-----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, Bta6QZAhEd/1KLRZWi5OtQr5bMJLqXHY3+MP9yQVnjGs1Lwu5mKGKDtlKjtdTPVF aVysU3tU5ELcOlIsjZLEMQ== 0000736822-98-000002.txt : 19980115 0000736822-98-000002.hdr.sgml : 19980115 ACCESSION NUMBER: 0000736822-98-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19971130 FILED AS OF DATE: 19980114 SROS: NASD 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: 10-Q SEC ACT: SEC FILE NUMBER: 000-14820 FILM NUMBER: 98506517 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: November 30, 1997 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: (770) 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 January 9, 1998: Common Stock, $.10 Par Value - 8,110,671 IMMUCOR, INC. Condensed Consolidated Balance Sheets November 30, May 31, ASSETS 1997 1997 (Unaudited) (Audited) Current assets: Cash and cash equivalents $14,834,517 $15,718,234 Accounts receivable, net 11,719,401 11,066,519 Accounts receivable, other 1,739,922 1,609,000 Inventories 8,743,173 7,662,764 Income tax receivable 36,870 38,066 Deferred income taxes 357,741 358,470 Other assets 808,642 677,017 Total current assets 38,240,266 37,130,070 Long-term investment 1,000,000 1,000,000 Property and equipment, at cost 10,219,064 8,985,729 less accumulated depreciation (4,236,031) (3,652,419) 5,983,033 5,333,310 Deferred income taxes 23,176 23,176 Other assets, net 696,961 1,401,164 Excess of cost over net tangible assets acquired, net 11,985,169 12,837,926 $57,928,605 $57,725,646 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Borrowings - bank line of credit $385,175 $487,161 Accounts payable 3,266,301 3,136,117 Income taxes payable 409,064 391,616 Accrued salaries and wages 610,576 695,716 Other accrued liabilities 644,765 551,419 Total current liabilities 5,315,881 5,262,029 Long-term debt 9,978,564 10,665,658 Deferred income taxes 843,482 577,091 Shareholders' equity: Common stock, $.10 par value 809,417 807,873 Additional paid-in capital 22,259,178 22,502,930 Retained earnings 20,972,986 19,868,924 Foreign currency translation adj. (2,250,903) (1,958,859) Total shareholders' equity 41,790,678 41,220,868 $57,928,605 $57,725,646 See accompanying notes. IMMUCOR, INC. Condensed Consolidated Statements of Income (Unaudited) Three Months Ended Six Months Ended November 30, November 30, November 30, November 30, 1997 1996 1997 1996 Net sales $10,192,109 $8,357,237 $19,465,588 $16,314,122 Cost of sales 4,761,634 3,520,155 8,609,015 6,658,016 Gross profit 5,430,475 4,837,082 10,856,573 9,656,106 Research and development: Instrument 56,179 32,776 156,467 51,512 General 151,900 125,366 312,911 259,498 Selling, general & admin. 4,251,331 3,983,983 8,412,310 7,818,703 Total operating expenses 4,459,410 4,142,125 8,881,688 8,129,713 Income from operations 971,065 694,957 1,974,885 1,526,393 Interest income 195,123 203,346 398,496 423,062 Interest expense (152,486) (69,602) (319,101) (145,385) Other 3,703 15,034 (9,972) (12,960) Total other 46,340 148,778 69,423 264,717 Income before inc. taxes 1,017,405 843,735 2,044,308 1,791,110 Income taxes 470,998 361,015 940,246 711,222 Net income $546,407 $482,720 $1,104,062 $1,079,888 Net income per common and common equivalent share $0.06 $0.06 $0.13 $0.13 Weighted average number of common and common equivalent shares outstanding 8,568,731 8,619,956 8,484,729 8,623,157 See accompanying notes. IMMUCOR, INC. Condensed Consolidated Statements of Cash Flows (Unaudited) Six Months Ended November 30, November 30, 1997 1996 OPERATING ACTIVITIES: Net income $1,104,062 $1,079,888 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 703,755 644,169 Amortization 302,726 164,444 Changes in assets and liabilities: Accounts receivable (652,882) (952,795) Accounts receivable, other (130,922) - Income tax receivable 1,196 (2,398) Inventories (1,080,409) (34,968) Other current assets (154,385) (469,225) Accounts payable 130,184 57,123 Income taxes payable 17,448 - Other current liabilities 274,597 307,358 Cash provided by operating activities 515,370 793,596 INVESTING ACTIVITIES: Purchase of property and equipment (779,258) (1,648,171) Decrease in other assets 29,771 8,939 Cash used in investing activities (749,487) (1,639,232) FINANCING ACTIVITIES: Borrowings / (repayment) line of credit (101,986) 1,443 Repayment of notes payable (357,419) (669,077) Exercise of stock options 95,811 4,375 Cash used in financing activities (363,594) (663,259) EFFECT OF EXCHANGE RATE CHANGES ON CASH (286,006) 258,662 DECREASE IN CASH AND CASH EQUIVALENTS (883,717) (1,250,233) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 15,718,234 20,533,422 CASH AND CASH EQUIVALENTS AT END OF PERIOD $14,834,517 $19,283,189 See accompanying notes. IMMUCOR, INC. Notes to Condensed Consolidated Financial Statements (Unaudited) 1. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six month period ended November 30, 1997 are not necessarily indicative of the results that may be expected for the year ending May 31, 1998. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended May 31, 1997. 