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OSI Systems(OSIS) - 2025 Q2 - Quarterly Report

Revenue and Profit Growth - Total net revenues increased to 763.8millionforthesixmonthsendedDecember31,2024,upfrom763.8 million for the six months ended December 31, 2024, up from 652.4 million in the same period in 2023[11] - Net income rose to 55.8millionforthesixmonthsendedDecember31,2024,comparedto55.8 million for the six months ended December 31, 2024, compared to 49.4 million in the same period in 2023[11] - Earnings per share (diluted) increased to 3.27forthesixmonthsendedDecember31,2024,upfrom3.27 for the six months ended December 31, 2024, up from 2.87 in the same period in 2023[11] - Net income for the six months ended December 31, 2024 increased to 55.8millionfrom55.8 million from 49.4 million in the same period in 2023[18] - Basic earnings per share for the six months ended December 31, 2024 increased to 3.33from3.33 from 2.92 in the same period in 2023[22] - Diluted earnings per share for the six months ended December 31, 2024 increased to 3.27from3.27 from 2.87 in the same period in 2023[22] - Total consolidated revenues for the six months ended December 31, 2024, were 763.827million,upfrom763.827 million, up from 652.445 million in the same period of 2023, a 17% increase[89] - Total net revenues for Q2 fiscal 2025 increased by 46.7million(12.546.7 million (12.5%) compared to Q2 fiscal 2024, reaching 419.9 million[112] - Total net revenues for YTD Q2 fiscal 2025 increased by 111.5million(17.1111.5 million (17.1%) compared to YTD Q2 fiscal 2024, reaching 763.9 million[122] Cash and Liquidity - Cash and cash equivalents decreased to 95.4millionasofJune30,2024,downfrom95.4 million as of June 30, 2024, down from 101.6 million as of December 31, 2024[10] - Cash and cash equivalents totaled 101.6millionatDecember31,2024,withapproximately77101.6 million at December 31, 2024, with approximately 77% held by foreign subsidiaries[24] - Cash and cash equivalents totaled 101.6 million at December 31, 2024, an increase of 6.2million(76.2 million (7%) from June 30, 2024[132] - Cash provided by operating activities for YTD Q2 fiscal 2025 was 15.4 million, compared to cash used in operations of 6.4millionintheprioryearperiod[135]NetcashusedininvestingactivitiesforYTDQ2fiscal2025was6.4 million in the prior-year period[135] - Net cash used in investing activities for YTD Q2 fiscal 2025 was 97.6 million, including 75.5millionforabusinessacquisitioninSeptember2024[136]NetcashprovidedbyfinancingactivitiesforYTDQ2fiscal2025was75.5 million for a business acquisition in September 2024[136] - Net cash provided by financing activities for YTD Q2 fiscal 2025 was 89.2 million, driven by 340.5millionnetproceedsfromthe2029Notes[137]Cashandcashequivalentstotaled340.5 million net proceeds from the 2029 Notes[137] - Cash and cash equivalents totaled 101.6 million at December 31, 2024, with 77% held by foreign subsidiaries[139] Balance Sheet Changes - Accounts receivable, net decreased to 648.2millionasofJune30,2024,downfrom648.2 million as of June 30, 2024, down from 703.9 million as of December 31, 2024[10] - Inventories decreased to 397.9millionasofJune30,2024,downfrom397.9 million as of June 30, 2024, down from 441.8 million as of December 31, 2024[10] - Total current liabilities increased to 814.6millionasofJune30,2024,upfrom814.6 million as of June 30, 2024, up from 703.7 million as of December 31, 2024[10] - Long-term debt, net decreased to 129.4millionasofJune30,2024,downfrom129.4 million as of June 30, 2024, down from 466.6 million as of December 31, 2024[10] - Accounts receivable, net increased from 648,155thousandasofJune30,2024,to648,155 thousand as of June 30, 2024, to 703,933 thousand as of December 31, 2024[41] - Intangible assets increased from 139,529thousandasofJune30,2024,to139,529 thousand as of June 30, 2024, to 181,954 thousand as of December 31, 2024[43] - Contract assets decreased by 59.8millionduetoa59.8 million due to a 85.2 million decrease in unbilled revenue, partially offset by a 25.4millionincreasefromabusinessacquisition[50]RemainingperformanceobligationsasofDecember31,2024,wereapproximately25.4 million increase from a business acquisition[50] - Remaining performance obligations as of December 31, 2024, were approximately 776.1 million, with 61% expected to be recognized within the next 12 months[51] - Operating lease liabilities totaled 29.9millionasofDecember31,2024,withaweightedaverageremainingleasetermof3.6yearsandaweightedaveragediscountrateof4.629.9 million as of December 31, 2024, with a weighted average remaining lease term of 3.6 years and a weighted average discount rate of 4.6%[54] Expenses and Costs - Research and development expenses increased to 36.0 million for the six months ended December 31, 2024, up from 32.3millioninthesameperiodin2023[11]Comprehensiveincomedecreasedto32.3 million in the same period in 2023[11] - Comprehensive income decreased to 46.3 million for the six months ended December 31, 2024, down from 