NuVasive Reports Fourth Quarter and Full Year 2017 Financial Results

SAN DIEGO, Feb. 26, 2018 /PRNewswire/ -- NuVasive, Inc. (NASDAQ: NUVA), the leader in spine technology innovation, transforming spine surgery with minimally disruptive, procedurally-integrated solutions, announced today financial results for the quarter and full year ended Dec. 31, 2017.

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Fourth Quarter 2017 Highlights:

    --  Revenue remained flat at $271.7 million compared to prior year, with
        strong international growth of 34% on a constant currency basis;
    --  GAAP operating profit margin of 11.0%; Non-GAAP operating profit margin
        of 18.2%; and
    --  GAAP diluted earnings per share of $0.46; Non-GAAP diluted earnings per
        share increase of 5.7% to $0.56.

Full Year 2017 Highlights:

    --  Revenue increased to $1,029.5 million, or 7.0% on a reported and
        constant currency basis;
    --  GAAP operating profit margin of 11.0%; Non-GAAP operating profit margin
        up 50 basis points to 16.6%; and
    --  GAAP diluted earnings per share of $1.50; Non-GAAP diluted earnings per
        share increase of 15.1% to $1.91.

"2017 was a milestone year for NuVasive as we surpassed the $1 billion revenue mark driven by impressive international sales growth of more than 20 percent, and achieved record profitability of 18.2% non-GAAP operating margins in the fourth quarter," said Gregory T. Lucier, chairman and chief executive officer of NuVasive. "As we set the stage for 2018, we remain focused on accelerating our growth momentum by furthering our investment in R&D to bring innovative offerings to the market, developing our differentiated intraoperative neurophysiological monitoring services business with the completed acquisition of SafePassage and growing the number of surgeons worldwide who use NuVasive technologies to improve patients' quality of life."

A full reconciliation of non-GAAP to GAAP measures can be found in the tables of this news release.

Fourth Quarter 2017 Results
NuVasive reported fourth quarter 2017 total revenue of $271.7 million, indicating flat year-over-year growth on a reported and constant currency basis, compared to $271.1 million for the fourth quarter 2016.

For the fourth quarter 2017, GAAP and non-GAAP gross profit was $196.3 million and $196.7 million, respectively, and GAAP and non-GAAP gross margin was 72.2% and 72.4%, respectively. These results compared to gross profit of $204.2 million on a GAAP and non-GAAP basis, and GAAP and non-GAAP gross margin of 75.3% for the fourth quarter 2016. Total GAAP and non-GAAP operating expenses for the fourth quarter 2017 were $166.5 million and $147.2 million, respectively. These results compared to GAAP and non-GAAP operating expenses of $174.1 million and $155.4 million, respectively, for the fourth quarter 2016.

The Company reported a GAAP net income of $24.0 million, or $0.46 per share, for the fourth quarter 2017 compared to a GAAP net income of $6.4 million, or $0.11 per share, for the fourth quarter 2016. On a non-GAAP basis, the Company reported net income of $29.1 million, or $0.56 per share, for the fourth quarter 2017 compared to net income of $27.6 million, or $0.53 per share, for the fourth quarter 2016.

Full Year 2017 Results
NuVasive reported full year 2017 total revenue of $1,029.5 million, a 7.0% increase on both a reported and constant currency basis, compared to $962.1 million for the full year 2016.

Total GAAP and non-GAAP gross profit for the full year 2017 was $760.5 million and $761.1 million, respectively, and both GAAP and non-GAAP gross margin was 73.9%. These results compared to gross profit of $722.0 million and $736.7 million on a GAAP and non-GAAP basis, respectively, and a GAAP and non-GAAP gross margin of 75.0% and 76.6%, respectively, for the full year 2016. Total GAAP and non-GAAP operating expenses for the full year 2017 were $647.2 million and $590.3 million, respectively. These results compared to GAAP and non-GAAP operating expenses of $598.5 million and $581.6 million, respectively, for the full year 2016.

The Company reported a GAAP net income of $83.0 million, or $1.50 per share, for the full year 2017 compared to a GAAP net income of $37.1 million, or $0.69 per share, for the full year 2016. On a non-GAAP basis, the Company reported net income of $99.9 million, or $1.91 per share, for the full year 2017 compared to net income of $86.5 million, or $1.66 per share, for the full year 2016.

