8-K

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): March 12, 2014

MOCON, INC.

(Exact name of registrant as specified in its charter)

Minnesota	000-09273	41-0903312
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

7500 Mendelssohn Avenue North Minneapolis, MN	55428
(Address of Principal Executive Offices)	(Zip Code)

(763) 493-6370

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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:

☐     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 Act (17 CFR 240.14d-2(b))

☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 – Financial Information

Item 2.02     Results of Operations and Financial Condition.

On March 12, 2014, MOCON, Inc. issued a press release announcing its results of operations and financial condition for its fourth quarter and year ended December 31, 2013. A copy of this press release is attached hereto as Exhibit 99.1.

The information contained in this Item 2.02 and the exhibit to this report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filings made by MOCON, Inc. under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01     Financial Statements and Exhibits.

(d)     Exhibits.

Exhibit No.	Description
99.1	Press Release issued March 12, 2014

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		MOCON, INC.
Dated: March 13, 2014	By:	/s/ Darrell B. Lee
		Darrell B. Lee
		Vice President, Chief Financial Officer,
		Treasurer and Secretary

3

MOCON, INC.

CURRENT REPORT ON FORM 8-K

INDEX TO EXHIBITS

Exhibit No.	Description	Method of Filing
99.1	Press Release issued March 12, 2014	Furnished herewith

4

EX-99

Exhibit 99.1

FOR IMMEDIATE RELEASE	For More Information Contact
	Darrell Lee, CFO/VP
March 12, 2014	763-493-6370 / www.mocon.com

MOCON Announces Results for the Fourth Quarter and Year Ended 2013

MINNEAPOLIS, March 12, 2014 – MOCON, Inc. (NASDAQ: MOCO) today reported sales of $14.8 million for the fourth quarter ended December 31, 2013, compared to $15.3 million for the same quarter in 2012. Net income for the fourth quarter was $434,000, or $0.08 per diluted share, compared to $830,000, or $0.15 per diluted share, in the fourth quarter of 2012. Sales for the year ended December 31, 2013, totaled $57.1 million, an increase of 14 percent, compared to $49.9 million for the year ended December 31, 2012. Net income for the year ended December 31, 2013 was $3.5 million, a 73 percent increase over $2.0 for 2012. Diluted earnings per share were $0.61 for the year ended December 31, 2013, compared to $0.35 for the same period in 2012. The annual amounts for 2012 included only nine months of results for Dansensor, which was acquired in April 2012.

“In the 2013 fourth quarter, sales for all three of our major business segments exceeded plan. While sales were 3 percent lower than the year-earlier period, the fourth quarter of 2012 was an uncharacteristically strong sales quarter for MOCON,” said Robert L. Demorest, MOCON president and CEO. “Certain discrete items impacted margins and net income during the current quarter as compared to the preceding quarter. We experienced a quality issue involving certain third party sensor components used in some of our higher-margin instruments which required us to increase our warranty reserve. This also led to a temporary shipping hold and an adjustment in the mix of instruments shipped by our Package Testing business unit, which negatively impacted our gross margin. We have resolved the issue and are again shipping the affected products. Also, we made a one-time compensation adjustment for some of our Dansensor employees as part of our integration plan. These discrete items are behind us and we entered 2014 with a healthy backlog, giving us optimism about the year ahead.”

Sales in the Permeation group rose 7 percent during the 2013 fourth quarter, driven by higher demand for our ultra-sensitive water vapor instrument and a 26 percent increase in consulting and testing revenue. Sales in the Package Testing group were 10 percent lower in the current quarter as compared to the fourth quarter 2012, although still above plan, as shipments of the company’s headspace analyzers and gas mixers remained steady, primarily in the European market. Sales in the Industrial Analyzer group declined 6 percent in the current quarter, as lower shipments of instruments (primarily to the environmental monitoring markets) were partially offset by a strong increase in sales of OEM sensors and detectors.

The MOCON Board of Directors continued its long standing tradition of rewarding the company’s shareholders by recently declaring a quarterly dividend of $0.11 per share to be paid on May 16, 2014, to shareholders of record on May 2, 2014. MOCON has paid dividends for more than 100 consecutive quarters.

About MOCON

MOCON is a leading provider of detectors, instruments, systems and consulting services to research laboratories, production facilities, and quality control and safety departments in the medical, pharmaceutical, food and beverage, packaging, environmental, oil and gas and other industries worldwide. See www.mocon.com for more information.

This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements that can be identified by words such as “will,” “may,” “expect,” “believe,” “anticipate,” “estimate,” “continue,” or other similar expressions. All forward-looking statements speak only as of the date of this press release. MOCON undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. In addition to the risks and uncertainties of ordinary business operations and conditions in the general economy and the markets in which the company competes, there are important factors that could cause actual results to differ materially from those anticipated by the forward-looking statements made in this press release. These factors include, but are not limited to, the integration and performance of Dansensor, the ability to successfully upgrade our ERP system, the terms of our credit agreement including financial covenants included therein, competition and technological change, setbacks in product development programs, order cancellations, dependence on certain key industries, and other factors set forth in the company’s Annual Report on Form 10-K for the year ended December 31, 2012 and other documents MOCON files with or furnishes to the Securities and Exchange Commission.

MOCON's shares are traded on the NASDAQ Global Market System under the symbol MOCO.

MOCON is a registered trademark of MOCON, Inc.; other trademarks are those of their respective holders.

MOCON, INC.

SUMMARY CONSOLIDATED FINANCIAL DATA

(in Thousands, Except Per Share Data)

INCOME STATEMENT DATA: (unaudited)

	Quarters Ended December 31,						Years Ended December 31,
	2013			2012			2013			2012
Sales
Products	$	13,886		$	14,538		$	53,974		$	47,055
Consulting services		897			713			3,134			2,886
Total sales		14,783			15,251			57,108			49,941
Cost of sales
Products		6,702			6,384			23,972			20,893
Consulting services		505			390			1,867			1,714
Total cost of sales		7,207			6,774			25,839			22,607
Gross profit		7,576			8,477			31,269			27,334
Selling, general and administrative expenses		5,925			5,856			22,454			20,339
Research and development expenses		947			1,026			4,032			3,635
Operating income		704			1,595			4,783			3,360
Other income (expense), net		(73	)		(96	)		(359	)		20
Income before income taxes		631			1,499			4,424			3,380
Income taxes		197			669			963			1,378
NET INCOME	$	434		$	830		$	3,461		$	2,002
Net income per common share:
Basic	$	0.08		$	0.15		$	0.62		$	0.37
Diluted	$	0.08		$	0.15		$	0.61		$	0.35
Weighted average common shares outstanding:
Basic		5,572			5,506			5,545			5,477
Diluted		5,668			5,677			5,640			5,671

BALANCE SHEET DATA: (unaudited)
	December 31, 2013		December 31, 2012
Assets:
Cash and marketable securities	$	4,338	$	7,911
Accounts receivable, net		12,609		10,652
Inventories		7,471		6,345
Other current assets		3,151		2,005
Total current assets		27,569		26,913
Marketable securities, noncurrent		--		210
Property, plant and equipment, net		5,727		5,350
Investment in affiliated company		3,442		3,304
Goodwill, intangibles and other assets		21,966		21,443
Total assets	$	58,704	$	57,220
Liabilities and Stockholders’ Equity:
Revolving lines of credit	$	4,264	$	5,328
Notes payable, current		2,698		2,566
Other current liabilities		9,973		8,600
Total noncurrent liabilities		4,300		6,845
Stockholders’ equity		37,469		33,881
Total liabilities and stockholders’ equity	$	58,704	$	57,220