-----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, Iyv47erb1kk8w1kHEOuJc6hl7veEeE5DeHydZrejw0mMsYEgTPGAJq9xKcAidDdJ yU97FfCtb5WbS/aNDxxTmA== 0000736822-04-000009.txt : 20040721 0000736822-04-000009.hdr.sgml : 20040721 20040721101118 ACCESSION NUMBER: 0000736822-04-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040531 ITEM INFORMATION: FILED AS OF DATE: 20040721 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUCOR INC CENTRAL INDEX KEY: 0000736822 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 222408354 STATE OF INCORPORATION: GA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14820 FILM NUMBER: 04923462 BUSINESS ADDRESS: STREET 1: 3130 GATWAY STREET 2: PO BOX 5625 CITY: NORCROSS STATE: GA ZIP: 30091 BUSINESS PHONE: 7704412051 MAIL ADDRESS: STREET 1: 3130 GATEWAY DR STREET 2: P O BOX 5625 CITY: NORCROSS STATE: GA ZIP: 30091-5625 8-K 1 form8k0504.htm EARNINGS RELEASE MAY 31, 2004

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): July 21, 2004

Commission File Number: 0-14820

IMMUCOR, INC.
(Exact name of registrant as specified in its charter)

                      Georgia                                                                                       22-2408354
(State or other jurisdiction of incorporation or organization)            (I.R.S. Employer Identification No.)

3130 Gateway Drive       P.O. Box 5625       Norcross, Georgia 30091-5625
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code, is (770) 441-2051

Not applicable

(Former name, former address and formal fiscal year,
if changed since last report)


Item 12. Results of Operations and Financial Condition

        Immucor, Inc. (the “Company”) issued a press release on July 21, 2004 announcing the Company’s earnings and certain other results of operations for the fiscal fourth quarter and year ended May 31, 2004 and discussed the Company’s outlook for fiscal year 2005. This press release is furnished with this Current Report as Exhibit 99.1. Edward Gallup, the Company's Chief Executive Officer, Nino De Chirico, the Company's Chief Operating Officer, and Steven Ramsey, the Company's Chief Financial Officer, hosted a conference call on July 21, 2004 to review the contents of the press release and to answer questions from investors.

Item 7. Financial Statements and Exhibits.

        (c) Exhibits.

       EXHIBIT NO.          DESCRIPTION

       99.1                            Press Release dated July 21, 2004.



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 thereunto duly authorized.

IMMUCOR, INC.

Date:   July 21, 2004                                                               By: /s/ Steven C. Ramsey
                                                                                                            Steven C. Ramsey
                                                                                                            Chief Financial Officer


EXHIBIT INDEX

       EXHIBIT NO.          DESCRIPTION

       99.1                            Press Release dated July 21, 2004.

EX-99 2 form8k0504ex99_1.htm MAY 31, 2004 EARNING RELEASE

Exhibit 99.1

FOR IMMEDIATE RELEASE
CONTACT:  Edward Gallup
770-441-2051 

IMMUCOR ANNOUNCES FISCAL FOURTH QUARTER AND YEAR END RESULTS
RAISES 2005 NET INCOME AND GROSS MARGIN GUIDANCE

NORCROSS, GA. (July 21, 2004) – Immucor, Inc. (Nasdaq/NM: BLUD), the global leader in providing automated instrument-reagent systems to the blood transfusion industry, today reported financial results for the fiscal fourth quarter and year ended May 31, 2004.

Revenue for the fiscal fourth quarter was a record $30.2 million, up 14.4% from $26.4 million in the same period last year; $1.2 million of the revenue for the quarter just ended came from price increases. Net income for the fourth quarter was $3.4 million versus a net income of $4.2 million for the same quarter last year. Diluted earnings per share totaled $0.11 on 31.6 million weighted average shares outstanding compared with $0.14 on 30.7 million weighted average shares outstanding for the same period last year. The fourth quarter of fiscal 2003 included a one-time income tax benefit from the recognition of the liquidation of an investment in a foreign subsidiary that reduced income tax expense and increased net income by $1.4 million, or $0.05 per diluted share. All share and per share amounts have been adjusted to reflect the 3-for-2 stock split effected in the form of a 50% stock dividend which was effective for shareholders of record as of June 30, 2004.