49.7millioninthesameperiodin2023[13]RestructuringandotherchargesforthesixmonthsendedDecember31,2024,totaled49.7 million in the same period in 2023[13] - Restructuring and other charges for the six months ended December 31, 2024, totaled 1.4 million, including 0.6millionforacquisitionrelatedcostsand0.6 million for acquisition-related costs and 0.6 million for employee terminations[56] - Research and development expenses increased by 2.0million(12.32.0 million (12.3%) in Q2 fiscal 2025, primarily due to new product development initiatives in the Security division[117] - Selling, general and administrative expenses increased by 11.5 million (8.8%) in YTD Q2 fiscal 2025, primarily due to increased employee compensation[126] - Gross profit increased by 5.8millioninQ2fiscal2025,butgrossmargindecreasedto35.05.8 million in Q2 fiscal 2025, but gross margin decreased to 35.0% from 37.9% in Q2 fiscal 2024[114] - Gross profit for YTD Q2 fiscal 2025 increased by 28.7 million, but gross margin decreased to 35.2% from 36.8% in YTD Q2 fiscal 2024[125] Debt and Financing - Long-term debt, net decreased to 129.4millionasofJune30,2024,downfrom129.4 million as of June 30, 2024, down from 466.6 million as of December 31, 2024[10] - The company had 236millionofborrowingsoutstandingundertherevolvingcreditfacility,236 million of borrowings outstanding under the revolving credit facility, 78.6 million under the letters of credit sub-facility, and 131.9millionunderthetermloanasofDecember31,2024[59]InJuly2024,thecompanyissued131.9 million under the term loan as of December 31, 2024[59] - In July 2024, the company issued 350.0 million principal amount of 2.25% convertible senior notes due in 2029, with net proceeds of 340.4million[60]The2029Noteshaveaprincipalamountof340.4 million[60] - The 2029 Notes have a principal amount of 350,000, with a net carrying amount of 341,245andafairvalueof341,245 and a fair value of 380,069 as of December 31, 2024[65] - Total interest expense for the 2029 Notes was 2.4millionforthethreemonthsendedDecember31,2024,consistingof2.4 million for the three months ended December 31, 2024, consisting of 2.0 million in contractual interest and 0.4millioninamortizationofdebtdiscountandissuancecosts[66]LongtermdebtasofDecember31,2024,totaled0.4 million in amortization of debt discount and issuance costs[66] - Long-term debt as of December 31, 2024, totaled 474.8 million, with 341.3millionattributabletothe2029Notes[68]Creditfacilityincludesa341.3 million attributable to the 2029 Notes[68] - Credit facility includes a 600 million revolving credit facility with 300millionsubfacilityforlettersofcredit,with300 million sub-facility for letters of credit, with 131.9 million outstanding under the term loan and 236.0millionundertherevolvingcreditfacilityasofDecember31,2024[134]AcquisitionsandInvestmentsThecompanyacquiredaproviderofcriticalmilitary,space,andsurveillancesolutionsforapproximately236.0 million under the revolving credit facility as of December 31, 2024[134] Acquisitions and Investments - The company acquired a provider of critical military, space, and surveillance solutions for approximately 76.0 million, plus up to 24.0millioninpotentialcontingentconsiderationinSeptember2024[38]Thepreliminaryacquisitiondatefairvalueoftotalassetsacquiredwas24.0 million in potential contingent consideration in September 2024[38] - The preliminary acquisition date fair value of total assets acquired was 114.0 million, including goodwill of 31.7millionandotherintangibleassetsof31.7 million and other intangible assets of 43.9 million[38] - Revenue from the acquired business was 21.7millionfromtheacquisitiondatethroughDecember31,2024[38]Thecompanyacquiredacontractmanufacturerforapproximately21.7 million from the acquisition date through December 31, 2024[38] - The company acquired a contract manufacturer for approximately 6.3 million in cash in December 2023[39] - The company acquired a provider of radiation detection technology for approximately 2.8millionincash,plusupto2.8 million in cash, plus up to 3.6 million in potential contingent consideration in October 2023[40] - Capital expenditures for YTD Q2 fiscal 2025 were 13.2million,upfrom13.2 million, up from 8.7 million in the prior-year period[136] - Expenditures for intangible and other assets for YTD Q2 fiscal 2025 were 9.1million,comparedto9.1 million, compared to 8.4 million in the prior-year period[136] Stock and Equity - The company repurchased 531,314 shares of common stock for approximately 80millionduringthesixmonthsendedDecember31,2024,with1,190,556sharesremainingavailableforrepurchase[74]StockbasedcompensationexpenseforthesixmonthsendedDecember31,2024,was80 million during the six months ended December 31, 2024, with 1,190,556 shares remaining available for repurchase[74] - Stock-based compensation expense for the six months ended December 31, 2024, was 14.9 million, with 20.6millioninunrecognizedcompensationcostrelatedtorestrictedstockunits(RSUs)[70]Thecompanygranted80,682performancebasedRSUsduringthesixmonthsendedDecember31,2024,withpotentialpayoutsrangingfromzeroto37620.6 