Cash and cash equivalents were approximately $72.8 million at December 31, 2017.

Annual Financial Guidance for 2018
The Company estimates revenue for full-year 2018 to be in range of $1,095 million to $1,105 million reflecting organic growth in the range of 4.4% to 5.4% and reported growth of 6.4% to 7.3% inclusive of the recent acquisition of SafePassage. Assuming current exchange rates remain similar for the rest of the year, the Company expects currency to have a positive impact in 2018 of approximately $5 million. The Company estimates full-year 2018 net income on a GAAP basis in a range of $1.56 to $1.59 per share and non-GAAP earnings per share in a range of $2.44 to $2.47. Additionally, the Company continues to expect to drive at least 100 basis points in non-GAAP operating margin expansion and adjusted EBITDA of approximately $295 million to $305 million. The above guidance assumes a full-year benefit of U.S. tax reform, suspension of the medical device tax and the recent acquisition of SafePassage.




                                                 2018 Guidance Range (1)
                                                 ----------------------

                    (in million's; except %'s and EPS)                                                                                  GAAP        Non-GAAP


                    Revenue                                                                                                                  $1,095          $1,105   $1,095     $1,105

                      % Growth - Reported (2)                                                                                                  6.4%           7.3%    6.4%      7.3%

                      % Growth - Constant Currency 2, 3                                                                                                               5.9%      6.9%

                    Operating margin                                                                                                          13.0%          13.0%   17.6%     17.6%

                    Earnings per share                                                                                                        $1.56           $1.59    $2.44      $2.47

                    EBITDA margin                                                                                                             23.4%          23.4%   26.9%     26.9%

                    Tax Rate                                                                                                                   ~19%          ~19%   ~24%     ~24%


                    (1) Guidance reflects the range provided February 26, 2018.


                     (2) 2017 as reported, does not include adoption of revenue recognition Accounting Standards Codification 606 (ASC
                                                                                                                        606).


                     (3) Constant currency is a measure that adjusts US GAAP revenue for the impact of currency over the same period in
                     the prior year.


    Supplementary Financial Information

    For additional financial detail, please visit the Investor Relations section of the Company's website at

    www.nuvasive.com to access Supplementary Financial Information.




                                                                  Reconciliation of Full Year EPS Guidance


                                                                                                                                                                                          2017 2018 Guidance Range 2, 3, 4
                                                                                                                                                                        Actuals 1, 2
                                                                                                                                                                        ------------

     GAAP net income per share                                                                                                                                                          $1.50                        $1.56    $1.59

     Impact of change to diluted share count                                                                                                                                             0.09                         0.01     0.01
                                                                                                                                                                                       ----

     GAAP net income per share, adjusted to diluted Non-GAAP share count                                                                                                                $1.59                        $1.57    $1.60

     Litigation liability5                                                                                                                                                               0.09                            -       -

     Business transition costs 6                                                                                                                                                         0.08                         0.04     0.04

     Non-cash interest expense on convertible notes                                                                                                                                      0.33                         0.32     0.32

     Non-cash purchase accounting adjustments on acquisitions 7                                                                                                                          0.01                         0.02     0.02

     Amortization of intangible assets 8                                                                                                                                                 0.89                         0.88     0.88

     Tax effect of adjustments 9                                                                                                                                                       (1.08)                      (0.39)  (0.39)

     Non-GAAP earnings per share                                                                                                                                                        $1.91                        $2.44    $2.47
                                                                                                                                                                                      =====


     GAAP Weighted shares outstanding - basic                                                                                                                                          50,874                       51,025   51,025
                                                                                                                                                                                     ======

     GAAP Weighted shares outstanding - diluted                                                                                                                                        55,196                       52,647   52,647
                                                                                                                                                                                     ======

     Non-GAAP Weighted shares outstanding - diluted 10                                                                                                                                 52,348                       52,185   52,185
                                                                                                                                                                                     ======


                                                                                        (1) 2017 as reported, does not include adoption of revenue recognition ASC 606.


     (2) Items may not foot due to rounding.


     (3) Guidance reflects the range provided February 26, 2018.


