-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, k/2AylOutzs5ODMhjmEBBppPDoLvLb3LAhxGTHkRvpeTun8z1XKEty6SKbcA/eCB wrEQE/y1B1M7Ps/0sulagg== 0000736822-95-000006.txt : 19950417 0000736822-95-000006.hdr.sgml : 19950417 ACCESSION NUMBER: 0000736822-95-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19950228 FILED AS OF DATE: 19950410 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUCOR INC CENTRAL INDEX KEY: 0000736822 STANDARD INDUSTRIAL CLASSIFICATION: 2835 IRS NUMBER: 222408354 STATE OF INCORPORATION: GA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14820 FILM NUMBER: 95527861 BUSINESS ADDRESS: STREET 1: 3130 GATEWAY DR STREET 2: PO BOX 5625 CITY: NORCROSS STATE: GA ZIP: 30091 BUSINESS PHONE: 4044412051 MAIL ADDRESS: STREET 1: 3130 GATEWAY DR STREET 2: P O BOX 5625 CITY: NORCROSS STATE: GA ZIP: 30091 10-Q 1 FORM 10-Q Securities and Exchange Commission Washington, D. C. 20549 (Mark One) X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended : February 28, 1995 OR _ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Commission File Number : 0-14820 IMMUCOR, INC. (Exact name of registrant as specified in its charter) Georgia 22-2408354 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3130 Gateway Drive P.O. Box 5625 Norcross, Georgia 30091-5625 (Address of principal executive offices) (Zip Code) Registrant's telephone number : (404) 441-2051 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of April 10, 1995: Common Stock, $.10 Par Value - 7,703,080 PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements IMMUCOR, INC. Balance Sheets February 28, May 31, ASSETS 1995 1994 (Unaudited) (Audited) Current assets: Cash and cash equivalents $18,056,367 $18,303,252 Accounts receivable, net 7,956,272 6,981,070 Inventories 5,169,489 5,158,120 Income tax receivable 157,595 137,944 Deferred income taxes 216,503 207,599 Other 850,579 715,726 Total current assets 32,406,805 31,503,711 Long-term investment 1,000,000 1,000,000 Property, plant and equipment, at cost 5,090,430 4,344,708 less accumulated depreciation (2,271,358) (1,751,880) 2,819,072 2,592,828 Other assets 151,215 153,705 Excess of cost over net tangible assets acquired 6,274,986 6,061,147 $42,652,078 $41,311,391 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Bank loans $538,295 $6,504,561 Accounts payable 2,889,368 2,548,653 Income taxes payable 462,871 345,638 Accrued salaries and wages 385,858 446,899 Other accrued liabilities 239,726 439,241 Total current liabilities 4,516,118 10,284,992 Long-term debt 5,460,378 Shareholders' equity: Common stock, $.10 par value 981,077 980,421 Additional paid-in capital 26,998,503 26,988,275 Retained earnings 14,223,157 12,366,588 Cost of shares held in treasury (8,455,035) (8,455,035) Cumulative translation adjustment (1,072,120) (853,850) Total equity 32,675,582 31,026,399 $42,652,078 $41,311,391 See accompanying notes. IMMUCOR, INC. Statements of Income (Unaudited) Three Months Ended Nine Months Ended Feb. 28, Feb. 28, Feb. 28, Feb. 28, 1995 1994 1995 1994 Net sales $7,234,450 $7,004,325 $21,476,209 $22,293,819 Cost of sales 2,585,080 2,852,896 8,384,007 9,038,520 Gross profit 4,649,370 4,151,429 13,092,202 13,255,299 Research & development: Instrument 243,927 535,126 586,184 1,736,817 General 120,259 131,182 362,485 349,911 Selling, general and administrative 3,149,640 3,019,667 9,150,764 9,064,862 Total operating expenses 3,513,826 3,685,975 10,099,433 11,151,590 Income from operations 1,135,544 465,454 2,992,769 2,103,709 Other income 141,553 82,181 451,739 205,957 Interest expense (102,625) (140,567) (362,457) (455,581) Other expense (4,640) (3,717) (5,392) (25,406) Total other 34,288 (62,103) 83,890 (275,030) Income before income taxes 1,169,832 403,351 3,076,659 1,828,679 Provision for income taxes 449,852 217,376 1,220,090 642,688 Net income $719,980 $185,975 $1,856,569 $1,185,991 Net income per common and common equivalent share $0.09 $0.02 $0.24 $0.15 See accompanying notes. IMMUCOR, INC. Statements of Cash Flows (Unaudited) Nine Months Ended February 28, February 28, 1995 1994 CASH PROVIDED BY OPERATING ACTIVITIES Net income $1,856,569 $1,185,991 Adjustments to reconcile net income to net cash provided by operations: Depreciation 560,244 325,034 Amortization 269,027 218,050 Changes in assets and liabilities: Increase in accounts receivable (975,203) (270,925) Increase in inventories (11,369) (9,101) Increase in other