Sales of instruments were $2.5 million in the fourth quarter of fiscal 2004, slightly less than the $2.8 million in the fiscal 2003 fourth quarter. Instrument sales are very unpredictable due to the long sales cycle. The backlog of purchase orders received and instruments installed at customers sites but not yet recorded as sales was $1.2 million at the end of the 2004 fourth quarter.

Research and development expenses were $1.2 million in the fourth quarter, up 71.9% from $698 thousand in the prior year quarter. Spending on the development of a new third generation instrument targeted for the small to medium hospital market was $400 thousand in the fourth quarter. The total spent on this third generation product during the current year has reached $826 thousand.

For the year, revenues totaled a record $112.6 million, a $13.9 million (14.1%) increase over the prior year. Net income was $12.5 million, a $1.8 million (12.7%) decrease over the prior year. The year-to-year decrease in net income is largely due to the previously mentioned one time income tax benefit realized in the prior year. Diluted earnings per share totaled $0.40 on 31.3 million weighted average shares outstanding for the year 2004, as compared to diluted earnings per share of $0.47 on 30.3 million weighted average shares outstanding for the prior year.


“Our business model continues to produce positive results,” said Edward L. Gallup, Chairman. “Sales have grown as a result of general price increases and instrument placements which added reagent sales. Demand for our Galileo high volume instrument continues to be robust in the European market. Today there are 130 Galileo placements in Europe plus 3 Galileo sold under binding purchase orders that did not meet all of the criteria for revenue recognition during the quarter. In addition we have sold one Galileo each in Japan, Israel and Australia.”

Dr.     Gioacchino De Chirico, President and CEO said, “Two major milestones were accomplished during fourth quarter. First, on April 26, 2004, the FDA cleared Galileo, our flagship second-generation instrument, for marketing in the United States. Second, we successfully completed the consolidation of red cell manufacture and distribution into our Norcross facility in May. These two events are expected to drive revenue growth and margin expansion for years to come. Based on the earlier than expected FDA clearance of the Galileo for marketing within the United States we, are revising our 2005 net income and gross margin guidance upward.”

Commenting further, Dr. De Chirico stated, “research and development expenses are growing as we are making significant progress in developing our third generation instrument which will serve the small to medium hospitals.”

Selected Highlights

-Sales of traditional reagent products, i.e., products not utilizing the Company’s patented Capture® technology, increased $2.8 million, or 15.1%, from $18.5 million in the fourth quarter of 2003 to $21.3 million in the fourth quarter of 2004. Sales of Capture® products increased approximately $0.8 million to $5.9 million, a 15.5% increase over the prior year quarter. Human collagen sales were $459 thousand during the quarter at a gross margin of 20.5%.

-The gross margin on traditional reagents was 58.2% for the current quarter, compared with 58.6% in the prior year quarter. The decrease in gross margin is primarily due to ongoing regulatory costs to support CE marking in Europe. The gross margin on Capture® products was 69.0% for the current quarter, compared with 68.1% in the prior year quarter. Gross margin on Capture® products was lowered by increased sales through the distributor network in Europe at lower gross margins to the Company. However, the Company believes that utilizing distributors established in key European markets is far more advantageous to the Company than developing its own sales and distribution network in these markets.

-For the current fiscal year, sales of traditional reagent products were $80.5 million compared with $72.0 million in the prior year period, an increase of 11.9%. Capture® product sales increased approximately $3.1 million to $21.9 million, an increase of 16.6% over the comparable 2003 period.

-Gross margin on traditional reagents was 59.0% for the year, compared with 59.7% in the prior year. This decrease is due to the previously mentioned requirement to CE mark product for sale in Europe. Gross margin on Capture® products was 64.8%, compared with 68.1% in the prior year. As previously mentioned, this decrease is caused by higher sales through third party distributors.


-Sales of instruments were $2.5 million in the fourth quarter of 2004 compared to $2.8 million in the fourth quarter of 2003. Instrument sales for the fiscal year 2004 grew by approximately $1.7 million to $9.7 million, a 22.1% increase over the prior year. The gross margin on instruments, including the impact of the cost of providing service was 12.8% for the current quarter, compared to (4.6%) for the same quarter last year. Instrument cost of service benefited from fewer service calls during the period. Gross margin for the current year was 4.3% versus 1.3% for the prior year.