     4 Effective tax expense rate of ~19% applied to GAAP earnings and ~24% applied to Non-GAAP earnings.


     5 Represents the settlement of fees associated with the outcome of the Medtronic litigation matter.


      6 Costs related to acquisition, integration and business transition activities which include severance,
      relocation, consulting, leasehold exit costs, third party merger and acquisitions costs, contingent
      consideration fair value adjustments, and other costs directly associated with such activities.


      7 Represents costs associated with non-cash purchase accounting adjustments, such as acquired inventory fair
      market value adjustments, which are amortized over the period in which underlying products are sold.


     8 Excludes the amortization associated with non-controlling interest.


     9 The impact on results from taxes include tax effecting the adjustments above at the statutory rate, taking
      into account discrete items and including those discrete items in the annual effective tax rate calculation,
      as well as the one-time impact of the Tax Cuts and Jobs Act of 2017. The Company also includes those
      adjustments that would have benefited the tax rate in lieu of the above adjustments as part of the Company's
      tax filings. The impact of the changes to the tax rate results in an annual estimated rate of ~24% on a non-
      GAAP basis.


      10 Excludes the impact of dilutive convertible notes and warrants for which the Company is economically hedged
      through its anti-dilutive bond hedge arrangements.




                                                                                                                Reconciliation of Non-GAAP Operating Margin %


                                                                                                                                     (in thousands, except %)               2017                 2018
                                                                                                                                                              Actuals 1, 2        Guidance2, 3
                                                                                                                                                              ------------        ------------

                                                                                                                                   Non-GAAP Gross Margin %[A]               73.9%               74.0%

                                                                                                   Non-cash purchase accounting adjustments on acquisitions 4              (0.1%)              (0.1%)


                                                                                                                                        GAAP Gross Margin [B]               73.9%               73.9%


                                                                                                GAAP & Non-GAAP Sales, Marketing & Administrative Expense [C]               52.4%               51.1%


                                                                                                                  Non-GAAP Research & Development Expense [D]                4.9%                5.3%

                                                                                                                            In-process research & development                0.0%                0.0%


                                                                                                                      GAAP Research & Development Expense [E]                4.9%                5.3%


                                                                                                                                    Litigation liability [F]5                0.4%                0.0%

                                                                                                                      Amortization of intangible assets [G] 6                4.7%                4.3%

                                                                                                                              Business transition costs [H] 7                0.4%                0.2%


                                                                                                                      Non-GAAP Operating Margin % [A - C - D]               16.6%               17.6%



                                                                                                              GAAP Operating Margin % [B - C - E - F - G - H]               11.0%               13.0%



                                                                              (1) 2017 as reported, does not include adoption of revenue recognition ASC 606.


     (2) Items may not foot due to rounding.


     (3) Guidance reflects the range provided February 26, 2018.


      4 Represents costs associated with non-cash purchase accounting adjustments, such as acquired
      inventory fair market value adjustments, which are amortized over the period in which
      underlying products are sold.


      5 Represents the settlement of fees associated with the outcome of the Medtronic litigation
      matter.


     6 Excludes the amortization associated with non-controlling interest.


      7 Costs related to acquisition, integration and business transition activities which include
      severance, relocation, consulting, leasehold exit costs, third party merger and acquisitions
      costs, contingent consideration fair value adjustments, and other costs directly associated
      with such activities.




                                                                                                                  Reconciliation of EBITDA %


     (in thousands, except %)                                                                                                                               2017                2018
                                                                                                                                             Actuals 1, 2         Guidance2, 3
                                                                                                                                             ------------         ------------

     Net Income / (Loss)                                                                                                                                     8.1%               7.5%

     Interest (income) / expense, net                                                                                                                        3.7%               3.6%

     Provision for income taxes                                                                                                                            (0.7%)               1.7%

     Depreciation and amortization 4                                                                                                                        11.6%              10.6%
                                                                                                                                                          -----

     EBITDA Margin                                                                                                                                          22.7%              23.4%

     Non-cash stock based compensation                                                                                                                       2.2%               3.2%

     Business transition costs 5                                                                                                                             0.4%               0.2%

     Non-cash purchase accounting adjustments on acquisitions 6                                                                                              0.1%               0.1%

     Litigation liability 7                                                                                                                                  0.4%               0.0%

     Adjusted EBITDA Margin                                                                                                                                 25.8%              26.9%
                                                                                                                                                          =====


                                                               1 2017 as reported, does not include adoption of revenue recognition ASC 606.


