-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KYy5T7wJ1kuvHCugi8aDO6nU+F3WDPzqGH+Ur1ZAPIvVDPGV18Bw7/1387SsBccs 47BdL4HR35D4fojpN2fw3A== 0001170918-07-000384.txt : 20070511 0001170918-07-000384.hdr.sgml : 20070511 20070511144431 ACCESSION NUMBER: 0001170918-07-000384 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070509 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070511 DATE AS OF CHANGE: 20070511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IRIS INTERNATIONAL INC CENTRAL INDEX KEY: 0000319240 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 942579751 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11181 FILM NUMBER: 07841733 BUSINESS ADDRESS: STREET 1: 9162 ETON AVE CITY: CHATSWORTH STATE: CA ZIP: 91311 BUSINESS PHONE: 8187091244 MAIL ADDRESS: STREET 1: 9162 ETON AVENUE CITY: CHATSWORTH STATE: CA ZIP: 91311 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL REMOTE IMAGING SYSTEMS INC /DE/ DATE OF NAME CHANGE: 19920703 8-K 1 fm8k-050907.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 9, 2007 IRIS INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-11181 94-2579751 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 9172 ETON AVENUE CHATSWORTH, CA 91311 (Address of Principal Executive Offices/Zip Code) (818) 709-1244 (Registrant's telephone number, including area code) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (SEE General Instruction A.2. below): [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange ct (17 CFR 240.14d-2(B)) [_] Pre-commencement communications pursuant to Rule 13e-4(c)) under the Exchange Act (17 CFR 240.13e-4c)) ITEM 2.02 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 9, 2007, IRIS International, Inc. issued a press release announcing its financial results for the three months ended March 31, 2007. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. We hosted a conference call on May 9, 2007, at 4:30 p.m. Eastern time to review our financial results for the first quarter ended March 31, 2007. A replay of the call may be accessed on our web site at www.proiris.com or at www.vcall.com for 30 days from the date of the broadcast. The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information or exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibits are filed herewith: EXHIBIT NUMBER DESCRIPTION ------- ----------- 99.1 Press Release, dated May 9, 2007, published by IRIS International, Inc. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. IRIS INTERNATIONAL, INC. Date: May 11, 2007 By: /S/ CESAR M. GARCIA ------------------------------------- Cesar M. Garcia President and Chief Executive Officer 3 EX-99 2 ex99-1o.txt EX-99.1 EXHIBIT 99.1 NEWS RELEASE CONTACTS: CESAR GARCIA, CHIEF EXECUTIVE OFFICER 818-709-1244 X 7123 -OR- RON STABINER, THE WALL STREET GROUP, INC. 212-888-4848 FOR IMMEDIATE RELEASE: IRIS REPORTS RECORD 1ST QUARTER REVENUES OF $20.1 MILLION CHATSWORTH, CALIF., MAY 9, 2007 - IRIS INTERNATIONAL, INC. (NASDAQ GM: IRIS) today announced record revenue of $20.1 million for the first quarter ended March 31, 2007, a 25% increase over revenue of $16.1 million in the first quarter of 2006. Net income for the three months ended March 31, 2007, was $1.5 million, or $0.08 per diluted share, after the effect of $0.2 million, or $0.01 per share, of SFAS 123R expense and a tax rate of 41% versus 37% in the first quarter of 2006. This compares with net income of $1.7 million, or $0.09 per diluted share after the effect of $0.2 million, or $0.01 per share, of FAS 123R expense, for the same period of 2006. Diluted average shares outstanding for the three months ended March 31, 2007, increased to 18.6 million from 18.3 million, a year ago. 2007 FIRST QUARTER HIGHLIGHTS: o RECORD Q1 REVENUE OF $20.1 MILLION, AN INCREASE OF 25% COMPARED WITH YEAR-AGO PERIOD. o Q1 EPS OF $0.08, AFTER THE EFFECT OF $0.01 PER SHARE OF SFAS 123R EXPENSE. o RECORD 129 IQ(R)200 ANALYZERS SOLD IN Q1, A 26% INCREASE OVER Q1 2006, WITH MORE THAN 1,330 SOLD TO DATE. o IVD CONSUMABLES AND SERVICE REVENUES INCREASED 22% OVER Q1 2006, AND 13% OVER PRECEDING Q4. o PRODUCT DEVELOPMENT ACTIVITIES PROGRESSING PER PLAN. o STRONG DEBT-FREE BALANCE SHEET WITH CASH, CASH EQUIVALENTS AND SHORT-TERM CASH INVESTMENT OF $23.1 MILLION VERSUS $18.4 MILLION IN YEAR AGO PERIOD. o NET OPERATING LOSS (NOLS) CARRY-FORWARD OF APPROXIMATELY $9.4 MILLION AVAILABLE AS OF JAN. 1, 2007. "We are pleased to report our third consecutive quarter of record revenues propelled by a record 129 iQ(R)200 urine analyzers shipped during the period. This includes a large number of high throughput iQ(R)SPRINT(TM) units shipped in support of a large international tender, as well as a previously announced order from a large domestic hospital chain. We continue to have a solid pipeline of qualified sales prospects into the second quarter, including multi-unit and multi-site potential orders," stated Cesar Garcia, IRIS President and Chief Executive Officer. "In addition, as anticipated, we are now beginning to see an acceleration in higher margin IVD Consumables and Service revenue with a 22% increase over the year ago period and a 10% (MORE) increase over the immediately preceding fourth quarter of 2006, resulting from a growing installed base of more than 1,330 iQ(R)200 units now in the field, and an increasing number of those coming off warranty." IVD Instrument revenue of $8.6 million for the first quarter of 2007 increased 45% when compared with IVD Instrument revenue of $5.9 million for the first quarter of 2006. IVD Consumables and Service revenue of $8.8 million for the first quarter of 2007 increased 22% when compared with IVD Consumables and Service revenue of $7.3 million in the first quarter of 2006. Sample Processing Business Unit (formerly StatSpin) revenue for the first quarter decreased 8% over the first quarter of 2006. The year-ago period