-The effect on revenues of the change in the Euro exchange rate was an increase of $0.7 million for the quarter and $4.3 million for the year ended May 31, 2004. The effect on net income of the change in the Euro exchange rate was minor for both the quarter and year ended May 31, 2004, as compared to comparable periods for the prior year.

-Selling, distribution and general and administrative expenses increased by $1.6 million for the 2004 quarter, as compared to the prior year quarter, due to additional personnel and expenditures to support domestic and international efforts to expand Company presence, and assure compliance with European Union quality regulations and accounting and SEC regulatory mandates in the United States. In addition, approximately $235 thousand was spent on Galileo launch expenses in the United States. The effect on operating expenses of the change in the Euro exchange rate was an increase of $0.3 million for the quarter and $2.0 million for the year ended May 31, 2004, as compared to comparable periods for the prior year.

-The effective tax rate was 41.9% in the fourth quarter. A true up of the estimated tax benefit of the 2003 European restructure and adjustments for misapplication of Texas franchise tax rules for fiscal years 2002 and 2003 added $100 thousand and $293 thousand to income tax expense, respectively. In addition, a reserve of $225 thousand was established to recognize that the Company’s state and local tax planning has become more conservative due to increasingly conservative positions taken by the various taxing bodies.

2005 Guidance

The following guidance reflects Immucor’s expectations as of July 21, 2004 and is being provided so that the Company can discuss its future outlook during its upcoming conference call with investors, potential investors, the media, financial analysts and others. These forward-looking statements are subject to the cautionary paragraph at the end of this press release and assume that the factors mentioned in that paragraph will not have a material impact on expected results. Investors are cautioned against attributing undue certainty to management’s assessment of the future and that actual results could differ. The Company does not intend to update its outlook until its first quarter earnings announcement, which is tentatively planned for mid-September 2004.

The Company expects revenues for the fiscal year ending May 31, 2005 to range from $127 million to $130 million, an increase of approximately 14% to 17% over fiscal 2004 revenues. Gross margin is expected to be in the range of 55.5% to 56.5% with human


collagen sales reducing gross margin by 0.5%. Net income is expected to be in the range of $20.3 million to $21.3 million, an approximate 63% to 70% increase over fiscal 2004. We expect to generate record earnings per diluted share in the range of $0.64 to $0.67 for the fiscal year. We base our projections on our history of operations and experience, the recurring nature of our revenues, including contractually committed purchases from large customers, and the predictability of our expenses through the fiscal year. In making this projection, management has made the following assumptions:

With respect to revenues, the Company has extrapolated recent past results and assumed the Company will generate additional revenues from the renewal of customer contracts at higher prices, the continuing sales of ABS2000 in the United States, the continuing sales of the Galileo instrument in Europe and new Galileo sales in Japan and the United States, the associated reagent growth associated with these instrument placements, and sales of the human collagen product. The Company has also assumed 2005 sales of human collagen to range between $3.0 million and $4.0 million.

With respect to the operations of its foreign subsidiaries, the Company has assumed that there will be no significant change in foreign exchange conversion rates.

With respect to diluted earnings per share, the Company’s projection assumes that there will not be additional capital stock issued but that higher share prices will cause currently outstanding stock options to be included in the calculation of diluted shares, in compliance with applicable accounting rules.

Immucor, Inc. will host a conference call July 21, 2004 at 11:00 a.m. (EST) to review the results. Investors are invited to participate in this conference call with Edward L. Gallup, Chairman, Dr. Gioacchino De Chirico, President and Chief Executive Officer and Steven C. Ramsey, Vice President and Chief Financial Officer. The call will focus on the results for the fourth quarter, general business trends, and the Company’s outlook for fiscal 2005. This earnings release will be posted on Immucor’s website, as well as any financial information that may be discussed by Messrs. Gallup, De Chirico or Ramsey during this call that is not contained in the earnings release. Both this earnings release and the additional financial information, if any, will be posted as soon as practicable after the call on the investor news section of Immucor’s website. To access this information once posted, go to Immucor’s website at www.immucor.com and click on “Investor News.”

To participate in the telephone conference call, dial 1-800-642-9808. Replays of the conference call will be available for one week beginning at 2:00 PM on July 21 by calling 1-800-642-1687 and entering conference ID 6419915. Beginning July 28, 2004, audio of the conference call or a transcript of the audio will be available on the “Investor News” page of the Immucor website.