     2 Items may not foot due to rounding.


     3 Guidance reflects the range provided February 26, 2018.


     4 Excludes the amortization associated with non-controlling interest.


      5 Costs related to acquisition, integration and business transition activities which
      include severance, relocation, consulting, leasehold exit costs, third party merger
      and acquisitions costs, contingent consideration fair value adjustments, and other
      costs directly associated with such activities.


      6 Represents costs associated with non-cash purchase accounting adjustments, such
      as acquired inventory fair market value adjustments, which are amortized over the
      period in which underlying products are sold.


      7 Represents the settlement of fees associated with the outcome of the Medtronic
      litigation matter.

Reconciliation of Non-GAAP Information
Management uses certain non-GAAP financial measures such as non-GAAP earnings per share, non-GAAP net income, non-GAAP operating expenses and non-GAAP operating profit margin, which exclude amortization of intangible assets, leasehold related charges, integration related expenses associated with acquired businesses, one-time restructuring and acquisition related items, CEO transition related costs, certain litigation charges and non-cash interest expense (excluding debt issuance cost) and or losses on convertible notes. Management also uses certain non-GAAP measures which are intended to exclude the impact of foreign exchange currency fluctuations. The measure constant currency is the use of an exchange rate that eliminates fluctuations when calculating financial performance numbers.

The Company also uses measures such as free cash flow, which represents cash flow from operations less cash used in the acquisition and disposition of capital. Additionally, the Company uses an adjusted EBITDA measure which represents earnings before interest, taxes, depreciation and amortization and excludes the impact of stock-based compensation, leasehold related charges, integration related expenses associated with acquired businesses, CEO transition related costs, certain litigation liabilities, acquisition related items and other significant one-time items. Management calculates the non-GAAP financial measures provided in this earnings release excluding these costs and uses these non-GAAP financial measures to enable it to further and more consistently analyze the period-to-period financial performance of its core business operations. Management believes that providing investors with these non-GAAP measures gives them additional information to enable them to assess, in the same way management assesses, the Company's current and future continuing operations. These non-GAAP measures are not in accordance with, or an alternative for, GAAP, and may be different from non-GAAP measures used by other companies. Set forth below are reconciliations of the non-GAAP financial measures to the comparable GAAP financial measure.




                                                  Reconciliation of Fourth Quarter 2017 Results

                                             GAAP Net Income per Share to Non-GAAP Earnings per Share


     (in thousands, except per share data)                                                                    Adjustments          Diluted Earnings Per
                                                                                                                                           Share
                                                                                                                                           -----

     GAAP net income                                                                                                       $23,960                        $0.46


     Business transition costs (1)                                                                                           2,518

     Non-cash purchase accounting adjustments on acquisitions (2)                                                              404

     Litigation liability (3)                                                                                                3,750

     Non-cash interest expense on convertible notes                                                                          4,046

     Amortization of intangible assets4                                                                                     12,677

     Tax effect of adjustments 5                                                                                          (18,273)


     Adjustments to GAAP net income                                                                                          5,122

     Non-GAAP earnings                                                                                                     $29,082                        $0.56




     GAAP weighted shares outstanding - diluted                                                                                                         51,857


     Non-GAAP weighted shares outstanding - diluted 6                                                                                                   51,857



      1 Costs related to acquisition, integration and business transition activities which include severance,
      relocation, consulting, leasehold exit costs, third party merger and acquisitions costs, contingent
      consideration fair value adjustments, and other costs directly associated with such activities.


      (2) Represents costs associated with non-cash purchase accounting adjustments, such as acquired
      inventory fair market value adjustments, which are amortized over the period in which underlying
      products are sold.


     (3) Represents the settlement of fees associated with the outcome of the Medtronic litigation matter.


     4 Excludes the amortization associated with non-controlling interest.


     5 The impact on results from taxes include tax effecting the adjustments above at the statutory rate,
      taking into account discrete items and including those discrete items in the annual effective tax rate
      calculation, as well as the one-time impact of the Tax Cuts and Jobs Act of 2017. The Company also
      includes those adjustments that would have benefited the tax rate in lieu of the above adjustments as
      part of the Company's tax filings. The impact of the changes to the tax rate results in an annual
      estimated rate of ~34% on a non-GAAP basis.