reflected strong sales due to the pent-up demand related to the introduction of the new Statspin(R)Express 3 Centrifuge at that time. Gross profit margin was 49.7% for the first quarter of 2007 versus 51.4% for the same quarter of 2006. Gross profit margins were affected by a higher proportion of international instrument shipments versus domestic shipments during the quarter, as international sales to distributors generate lower gross margins than direct domestic sales, as well as by an expanded service infrastructure to support the increased installed base as we gain market share. Consolidated gross profit for the three months ended March 31, 2007, increased 21% over the year ago period. Operating expenses increased 33% to $7.9 million for the first quarter of 2007, compared with $5.9 million for the prior year period, and included an increase in research and development expense totaling $940,000, or approximately $0.03 per share. Research and development expense for the first quarter of 2007 was $2.4 million, or 12% of revenue, versus $1.5 million, or 9% of revenue in the year-ago period. This increased level of R&D spending reflects the investment in Iris Molecular Diagnostics acquired in April 2006 and the development of the Company's new automated urine chemistry analyzer. "Our product development initiatives are on schedule and on budget. We plan to initiate shipments of our automated urine chemistry analyzer in the fourth quarter of this year. In addition, the FDA has completed its initial review of our NADIA(TM) PSA application submitted in February 2007 and we are in the process of preparing a response to its queries. Our NADIA(TM) PSA timeline included two-rounds of FDA review; therefore, we are progressing per plan," Mr. Garcia said. Marketing, selling, general and administration expenses as a percentage of sales decreased slightly to 27.0% from 27.5% despite a 21% increase in these expenses to support the 25% growth in sales for the period. The Marketing and selling expense increase is mostly a result of expanding our domestic sales force whose impact on increased instruments sales is now being seen. Operating income for the first quarter 2007 was $2.1 million versus $2.4 million in the first quarter 2006 despite the $940,000 increase in research and development expenses discussed above. Net income was impacted by a tax rate of 41% versus 37% in 2006 due to continuing losses in our Marburg urine chemistry test strip manufacturing operation in Germany. The Company has excluded any benefit from the Marburg losses from the computation of its tax provision assuming that this operation may not be profitable for the full year 2007. CONFERENCE CALL The Company will host a conference call today at 4:30 p.m. Eastern time, 1:30 p.m. Pacific time. To participate, dial 1-866-550-6338 approximately 10 minutes before the conference call is scheduled to begin. Hold for the operator and reference the IRIS International conference call. (MORE) 2 International callers should dial 347-284-6930. The conference call may also be accessed by means of a live audio Web cast on the Company's Web site at www.proiris.com, or at http://www.vcall.com/IC/CEPage.asp?ID=114905, the Webcast service provider. The conference audio cast will also be available for replay on both Web sites for 30 days from the date of the broadcast. THE COMPANY IRIS International, Inc. (www.proiris.com), based in Chatsworth, Calif., is a leading developer, manufacturer, and marketer of medical devices, diagnostic systems and consumables. The Iris Diagnostics Division (www.irisdiagnostics.com) is a leader in automated urinalysis technology with systems in major medical institutions throughout the world. The Company's Sample Processing business unit (formerly the StatSpin(R) subsidiary) (www.statspin.com), based in Westwood, Mass., manufactures innovative centrifuges and blood analysis products. The Iris Molecular Diagnostics (IMD) Subsidiary, based in San Diego, Calif., develops innovative ultra-sensitive diagnostics and sample processing products with applications in the urinalysis, oncology and infectious disease markets. Advanced Digital Imaging Research, LLC (ADIR), based near Houston, Tex., is the Company's imaging research and development subsidiary. SAFE HARBOR PROVISION This news release contains forward-looking statements made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, the Company's views on future financial performance, market growth, capital requirements, new product introductions and acquisitions, and are generally identified by phrases such as "thinks," "anticipates," "believes," "estimates," "expects," "intends," "plans," and similar words. Forward-looking statements are not guarantees of future performance and are inherently subject to uncertainties and other factors which could cause actual results to differ materially from the forward-looking statement. These statements are based upon, among other things, assumptions made by, and information currently available to, management, including management's own knowledge and assessment of the Company's industry, R&D initiatives, competition and capital requirements. Other factors and uncertainties that could affect the Company's forward-looking statements include, among other things, the following: identification of feasible new product initiatives, management of R&D efforts and the resulting successful development of new products and product platforms; including obtaining any required governmental approvals; acceptance by customers of the Company's products; integration of acquired businesses; substantial expansion of international sales; reliance on key suppliers; the potential need for changes in long-term strategy in response to future developments; future advances in diagnostic testing methods and procedures; potential changes in government regulations and