Founded in 1982, Immucor manufactures and sells a complete line of reagents and systems used by hospitals, reference laboratories and donor centers to detect and identify certain properties of the cell and serum components of blood prior to transfusion. Immucor markets a complete family of automated instrumentation for all of its market segments.


For more information on Immucor, please visit our website at www.immucor.com.  

Statements contained in this press release that are not statements of historical fact are “forward-looking statements” as that term is defined under federal securities laws, including, without limitation, all statements concerning Immucor’s expectations, beliefs, intentions or strategies for the future. Forward-looking statements may be identified by words such as “plans,” “expects,” “believes,” “anticipates,” “estimates,” “projects,” “will,” “should” and other words of similar meaning used in conjunction with, among other things, discussions of future operations, financial performance, product development and new product launches, FDA and other regulatory applications and approvals, market position and expenditures. Factors that could cause actual results to differ materially from those expressed in any forward-looking statement include the following: the decision of customers to defer capital spending, increased competition in the sale of instruments and reagents, product development or regulatory obstacles, changes in interest rates, fluctuations in foreign currency conversion rates, changes in demand for the Company’s human collagen product, and general economic conditions. Further risks are detailed in the Company’s filings with the Securities and Exchange Commission. Investors are cautioned not to place undue reliance on any forward-looking statements. Immucor assumes no obligation to update any forward-looking statements. 


IMMUCOR, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME


Three Months Ended Year Ended
May 31, May 31, May 31, May 31,
2004 2003 2004 2003
   
         
NET SALES   $ 30,212,512   $ 26,417,684   $ 112,557,916   $ 98,647,794  
         
COST OF SALES   13,337,422   12,215,100   50,368,849   42,790,100  
   
       
GROSS PROFIT  16,875,090   14,202,584   62,189,067   55,857,694  
       
OPERATING EXPENSES: 
   Research and development  1,154,102   698,092   3,749,158   2,051,055  
   Selling and marketing  4,463,263   3,594,516   16,203,274   13,808,386  
   Distribution  2,199,050   1,783,213   8,467,845   6,972,373  
   General and administrative  3,215,634   2,928,136   11,697,413   10,353,824  
   Amortization expense  93,079   53,125   369,361   368,374  
   
   11,125,128   9,057,082   40,487,051   33,554,012  
   
       
INCOME FROM OPERATIONS  5,749,962   5,145,502   21,702,016   22,303,682
       
OTHER: 
   Interest income  28,257   17,762   41,039   126,838  
   Interest expense  (80,512 ) (497,467 ) (881,527 ) (2,406,370 )
   Other, net  124,668 89,820 (597,959 ) 158,348  
   
   72,413 (389,885 ) (1,438,447 ) (2,121,184 )
   
INCOME BEFORE INCOME TAXES  5,822,375   4,755,617   20,263,569   20,182,498  
       
INCOME TAXES  2,440,437   530,284   7,725,763   5,812,711  
   
       
NET INCOME  $   3,381,938   $   4,225,333   $  12,537,806   $   14,369,787  
   
       
EARNINGS PER SHARE 
       
    Per common share  $            0.11   $            0.15   $            0.42   $         0.51  
   
    Per common share - assuming dilution  $            0.11   $            0.14   $            0.40   $         0.47  
   
       
WEIGHTED AVERAGE SHARES OUTSTANDING:
       
    Basic  29,940,819   28,780,964   29,505,115   28,202,603  
   
    Diluted  31,599,566   30,716,556   31,329,299   30,314,694  
   

       
IMMUCOR, INC
Selected Consolidated Balance Sheet Items  
   May 31, 2004    May 31, 2003
Cash $   15,697,082       $   11,183,317   
Accounts receivable – trade 26,533,796       25,693,973   
Inventory 20,160,858       16,921,216   
Total current assets 68,623,081       61,882,312   
Property and equipment-net 22,846,358       21,051,235   
Total assets 124,416,827       116,886,192   
 
Current portion-Long-Term Debt and Capital Leases 5,695,813       7,909,650   
Accounts payable 8,116,645       7,949,590   
Total current liabilities 20,215,630       21,010,635   
Long-term debt and other liabilities 11,248,098       22,180,080   
Shareholders' equity  92,953,099        73,695,477   
 
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