      6 Excludes the impact of dilutive convertible notes and warrants for which the Company is economically
      hedged through its anti-dilutive bond hedge arrangements.




                                                   Reconciliation of Year To Date 2017 Results

                                             GAAP Net Income per Share to Non-GAAP Earnings per Share


     (in thousands, except per share data)                                                                      Adjustments          Diluted Earnings Per
                                                                                                                                             Share
                                                                                                                                             -----

     GAAP net income                                                                                                         $83,006                        $1.50


     Business transition costs (1)                                                                                             4,287

     Non-cash purchase accounting adjustments on acquisitions (2)                                                                540

     Litigation liability (3)                                                                                                  4,500

     Non-cash interest expense on convertible notes                                                                           17,290

     Amortization of intangible assets 4                                                                                      46,750

     Tax effect of adjustments 5                                                                                            (56,470)


     Adjustments to GAAP net income                                                                                           16,897

     Non-GAAP earnings                                                                                                       $99,903                        $1.91




     GAAP weighted shares outstanding - diluted                                                                                                           55,193


     Non-GAAP weighted shares outstanding - diluted 6                                                                                                     52,345



      (1) Costs related to acquisition, integration and business transition activities which include severance,
      relocation, consulting, leasehold exit costs, third party merger and acquisitions costs, contingent
      consideration fair value adjustments, and other costs directly associated with such activities.


      (2) Represents costs associated with non-cash purchase accounting adjustments, such as acquired
      inventory fair market value adjustments, which are amortized over the period in which underlying
      products are sold.


     (3) Represents the settlement of fees associated with the outcome of the Medtronic litigation matter.


     4 Excludes the amortization associated with non-controlling interest.


     5 The impact on results from taxes include tax effecting the adjustments above at the statutory rate,
      taking into account discrete items and including those discrete items in the annual effective tax rate
      calculation, as well as the one-time impact of the Tax Cuts and Jobs Act of 2017. The Company also
      includes those adjustments that would have benefited the tax rate in lieu of the above adjustments as
      part of the Company's tax filings. The impact of the changes to the tax rate results in an annual
      estimated rate of ~34% on a non-GAAP basis.


      6 Excludes the impact of dilutive convertible notes and warrants for which the Company is economically
      hedged through its anti-dilutive bond hedge arrangements.




                                         Reconciliation of Fourth Quarter and Twelve Months 2017 Results

                                                        GAAP Net Income to Adjusted EBITDA


                                                                                                                                      Three months ended           Twelve months ended

     (in thousands, except per share data)                                                                                            December 31, 2017            December 31, 2017
                                                                                                                                    -----------------

     GAAP net income                                                                                                                                       $23,960                      $83,006

     Interest (income) / expense, net                                                                                                                        9,156                       37,581

     Provision for income taxes                                                                                                                            (4,067)                     (7,038)

     Depreciation and amortization (1)                                                                                                                      32,055                      119,927

     EBITDA                                                                                                                                                $61,104                     $233,476
                                                                                                                                                          ======

     Business transition costs(2)                                                                                                                            2,518                        4,287

     Non-cash purchase accounting adjustments on acquisitions (3)                                                                                              404                          540

     Litigation liability 4                                                                                                                                  3,750                        4,500

     Non-cash stock based compensation                                                                                                                       7,407                       22,391

     Adjusted EBITDA                                                                                                                                       $75,183                     $265,194
                                                                                                                                                         =======

     As a percentage of revenue                                                                                                                              27.7%                       25.8%


     (1) Excludes the amortization associated with non-controlling interest.


      (2) Costs related to acquisition, integration and business transition activities which include severance, relocation,
      consulting, leasehold exit costs, third party merger and acquisitions costs, contingent consideration fair value adjustments,
      and other costs directly associated with such activities.


      (3) Represents costs associated with non-cash purchase accounting adjustments, such as acquired inventory fair market value
      adjustments, which are amortized over the period in which underlying products are sold.


     4 Represents the settlement of fees associated with the outcome of the Medtronic litigation matter.

Investor Conference Call
The Company will hold a conference call today at 4:30 p.m. ET / 1:30 p.m. PT to discuss the results of its fourth quarter and full year 2017 financial performance. The dial-in numbers are 1-877-407-9039 for domestic callers and 1-201-689-8470 for international callers. A live webcast of the conference call will be available online from the Investor Relations page of the Company's website at www.nuvasive.com.