current assets (200,915) (122,210) Increase/(Decrease) in accounts payable 340,714 (658,569) Decrease in accrued salaries and wages (61,041) (75,344) Increase in taxes payable 117,233 214,853 Increase/(Decrease) in accrued liabilities (199,516) 399,478 Cash provided by operating activities 1,695,743 1,207,257 CASH USED IN INVESTING ACTIVITIES: Purchase/deposits on property and equipment (786,487) (169,751) Other 40,000 (19,843) Cash used in investing activities (746,487) (189,594) CASH FLOWS FROM FINANCING ACTIVITIES: Increase in bank loans 779,473 Repayment of bank loans (1,178,154) Exercise of stock options 10,884 397,829 Repurchase of stock (333,516) Cash provided(used) in financing activities (1,167,270) 843,786 Effect of exchange rate changes on cash (1,590) (211,080) INCREASE IN CASH AND CASH EQUIVALENTS (246,884) 1,650,369 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 18,303,252 16,544,406 CASH AND CASH EQUIVALENTS AT END OF PERIOD $18,056,368 $18,194,775 See accompanying notes. IMMUCOR, INC. Notes to Financial Statements (Unaudited) 1. In the opinion of management, the information furnished reflects all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods. Revenues from product sales are recognized at the time of shipment. 2. Inventories are stated at the lower of first-in, first-out cost or market: As of As of February 28, 1995 May 31, 1994 Raw materials and supplies $1,695,514 $1,263,129 Work in process 950,307 413,226 Finished goods 2,523,668 3,481,765 3. Net income per common share: Net income per common share is computed using the weighted average number of common shares and dilutive common share equivalents outstanding during the respective periods. Common share and common share equivalents were 7,746,718 and 7,756,591 in the 1995 three and nine month comparable periods, and 7,847,804 and 7,831,016 in the 1994 three and nine month periods. There is no significant difference between primary and fully diluted per share amounts. 4. Domestic and foreign operations: Information concerning the Company's domestic and foreign operations is summarized below: Three Months Ended February 28, 1995: Net Revenues United States Europe Eliminations Consolidated Unaffiliated customers $3,797,245 $3,437,205 $7,234,450 Affiliates 894,934 40,606 $(935,540) -------------------------------------------------- Total 4,692,179 3,477,811 (935,540) 7,234,450 Income from operations 1,049,232 90,441 (4,129) 1,135,544 Identifiable assets 28,722,869 16,809,269 (2,880,060) 42,652,078 Nine Months Ended February 28, 1995: Net Revenues United States Europe Eliminations Consolidated Unaffiliated customers $11,465,286 $10,010,923 $21,476,209 Affiliates 2,536,378 123,077 $(2,659,455) --------------------------------------------------- Total 14,001,664 10,134,000 (2,659,455) 21,476,209 Income from operations 2,873,821 143,015 (24,067) 2,992,769 Identifiable assets 28,722,869 16,809,269 (2,880,060) 42,652,078 Sales to affiliates are valued at market prices. 5. Accounting for income taxes: The provision for income tax expense for the three months and nine months ended February 28, 1995 was $449,852, and $1,220,090, respectively. The information required to determine the current and deferred portion of these provisions was not available. IMMUCOR, INC. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Financial Condition and Liquidity: As of February 28, 1995, the Company's cash position totaled $18,056,400. For the nine months ended February 28, 1995, the Company generated cash from operating activities of $1,695,700. As of May 31, 1994, the Company's deutsche mark denominated debt totaled 9,750,000 marks. Since the beginning of the fiscal year, and through March 30, 1995, total deutsche mark debt has been reduced 1,750,000 marks. On March 30, 1995, the Company refinanced its remaining 8,000,000 deutsche mark bank debt (or $5,460,400) with a U.S. bank under a 6.9% interest rate swap agreement due September 30, 1998. The Company intends to make periodic principal payments, but is not required to do so. The Company does not have any material capital commitments. Management believes that the Company's current cash balance, internally generated funds, and amounts available under the lines of credit are sufficient to support operations for the foreseeable future. Management also believes additional credit lines would be available should the need arise. Results of Operations: