-----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, Wc3sPGTz1L6qR09w02NRfnY+ukM1jXN7/r/AGDPOd0cO6LKWdmQTLaULGwQQKZ2s dASe0cIY7FBPDM5tYJWj2A== 0000927946-06-000084.txt : 20060517 0000927946-06-000084.hdr.sgml : 20060517 20060517151331 ACCESSION NUMBER: 0000927946-06-000084 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060510 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060517 DATE AS OF CHANGE: 20060517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOANALYTICAL SYSTEMS INC CENTRAL INDEX KEY: 0000720154 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 351345024 STATE OF INCORPORATION: IN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-23357 FILM NUMBER: 06848915 BUSINESS ADDRESS: STREET 1: 2701 KENT AVE CITY: WEST LAFAYETT STATE: IN ZIP: 47906-1382 BUSINESS PHONE: 3174634527 MAIL ADDRESS: STREET 1: 2701 KENT AVENUE CITY: WEST LAFAYETTE STATE: IN ZIP: 47906-1382 8-K/A 1 bas8k.htm BIOANALYTICAL SYSTEMS, INC. 8 K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K/A

(Amendment No. 1)

 

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 10, 2006

 

 

BIOANALYTICAL SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

 

Indiana

 

0-23357

 

35-1345024

(State or other jurisdiction of incorporation or organization)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

2701 KENT AVENUE

WEST LAFAYETTE, INDIANA

 

 

47906-1382

(Address of principal executive offices)

 

(Zip Code)

 

Registrant's telephone number, including area code: (765) 463-4527

 

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:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act(17CFR240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))

 

 

 

Explanatory Note: This Amendment No. 1 amends the Current Report on Form 8-K of Bioanalytical Systems, Inc. (the "Company") dated May 10, 2006, reporting under Item 2.02 that the Registrant had issued a press release announcing results for the second quarter of fiscal year 2006 (the "Press Release"). This Amendment No. 1 amends the Current Report on Form 8-K dated May 10, 2006 in order to replace exhibit 99.1. As originally filed, exhibit 99.1 did not contain the Press Release, but contained portions of a press release that had been previously issued by the Company in 2005. The disclosure included under Item 2.02 of this Amendment No. 1 is the same as the disclosure included under Item 2.02 of the Current Report on Form 8-K dated May 10, 2006.

 

The information provided in Item 2.02 and Item 9.01 of this Form 8-K is being furnished and shall not be deemed "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 and Item 9.01 of this Form 8-K shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Item 2.02.

Results of Operations and Financial Condition.

 

On May 10, 2006, Bioanalytical Systems, Inc. (the "Company") issued a press release announcing results for the second quarter of fiscal year 2006. The full text of the press release is furnished as exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

 

 

(a)

Not applicable.

 

 

(b)

Not applicable.

 

 

(c)

Exhibits

 

 

99.1

Bioanalytical Systems, Inc. press release, issued May 10, 2006.

 

 

 

 

SIGNATURES

 

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.

 

 

 

Bioanalytical Systems, Inc.

 

 

 

 

 

 

Date: May 17, 2006

By:  /s/  Michael R. Cox


Michael R. Cox
Vice President, Finance and Chief Financial Officer

 

 

 

Exhibit Index

 

Exhibit No.

Description

 

99.1

Bioanalytical Systems, Inc. press release, issued May 10, 2006.

 

 

 

 

EX-99 2 basexhibit991.htm EXHIBIT 99.1

Exhibit 99.1

 

FOR MORE INFORMATION:  Michael R. Cox

Phone   765.497.5829

mcox@bioanalytical.com

 

Bioanalytical Systems, Inc. Reports 36% Revenue Increase, Profit

for Second Quarter Fiscal 2006

 

WEST LAFAYETTE, Ind., May 10, 2006 —  Bioanalytical Systems, Inc. (Nasdaq:BASI) today reported financial results for its second fiscal quarter and six months ended March 31, 2006.

 

Revenue for the second fiscal quarter increased 36% to $12.4 million compared to $9.1 million for the second fiscal quarter of the prior year. The net income for the second fiscal quarter of 2006 was $538,000, or $0.11 per basic and diluted share, versus a net loss of $(896,000), or $(0.18) per basic and diluted share, for the second fiscal quarter of 2005. The gain in revenue was primarily the result of a 33% increase in service revenues. Over 50% of this increase in service revenues resulted from the delay of a significant laboratory contract in the first fiscal quarter of the current year, with the work being completed in the current fiscal quarter. Increased demand for the Company’s laboratory and toxicology services accounted for the remainder of the growth in service revenues. Product revenues increased 48%, returning to volumes experienced prior to fiscal 2005.

Cost of revenue for the current second quarter was $7.5 million, or 60% of revenue, compared to $6.7 million, or 74% of revenue in the same period last year. A portion of the increase in cost of revenue was the result of amortizing $145,000 of intangible costs related to 2003 acquisitions, as the Company changed its estimate of their useful lives. The net decrease in cost of revenue as a percentage of sales is the result of better utilization of the Company’s productive capacity.