After the live webcast, the call will remain available on NuVasive's website through March 26, 2018. In addition, a telephone replay of the call will be available until March 5, 2018. The replay dial-in numbers are 1-844-512-2921 for domestic callers and 1-412-317-6671 for international callers. Please use pin number: 13675438.

About NuVasive
NuVasive, Inc. (NASDAQ: NUVA) is the leader in spine technology innovation, focused on transforming spine surgery and beyond with minimally disruptive, procedurally-integrated solutions designed to deliver reproducible and clinically-proven surgical outcomes. The Company's portfolio includes access instruments, implantable hardware, biologics, software systems for surgical planning, navigation and imaging solutions, magnetically adjustable implant systems for spine and orthopedics, and intraoperative monitoring service offerings. With approximately $1,030 million in revenues (2017), NuVasive has an approximate 2,400 person workforce in more than 50 countries serving surgeons, hospitals and patients. For more information, please visit www.nuvasive.com.

Forward-Looking Statements
NuVasive cautions you that statements included in this news release or made on the investor conference call referenced herein that are not a description of historical facts are forward-looking statements that involve risks, uncertainties, assumptions and other factors which, if they do not materialize or prove correct, could cause NuVasive's results to differ materially from historical results or those expressed or implied by such forward-looking statements. In addition, this news release contains selected financial results from the fourth quarter and full year 2017, as well as projections for 2018 financial guidance and longer-term financial performance goals. The Company's results for the fourth quarter and full year 2017 are prior to the completion of review and audit procedures by the Company's external auditors and are subject to adjustment. In addition, the Company's projections for 2018 financial guidance and longer-term financial performance goals represent initial estimates, and are subject to the risk of being inaccurate because of the preliminary nature of the forecasts, the risk of further adjustment, or unanticipated difficulty in selling products or generating expected profitability. The potential risks and uncertainties which contribute to the uncertain nature of these statements include, among others, risks associated with acceptance of the Company's surgical products and procedures by spine surgeons, spine surgeons, development and acceptance of new products or product enhancements, clinical and statistical verification of the benefits achieved via the use of NuVasive's products (including the iGA(TM) platform), the Company's ability to effectually manage inventory as it continues to release new products, its ability to recruit and retain management and key personnel, and the other risks and uncertainties more fully described in the Company's news releases and periodic filings with the Securities and Exchange Commission. NuVasive's public filings with the Securities and Exchange Commission are available at www.sec.gov. NuVasive assumes no obligation to update any forward-looking statement to reflect events or circumstances arising after the date on which it was made.


                                                                                       NuVasive, Inc.

                                                                           Consolidated Statements of Operations

                                                                           (in thousands, except per share data)



                                                                                                                 Three Months Ended December 31,                 Year Ended December 31,
                                                                                                                 -------------------------------                 -----------------------

                                                                                                                              2017                          2016                 2017           2016
                                                                                                                              ----                          ----                 ----           ----

                                                                                                                    (Unaudited)                  (Unaudited)

    Revenue                                                                                                               $271,652                      $271,109           $1,029,520       $962,072

    Cost of goods sold (excluding below amortization of intangible assets)                                                  75,391                        66,926              269,008        240,093
                                                                                                                            ------                        ------              -------        -------

    Gross profit                                                                                                           196,261                       204,183              760,512        721,979

    Operating expenses:

       Sales, marketing and administrative                                                                                 134,502                       142,413              539,913        533,624

       Research and development                                                                                             12,719                        12,983               50,425         47,999

       Amortization of intangible assets                                                                                    12,999                        12,089               48,039         42,001

       Litigation liability loss (gain)                                                                                      3,750                             -               4,500       (43,310)

       Business transition costs                                                                                             2,518                         6,624                4,287         18,138
                                                                                                                             -----                         -----                -----         ------

    Total operating expenses                                                                                               166,488                       174,109              647,164        598,452

    Interest and other expense, net:

       Interest income                                                                                                          85                           167                  440          1,091

       Interest expense                                                                                                    (9,241)                     (10,532)            (38,021)      (40,520)

    Loss on repurchases of convertible notes                                                                                     -                      (1,641)                   -      (19,085)