million in unrecognized compensation cost related to restricted stock units (RSUs)[70] - The company granted 80,682 performance-based RSUs during the six months ended December 31, 2024, with potential payouts ranging from zero to 376% of the original award[72] - Repurchase of common stock during YTD Q2 fiscal 2025 totaled 80.4 million[137] - Taxes paid related to net share settlement of equity awards were 22.6millionduringYTDQ2fiscal2025[137]Nosharesofcommonstockwererepurchasedduringthesecondquarteroffiscalyear2025[140]ContingentLiabilitiesandWarrantyThecompanyscontingentconsiderationliabilitieswere22.6 million during YTD Q2 fiscal 2025[137] - No shares of common stock were repurchased during the second quarter of fiscal year 2025[140] Contingent Liabilities and Warranty - The company's contingent consideration liabilities were 23.6 million as of December 31, 2024[27] - The company has a contingent consideration liability of 23.6millionasofDecember31,2024,relatedtoacquisitionrelatedearnoutobligations[77]Warrantyprovisionsincreasedto23.6 million as of December 31, 2024, related to acquisition-related earnout obligations[77] - Warranty provisions increased to 11.4 million as of December 31, 2024, up from 10.5millionattheendof2023[82]Thecompanyhasaremainingmaximumpotentialpaymentof10.5 million at the end of 2023[82] - The company has a remaining maximum potential payment of 56.5 million for capped contingent consideration obligations related to acquisitions as of December 31, 2024[76] Division Performance - Security division revenues increased to 289.987millioninQ42024,upfrom289.987 million in Q4 2024, up from 249.975 million in Q4 2023, representing a 16% growth[89] - Optoelectronics and Manufacturing division revenues grew slightly to 100.743millioninQ42024,comparedto100.743 million in Q4 2024, compared to 98.097 million in Q4 2023[89] - Healthcare division revenues rose to 44.854millioninQ42024,upfrom44.854 million in Q4 2024, up from 41.850 million in Q4 2023, a 7.2% increase[89] - Security division accounted for 67% of total consolidated revenues for the six months ended December 31, 2024, up from 64% in the same period of 2023[100] - Optoelectronics and Manufacturing division accounted for 22% of total consolidated revenues for the six months ended December 31, 2024, down from 24% in the same period of 2023[101] - Healthcare division accounted for 11% of total consolidated revenues for the six months ended December 31, 2024, down from 12% in the same period of 2023[102] - Security division revenues increased by 40.0million(16.040.0 million (16.0%) in Q2 fiscal 2025, driven by growth in checkpoint screening systems and trace detection systems[112] Tax and Currency Impact - The effective tax rate for the six months ended December 31, 2024, was 22.9%, up from 21.0% in the same period of 2023[87] - Currency exchange rates negatively impacted reported sales by approximately 0.8% for the six months ended December 31, 2024, due to the strengthening of the U.S. dollar[110] Customer Concentration - One customer in the Security division accounted for 12% of consolidated net revenues for the six months ended December 31, 2024[91] - Two customers in the Security division accounted for 37% and 13% of accounts receivable, net as of December 31, 2024[91] Derivatives and Hedging - The company held foreign currency forward contracts with notional amounts totaling 79.4 million as of December 31, 2024[29] - The fair value of the company's interest rate swap contract was 2.7millionasofDecember31,2024[27]ThecompanysinterestrateswapagreementmaturesinDecember2026andisconsideredaneffectivecashflowhedge[30]Thenotionalamountofderivativeinstrumentsdesignatedasaninterestrateswaphedgewas2.7 million as of December 31, 2024[27] - The company's interest rate swap agreement matures in December 2026 and is considered an effective cash flow hedge[30] - The notional amount of derivative instruments designated as an interest rate swap hedge was 175 million as of June 30, 2024, and December 31, 2024[31] - The fair value of the interest rate swap contract was recorded in Other assets within the consolidated balance sheet as of June 30, 2024, and December 31, 2024[31] - The effect of cash flow hedges on other comprehensive income (loss) and earnings for the six months ended December 31, 2024, was a loss of 15,978thousand[31]CreditFacilitiesandLettersofCreditThecompanyhas15,978 thousand[31] Credit Facilities and Letters of Credit - The company has 68.0 million outstanding under letter-of-credit facilities, with 22.8millionavailableunderthesecreditfacilitiesasofDecember31,2024[67]Creditfacilityincludesa22.8 million available under these credit facilities as of December 31, 2024[67] - Credit facility includes a 600 million revolving credit facility with 300millionsubfacilityforlettersofcredit,with300 million sub-facility for letters of credit, with 131.9 million outstanding under the term loan and $236.0 million under the revolving credit facility as of December 31, 2024[134]