healthcare policies, both of which could adversely affect the economics of the diagnostic testing procedures automated by the Company's products; rapid technological change in the microelectronics and software industries; and competitive factors, including pricing pressures and the introduction by others of new products with similar or better functionality than our products. These and other risks are more fully described in the Company's filings with the Securities and Exchange Commission, including the Company's most recently filed Annual Report on Form 10-K and Quarterly Report on Form 10-Q, which should be read in conjunction herewith for a further discussion of important factors that could cause actual results to differ materially from those in the forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. (TABLES FOLLOW) 3 IRIS INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEETS (in thousands)
ASSETS March 31, December 31, 2007 2006 ------------ ------------ (unaudited) Current assets: Cash and cash equivalents ................................... $ 23,082 $ 23,159 Marketable securities available for sale .................... 285 132 Accounts receivable, net of allowance for doubtful accounts and sales returns of $687 and $601 ............. 13,598 13,166 Inventories, net ............................................ 6,750 6,918 Prepaid expenses and other current assets ................... 1,362 626 Investment in sales-type leases ............................. 2,265 2,145 Deferred tax asset .......................................... 2,865 2,865 ------------ ------------ Total current assets ..................................... 50,207 49,011 Property and equipment, at cost, net ........................ 7,010 6,662 Goodwill .................................................... 2,450 2,450 Core Technology, net ........................................ 1,701 1,723 Software development costs, net of accumulated amortization of $1,878 and $1,729 ........................ 1,238 1,387 Deferred tax asset .......................................... 4,221 5,516 Inventories - long term portion ............................. 440 440 Investment in sales-type leases ............................. 6,565 6,728 Other assets ................................................ 441 400 ------------ ------------ Total assets ................................................ $ 74,273 $ 74,317 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable ............................................ $ 3,557 $ 3,797 Accrued expenses ............................................ 4,977 6,414 Deferred service contract revenue ........................... 1,423 1,517 ------------ ------------ Total current liabilities .............................. 9,957 11,728 Deferred service contract revenue, long term ................ 23 23 ------------ ------------ Total liabilities ...................................... 9,980 11,751 Commitments and contingencies Shareholders' equity: Preferred Stock, $.01 par value; Authorized 1 million shares: Callable Series C shares issued and outstanding: none ..... -- -- Common stock, $.01 par value Authorized: 50 million shares; issued and outstanding: 18,092 shares and 18,046 shares ............ 182 180 Additional paid-in capital .................................. 80,005 79,226 Other comprehensive income .................................. 79 48 Accumulated deficit ......................................... (15,973) (16,888) ------------ ------------ Total shareholders' equity ............................. 64,293 62,566 ------------ ------------ Total liabilities and shareholders' equity .................. $ 74,273 $ 74,317 ============ ============
(MORE) 4 IRIS INTERNATIONAL, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited - in thousands)
For the three months ended March 31, -------------------- 2007 2006 -------- -------- Sales of IVD instruments ................................. $ 8,566 $ 5,915 Sales of IVD consumables and service ..................... 8,843 7,259 Sales of Sample Processing instruments and supplies ...... 2,713 2,941 -------- -------- Total revenues ...................................... 20,122 16,115 -------- -------- Cost of goods - IVD instruments .......................... 4,634 3,150 Cost of goods - IVD consumable and supplies .............. 4,096 3,134 Cost of goods - Sample Processing instruments and supplies 1,407 1,540 -------- -------- Total cost of goods sold ............................ 10,137 7,824 -------- -------- Gross profit ............................................. 9,985 8,291 -------- -------- Marketing and selling .................................... 3,052 2,322 General and administrative ............................... 2,385 2,115 Research and development, net ............................ 2,428 1,488 -------- -------- Total operating expenses ........................... 7,865 5,925 -------- -------- Operating income ......................................... 2,120 2,366 Other income (expense): Interest income ....................................... 339 263 Interest expense ...................................... (1) (1) Other income .......................................... -- 3 -------- -------- Income before provision for income taxes ................. 2,458 2,631 Provision for income taxes ............................... 996 973 -------- -------- Net income ............................................... $ 1,462 $ 1,658 ======== ======== Basic net income per share ............................... $ .08 $ .10 ======== ======== Diluted net income per share ............................. $ .08 $ .09 ======== ======== Basic - average shares outstanding ...................... 18,003 17,409 ======== ======== Diluted - average shares outstanding .................... 18,597 18,300 ======== ========
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