       Other (expense) income, net                                                                                         (1,160)                        (203)             (1,542)         (305)
                                                                                                                            ------                          ----               ------           ----

    Total interest and other expense, net                                                                                 (10,316)                     (12,209)            (39,123)      (58,819)
                                                                                                                           -------                       -------              -------        -------

    Income before income taxes                                                                                              19,457                        17,865               74,225         64,708

    Income tax benefit (expense)                                                                                             4,067                      (11,899)               7,038       (29,282)
                                                                                                                             -----                       -------                -----        -------

    Consolidated net income                                                                                                $23,524                        $5,966              $81,263        $35,426
                                                                                                                           =======                        ======              =======        =======

    Add back net loss attributable to non-controlling interests                                                             $(436)                       $(410)            $(1,743)      $(1,721)
                                                                                                                             =====                         =====              =======        =======

    Net income attributable to NuVasive, Inc.                                                                              $23,960                        $6,376              $83,006        $37,147
                                                                                                                           =======                        ======              =======        =======

    Net income per share attributable to NuVasive, Inc.:

       Basic                                                                                                                 $0.47                         $0.13                $1.63          $0.74
                                                                                                                             =====                         =====                =====          =====

       Diluted                                                                                                               $0.46                         $0.11                $1.50          $0.69
                                                                                                                             =====                         =====                =====          =====

    Weighted average shares outstanding:

       Basic                                                                                                                51,094                        50,394               50,874         50,077
                                                                                                                            ======                        ======               ======         ======

       Diluted                                                                                                              51,857                        55,913               55,193         54,102
                                                                                                                            ======                        ======               ======         ======


                                                                                                              NuVasive, Inc.

                                                                                                       Consolidated Balance Sheets

                                                                                           (in thousands, except par values and share amounts)


                                                                                                                                                   December 31,
                                                                                                                                                   ------------

                                                                                                                                                     2017             2016
                                                                                                                                                     ----             ----

                                                                                                ASSETS

    Current assets:

    Cash and cash equivalents                                                                                                                     $72,803         $153,643

    Restricted cash and investments                                                                                                                 3,901                -

    Accounts receivable, net of allowances of $13,669 and $8,912, respectively                                                                    199,040          171,595

    Inventory, net                                                                                                                                247,245          208,249

    Prepaid income taxes                                                                                                                           17,209           31,926

    Prepaid expenses and other current assets                                                                                                      18,792           10,030
                                                                                                                                                   ------           ------

    Total current assets                                                                                                                          558,990          575,443

    Property and equipment, net                                                                                                                   215,326          181,524

    Intangible assets, net                                                                                                                        280,774          291,143

    Goodwill                                                                                                                                      536,926          485,685

    Deferred tax assets                                                                                                                             6,440            5,810

    Restricted cash and investments                                                                                                                 1,494            7,405

    Other assets                                                                                                                                   39,117           23,794
                                                                                                                                                   ------           ------

    Total assets                                                                                                                               $1,639,067       $1,570,804
                                                                                                                                               ==========       ==========

                                                                                        LIABILITIES AND EQUITY

    Current liabilities:

    Accounts payable and accrued liabilities                                                                                                      $75,076          $77,585

    Contingent consideration liabilities                                                                                                           18,952           49,742

    Accrued payroll and related expenses                                                                                                           55,582           51,000

    Litigation liability                                                                                                                            8,150                -

    Income tax liabilities                                                                                                                          2,908            2,469

    Short-term senior convertible notes                                                                                                                 -          61,701
                                                                                                                                                      ---          ------

    Total current liabilities                                                                                                                     160,668          242,497

    Long-term senior convertible notes                                                                                                            582,920          564,412

    Deferred and income tax liabilities, non-current                                                                                               18,786           18,607

    Other long-term liabilities                                                                                                                    77,539           44,764

    Commitments and contingencies

    Stockholders' equity:

    Preferred stock, $0.001 par value; 5,000,000 shares authorized, none outstanding                                                                    -               -

    Common stock, $0.001 par value; 120,000,000 shares authorized at December 31, 2017                                                                 60               55
    and December 31, 2016, 56,164,060 and 55,184,660 issued and outstanding at
    December 31, 2017 and December 31, 2016, respectively

    Additional paid-in capital                                                                                                                  1,363,549        1,010,238

