprehensive income (loss), before tax:

Foreign currency translation gain (loss)	945		(1,095)		15		(1,645)
Other comprehensive income (loss), before tax	945		(1,095)		15		(1,645)
Income tax expense related to items of other comprehensive loss	—		—		—		—
Other comprehensive income (loss), net of tax	945		(1,095)		15		(1,645)
Total comprehensive income (loss), net of tax	$	(28,103)	$	(9,581)	$	16,851	$	(23,135)

The accompanying notes are an integral part of these consolidated financial statements.

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AngioDynamics, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS

(unaudited)

(in thousands of dollars, except share data)


	Nov 30, 2023		May 31, 2023
Assets
Current assets
Cash and cash equivalents	$	60,896	$	44,620

Accounts receivable, net of allowances of $2,240 and $2,150 respectively	51,603		52,826
Inventories	64,254		55,325


Prepaid expenses and other	8,715		4,617
Current assets held for sale	—		6,154
Total current assets	185,468		163,542
Property, plant and equipment, net	42,557		44,384
Intangible assets, net	103,891		111,144
Goodwill	159,226		159,238
Other assets	8,481		10,676
Non-current assets held for sale	—		43,653
Total assets	$	499,623	$	532,637
Liabilities and stockholders' equity
Current liabilities
Accounts payable	$	37,650	$	40,445
Accrued liabilities	29,237		26,617


Current portion of contingent consideration	9,387		14,761
Other current liabilities	1,763		2,002
Total current liabilities	78,037		83,825
Long-term debt	—		49,818
Deferred income taxes	17,758		12,813
Contingent consideration, net of current portion	—		4,535
Other long-term liabilities	2,602		3,350
Total liabilities	98,397		154,341
Commitments and contingencies (Note 14)
Stockholders' equity
Preferred stock, par value $0.01 per share, 5,000,000 shares authorized; no shares issued and outstanding	—		—
Common stock, par value $0.01 per share, 75,000,000 shares authorized; 40,594,406 and 39,981,422 shares issued and 40,224,406 and 39,611,422 shares outstanding at November 30, 2023 and May 31, 2023, respectively	383		382
Additional paid-in capital	605,284		599,206
Accumulated deficit	(194,019)		(210,855)
Treasury stock, 370,000 shares at November 30, 2023 and May 31, 2023, respectively	(5,714)		(5,714)
Accumulated other comprehensive income	(4,708)		(4,723)
Total Stockholders’ Equity	401,226		378,296
Total Liabilities and Stockholders' Equity	$	499,623	$	532,637

The accompanying notes are an integral part of these consolidated financial statements.

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AngioDynamics, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

(in thousands of dollars)


	Six Months Ended
	Nov 30, 2023		Nov 30, 2022
Cash flows from operating activities:
Net income (loss)	$	16,836	$	(21,490)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	13,373		15,478
Non-cash lease expense	957		1,248
Stock based compensation	6,021		6,374
Gain on disposal of assets	(47,842)		—
Transaction costs for disposition	(2,427)		—
Change in fair value of contingent consideration	91		1,857

Deferred income taxes	4,951		(1,525)
Change in accounts receivable allowances	549		392
Fixed and intangible asset impairments and disposals	239		87

Write-off of other assets	869		—
Other	(138)		(43)

SEC Form 10-Q filed by AngioDynamics Inc.