 

General and administrative costs were $2.9 million for the quarter, an increase of $0.3 million over the second quarter of last year. This increase is attributable to increased administrative costs incurred in handling the higher volume of business and the expensing of stock options in the current year.

 

Revenue for the six months ended March 31, 2006 increased 19% to $22.3 million compared to $18.8 million for the similar period of the prior year. The net loss for the six months was $(178,000), or $(0.04) per basic and diluted share, versus a net loss of $(493,000), or $(0.10) per basic and diluted share, for the first six months of fiscal 2005. The increases in revenues were the result of a 19% increase in service revenues and a 17% increase in product revenues as a result of the same factors mentioned in the current quarter.

Cost of revenue for the current six months was $14.2 million, or 64% of revenue, compared to $12.8 million, or 68% of revenue in the same period last year. The higher margins experienced year-to-date is the result of higher capacity utilization compared to fiscal 2005.

 

The $1.2 million increase in general and administrative costs to a total of $5.8 million for the six months ended March 31, 2006 was the result of higher expenses in the Baltimore location, which was owned for a portion of the prior year but is being rented in the current year, coupled with the additional administrative demands created by a higher volume of services and product sales.

 

 

 

Peter T. Kissinger, Chairman and CEO said, “The cost cutting and refocusing announced early this year is just beginning to produce positive results for our shareholders. Nevertheless, I again caution that BASi is a research-driven business and quarterly results are not a reliable indicator at our present size. I am very pleased with the re-energized teams at all five laboratory sites, now united by our improved corporate IT infrastructure which has been long in coming.”

 

Bioanalytical Systems, Inc. is a pharmaceutical development company providing contract research services and monitoring instruments to the world’s leading drug development companies. BASi focuses on developing innovative services and products that increase efficiency and reduce costs associated with taking new drugs to market. Visit www.bioanalytical.com for more about BASi.

 

This release contains forward-looking statements that are subject to risks and uncertainties including, but not limited to, risks and uncertainties related to the development of products and services, changes in technology, industry standards and regulatory standards, and various market and operating risks detailed in the company’s filings with the Securities and Exchange Commission.

SEE ATTACHMENT FOR CONSOLIDATED STATEMENTS OF OPERATIONS

 

 

 

Bioanalytical Systems, Inc.

 

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

 

 

 

 

Three Months Ended
March 31,

 

 

 

Six Months Ended
March 31,

 

 

 

2006

 

2005

 

 

 

2006

 

2005

 

 

 

 

 

 

 

 

 

 

 

 

 

Service revenue

 

$

10,053

 

$

7,543

 

 

 

$

17,592

 

$

14,832

 

Product revenue

 

 

2,364

 

 

1,596

 

 

 

 

4,669

 

 

4,001

 

Total revenue

 

 

12,417

 

 

9,139

 

 

 

 

22,261

 

 

18,833

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of service revenue

 

 

6,758

 

 

6,056

 

 

 

 

12,622

 

 

11,271

 

Cost of product revenue

 

 

725

 

 

657

 

 

 

 

1,560

 

 

1,509

 

Total cost of revenue

 

 

7,483

 

 

6,713

 

 

 

 

14,182

 

 

12,780

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit

 

 

4,934

 

 

2,426

 

 

 

 

8,079

 

 

6,053

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling

 

 

680

 

 

626

 

 

 

 

1,413

 

 

1,202

 

Research and development

 

 

201

 

 

173

 

 

 

 

639

 

 

392

 

General and administrative

 

 

2,886

 

 

2,615

 

 

 

 

5,771

 

 

4,542

 

Total operating expenses

 

 

3,767

 

 

3,414

 

 

 

 

7,823

 

 

6,136

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss)

 

 

1,167

 

 

(988

)

 

 

 

256

 

 

(83

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

2

 

 

2

 

 

 

 

4

 

 

4

 

Interest expense

 

 

(249

)

 

(257

)

 

 

 

(508

)

 

(532

)

Other expense

 

 

——

 

 

(28

)

 

 

 

——

 

 

(22

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

 

921

 

 

(1,271

)

 

 

 

(248

)

 

(633

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes

 

 

383

 

 

(375

)

 

 

 

(70

)

 

(140

)

Net income (loss)

 

$

538

 

$

(896

)

 

 

$

(178

)

$

(493

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.11

 

$

(0.18

)

 

 

$

(0.04

)

$

(0.10

)

Diluted

 

$

0.11

 

$

(0.18

)

 

 

$

(0.04

)

$

(0.10

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted common and common equivalent

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

4,875

 

 

4,870

 

 

 

 

4,873

 

 

4,870

 

Diluted

 

 

4,971

 

 

4,870

 

 

 

 

4,873

 

 

4,870

 

 

 

 

 

 

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