omcl-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________________________________________________________________________

FORM 10-Q


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

For the quarterly period ended March 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to

Commission File No. 000-33043

OMNICELL, INC.

(Exact name of registrant as specified in its charter)


Delaware			94-3166458
(State or other jurisdiction of incorporation or organization)			(IRS Employer Identification No.)

4220 North Freeway

Fort Worth, TX 76137

(Address of registrant’s principal executive offices, including zip code)

(877) 415-9990

(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, $0.001 par value

OMCL

NASDAQ Global Select Market

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 ý No o

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 (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No o

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

Large Accelerated Filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

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

As of April 30, 2024, there were 45,923,492 shares of the registrant’s common stock, $0.001 par value, outstanding.

Table of Contents

OMNICELL, INC.

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets (Unaudited) as of March 31, 2024 and December 31, 2023	3

	Condensed Consolidated Statements of Operations (Unaudited) for the three months ended March 3 1 , 202 4 and 202 3	4

	Condensed Consolidated Statements of Comprehensive Loss (Unaudited) for the three mo nths ended March 3 1 , 202 4 and 202 3	5

	Condensed Consolidated Statements of Stockholders’ Equity (Unaudited) for the three months ended March 3 1 , 202 4 and 202 3	6

	Condensed Consolidated Statements of Cash Flows (Unaudited) for the three months ended March 3 1 , 202 4 and 202 3	7

	Notes to Condensed Consolidated Financial Statements (Unaudited)	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	26

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	37

Item 4.	Controls and Procedures	38

PART II	OTHER INFORMATION	39

Item 1.	Legal Proceedings	39

Item 1A.	Risk Factors	39

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39

Item 3.	Defaults Upon Senior Securities	39

Item 4.	Mine Safety Disclosures	39

Item 5.	Other Information	39

Item 6.	Exhibits	40

Signature		41

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

OMNICELL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)


	March 31, 2024		December 31, 2023

	(In thousands, except par value)
ASSETS
Current assets:
Cash and cash equivalents	$	512,364	$	467,972
Accounts receivable and unbilled receivables, net of allowances of $6,463 and $5,564, respectively	248,512		252,025
Inventories	103,466		110,099
Prepaid expenses	26,585		25,966
Other current assets	98,991		71,509
Total current assets	989,918		927,571
Property and equipment, net	109,034		108,601
Long-term investment in sales-type leases, net	43,909		42,954
Operating lease right-of-use assets	26,531		24,988
Goodwill	735,357		735,810
Intangible assets, net	205,115		211,173
Long-term deferred tax assets	37,383		32,901
Prepaid commissions	50,191		52,414
Other long-term assets	86,317		90,466
Total assets	$	2,283,755	$	2,226,878

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	43,145	$	45,028
Accrued compensation	41,446		51,754
Accrued liabilities	167,187		149,276

Deferred revenues	164,586		121,734

Total current liabilities	416,364		367,792
Long-term deferred revenues	65,195		58,622
Long-term deferred tax liabilities	1,493		1,620
Long-term operating lease liabilities	34,568		33,910
Other long-term liabilities	7,099		6,318

Convertible senior notes, net	570,439		569,662
Total liabilities	1,095,158		1,037,924
Commitments and contingencies (Note 13)
Stockholders’ equity:
Preferred stock, $0.001 par value, 5,000 shares authorized; no shares issued	—		—
Common stock, $0.001 par value, 100,000 shares authorized; 56,207 and 55,822 shares issued; 45,924 and 45,539 shares outstanding, respectively	56		56
Treasury stock at cost, 10,283 shares outstanding, respectively	(290,319)		(290,319)
Additional paid-in capital	1,139,010		1,122,292
Retained earnings	354,681		370,357
Accumulated other comprehensive loss	(14,831)		(13,432)
Total stockholders’ equity	1,188,597		1,188,954
Total liabilities and stockholders’ equity	$	2,283,755	$	2,226,878

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

Table of Contents

OMNICELL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


	Three Months Ended March 31,
	2024		2023

	(In thousands, except per share data)
Revenues:
Product revenues	$	133,295	$	185,715
Services and other revenues	112,856		104,914
Total revenues	246,151		290,629
Cost of revenues:
Cost of product revenues	92,441		109,527
Cost of services and other revenues	61,087		56,073
Total cost of revenues	153,528		165,600
Gross profit	92,623		125,029
Operating expenses:
Research and development	22,056		22,878
Selling, general, and administrative	92,414		125,114

Total operating expenses	114,470		147,992
Loss from operations	(21,847)		(22,963)
Interest and other income (expense), net	4,016		1,781
Loss before income taxes	(17,831)		(21,182)
Benefit from income taxes	(2,155)		(6,182)
Net loss	$	(15,676)	$	(15,000)
Net loss per share:
Basic	$	(0.34)	$	(0.33)

Diluted	$	(0.34)	$	(0.33)
Weighted-average shares outstanding:
Basic	45,732		44,887
Diluted	45,732		44,887

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

Table of Contents

OMNICELL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED)


	Three Months Ended March 31,
	2024		2023

	(In thousands)
Net loss	$	(15,676)	$	(15,000)
Other comprehensive income (loss):

Foreign currency translation adjustments	(1,399)		1,479
Other comprehensive income (loss)	(1,399)		1,479
Comprehensive loss	$	(17,075)	$	(13,521)

The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

Table of Contents

OMNICELL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)


	Common Stock			Treasury Stock			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Stockholders’ Equity
	Shares	Amount		Shares	Amount

	(In thousands)
Balances as of December 31, 2023	55,822	$	56	(10,283)	$	(290,319)	$	1,122,292	$	370,357	$	(13,432)	$	1,188,954
Net loss	—	—		—	—		—		(15,676)		—		(15,676)
Other comprehensive loss	—	—		—	—		—		—		(1,399)		(1,399)

Share-based compensation	—	—		—	—		9,381		—		—		9,381
Issuance of common stock under employee stock plans	385	—		—	—		8,042		—		—		8,042
Tax payments related to restricted stock units	—	—		—	—		(705)		—		—		(705)


Balances as of March 31, 2024	56,207	$	56	(10,283)	$	(290,319)	$	1,139,010	$	354,681	$	(14,831)

SEC Form 10-Q filed by Omnicell Inc.