    Accumulated other comprehensive loss                                                                                                          (6,933)        (10,631)

    Retained earnings (accumulated deficit)                                                                                                         4,500         (66,859)

    Treasury stock at cost; 5,001,886 shares and 4,758,828  shares at December 31, 2017                                                         (565,867)       (237,867)
    and December 31, 2016, respectively


    Total NuVasive, Inc. stockholders' equity                                                                                                     795,309          694,936

    Non-controlling interests                                                                                                                       3,845            5,588

    Total equity                                                                                                                                  799,154          700,524
                                                                                                                                                  =======          =======

    Total liabilities and equity                                                                                                               $1,639,067       $1,570,804
                                                                                                                                               ==========       ==========


                                                                                                 NuVasive, Inc.

                                                                                      Consolidated Statements of Cash Flows

                                                                                                 (in thousands)


                                                                                                                            Year Ended December 31,
                                                                                                                            -----------------------

                                                                                                                                     2017                 2016
                                                                                                                                     ----                 ----

    Operating activities:

    Consolidated net income                                                                                                       $81,263              $35,426

    Adjustments to reconcile net income to net cash provided by operating activities:

    Depreciation and amortization                                                                                                 121,176              102,713

    Deferred income tax (benefit) expense                                                                                        (12,384)              26,265

    Loss on repurchases of convertible notes                                                                                            -              19,085

    Amortization of non-cash interest                                                                                              20,538               22,721

    Stock-based compensation                                                                                                       22,391               26,924

    Reserves on current assets                                                                                                      5,718               11,408

    Other non-cash adjustments                                                                                                     16,561               16,928

    Changes in operating assets and liabilities, net of effects from acquisitions:

    Accounts receivable                                                                                                          (29,389)            (33,250)

    Inventory                                                                                                                    (35,300)            (22,636)

    Prepaid expenses and other current assets                                                                                    (10,671)             (5,665)

    Contingent consideration liabilities                                                                                         (11,200)                   -

    Accounts payable and accrued liabilities                                                                                      (5,580)              11,854

    Accrued royalties                                                                                                                 163                  471

    Accrued payroll and related expenses                                                                                            4,088                8,849

    Litigation liability                                                                                                            8,150             (88,450)

    Income taxes                                                                                                                    3,455               23,652
                                                                                                                                    -----               ------

    Net cash provided by operating activities                                                                                     178,979              156,295

    Investing activities:

    Acquisition of Ellipse Technologies, net of cash acquired                                                                           -           (380,080)

    Other acquisitions and investments                                                                                           (62,370)           (108,591)

    Purchases of intangible assets                                                                                                (2,270)             (5,918)

    Purchases of property and equipment                                                                                         (110,221)            (88,372)

    Purchases of marketable securities                                                                                                  -           (128,956)

    Proceeds from sales of marketable securities                                                                                        -             407,032
                                                                                                                                      ---             -------

    Net cash used in investing activities                                                                                       (174,861)           (304,885)

    Financing activities:

    Proceeds from the issuance of common stock                                                                                      9,991                9,492

    Payment of contingent consideration                                                                                          (19,400)               (422)

    Purchase of treasury stock                                                                                                   (11,860)            (24,734)

    Proceeds from issuance of convertible debt, net of issuance costs                                                                   -             634,140

    Proceeds from sale of warrants                                                                                                      -              44,850

    Purchase of convertible note hedge                                                                                                  -           (111,150)

    Repurchases of convertible notes                                                                                             (63,317)           (439,519)

    Proceeds from revolving line of credit                                                                                         60,000               50,000

    Repayments on revolving line of credit                                                                                       (60,000)            (50,000)

    Other financing activities                                                                                                    (2,442)             (1,834)
                                                                                                                                   ------               ------

    Net cash (used in) provided by financing activities                                                                          (87,028)             110,823

    Effect of exchange rate changes on cash                                                                                         2,070                (929)
                                                                                                                                    -----                 ----

    (Decrease) in cash and cash equivalents                                                                                      (80,840)            (38,696)

    Cash and cash equivalents at beginning of year                                                                                153,643              192,339
                                                                                                                                  -------              -------

    Cash and cash equivalents at end of year                                                                                      $72,803             $153,643
                                                                                                                                  =======             ========

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SOURCE NuVasive, Inc.