Net sales Net sales for the three months ended February 28, 1995, were $7,234,500 compared to $7,004,300 in the prior year three month period, and for the nine month period, net sales totaled $21,476,200 versus $22,293,800 last year. Prior year three and nine month sales included $222,400 and $1,210,100, respectively, of the Company's blood bag business in Germany, which was discontinued. Excluding blood bag sales last year, net sales increased 7% in the third quarter due to higher sales of the Company's Capture (Registered Trademark) product line and favorable rates of foreign exchange, primarily in Germany, which caused German deutsche mark sales to be translated into higher US dollar sales. Gross profit Gross profit, as a percentage of sales revenue, increased during the three and nine month periods ended February 28, 1995 as compared to the same periods in fiscal 1994. The increase in gross profit can be attributed to discontinuing the Company's blood bag business in Germany last fiscal year, as blood bags were sold at a lesser gross margin than the Company's other products (see Net sales above). In addition, more favorable foreign exchange rates in Europe in the current year three and nine month periods reduced the cost of goods purchased in U.S. dollars and sold in Europe in local currencies. Operating expenses Instrument research and development expenses for the three and nine months ended February 28, 1995 totaled $243,900 and $586,200 respectively, compared to $535,100 and $1,736,800 in the comparable periods last year. The decline in instrument research and development expenses reflects the near completion of the development phase of the Company's blood bank instrument project, known as the ABS 2000. Other income Other income increased $59,400 during the three months ended February 28, 1995 as compared to the same period last year, primarily due to higher interest rates in the current year period over last year, which increased earnings on invested cash reserves. Provision for income taxes The provision for income taxes increased $232,500 to $449,900 for the three months ended February 28, 1995, and for the nine months ended February 28, 1995, the provision for income taxes increased $577,400 to $1,220,100. This increase can principally be attributed to a reduced research and development tax credit resulting from the decline in research and development spending (see Operating expense, above). The prior year provision included a retroactive research and development tax credit of $95,000 resulting from the Omnibus Budget Reconciliation Act of 1993 enacted on August 10, 1993. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) The Company has filed the following exhibits with this report: 11.1 Statement re computation of per share earnings. 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. (Registrant) Date: April 10, 1995 Edward L. Gallup_____________Edward L. Gallup President Richard J. Still_______________ Richard J. Still Senior Vice President - Finance (Principal Accounting Officer) EX-11 2 IMMUCOR, INC. EXHIBITS Exhibit 11.1 Statement re computation of per share earnings. Income per share calculations: Three Months Ended Nine Months Ended Feb. 28, Feb. 28, Feb. 28, Feb. 28, 1995 1994 1995 1994 Net income $719,980 $185,975 $1,856,569 $1,185,991 weighted average number of common shares and common share equivalents are as follows: Weighted average common shares outstanding 7,695,081 7,729,088 7,692,914 7,659,285 Shares issued from assumed exercise of options and warrants 51,637 118,716 63,677 171,731 Weighted average number of shares outstanding (as adjusted) 7,746,718 7,847,804 7,756,591 7,831,016 Net income per common and common equivalent share $0.09 $0.02 $0.24 $0.15 ===== ===== ===== ===== Note: shares issued from assumed exercise of options and warrants include the number of incremental shares which result from applying the "treasury stock method" for options and warrents in 1995 and 1994, APB 15, paragraph 36. There is no significant difference between primary and fully diluted per share amounts. EX-27 3
5 9-MOS MAY-31-1995 FEB-28-1995 18,056,367 0 7,956,272 0 5,169,489 32,406,805 5,090,430 2,271,358 42,652,078 4,516,118 5,460,378 981,077 0 0 31,694,505 42,652,078 21,476,209 21,476,209 8,384,007 8,384,007 10,099,433 0 362,457 3,076,659 1,220,090 1,856,569 0 0 0 1,856,569 .24 .24
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