2. Inventories are stated at the lower of first-in, first-out cost or market: As of November 30, 1997 As of May 31, 1997 Raw materials and supplies $2,553,267 $2,278,107 Work in process 426,969 669,112 Finished goods 5,762,937 4,715,545 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. There is no significant difference between primary and fully diluted per share amounts. IMMUCOR, INC. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Any statements contained herein that are not historical fact are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve risks and uncertainties. All forward-looking statements included in this document are based on information available to the Company on the date hereof, and the Company assumes no obligation to update any such forward-looking statements. Further risks are detailed in the Company's filings with the Securities and Exchange Commission, including those set forth in its Annual Report on Form 10-K for the fiscal year ended May 31, 1997. Financial Condition and Liquidity: As of November 30, 1997, the Company's cash position totaled $14,834,500. During the six months ended November 30, 1997, the Company generated cash from operating activities of $515,400, repaid $284,500 (500,000DM) of bank debt in Germany, repaid $72,900 (100,000 CAD) of bank debt in Canada, and purchased property, plant and equipment of $779,300. 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 November 30, 1997 totaled $10,192,100, an increase of 22% over last year's $8,357,200. Current year three month results include $1,049,800 in net sales from the operations of Dominion Biologicals Limited acquired in December 1996. Domestic sales increased $898,300, most of which is attributed to instrumentation product sales. In addition, sales of the Company's European subsidiaries, recorded in their functional currencies, increased 10% over last year's total. However, due to unfavorable rates of foreign exchange in Europe, when translated into U.S. dollars, European sales declined. For the six months ended November 30, 1997, net sales were $19,465,600, including $2,148,600 in net sales from the operations of Dominion Biologicals Limited, compared to $16,314,100 in the prior year. As stated above, European sales in functional currency increased, but, unfavorable rates of foreign exchange held back sales growth in U.S. dollars. Gross profit As a percent of sales, gross profit declined for the three and six month periods ended November 30, 1997, when compared to the same periods in 1996. In the U.S., the decline in gross profit margin in the current quarter was partially caused by instrumentation product sales of the IMAGN 2000 and the DIAS PLUS of approximately $750,000 which were sold at lower gross profit margins than the Company's reagent products. In addition, the Company's decision to participate in national account contracts in order to have a strong domestic presence prior to the release of the ABS2000 contributed to declining gross profit margin. In the Company's European operations, the reduction in gross profit margin was principally caused by unfavorable rates of foreign exchange in Europe which increased the cost of goods purchased in U.S. dollars and sold in local currencies. Operating expenses As compared to the prior year's three and six month periods, research and development costs increased $49,900 and $158,400, respectively. In the prior year period, two ABS2000 automated analyzers previously expensed as contract research and development were sold to the Company's Canadian distributor, and the sale ($70,000) was recorded as a reduction of research and development costs. No comparable offset of contract research and development occurred in the current year. The remainder of the increase is due to the inclusion of Dominion Biologicals Limited's operating results in the current year. Selling, general and administrative expenses for the three and six month periods ended November 30, 1997 increased $267,300 and $593,600, respectively, over the same periods last year. The acquisition of Dominion Biologicals Limited contributed $254,700 and $520,000 in selling, general and administrative expenses for the current year three and six month periods. In Europe, selling, general and administrative expense levels as recorded in functional currencies did not increase. However, due to unfavorable rates of foreign exchange, when translated into U.S. dollars, spending in Europe declined. This decline was offset by an increase in selling, general and administrative expenses in the U.S. for the current year three and six month periods. This increase was due to staff additions in sales and marketing, higher shipping charges resulting from increased sales levels and additional shareholder-related costs. Interest expense When compared to the prior year's three and six month periods, interest expense grew $82,900 and $173,700, respectively. This increase is the result of the acquisition of Dominion Biologicals Limited which was financed with the proceeds of a bank loan and the issuance of subordinated promissory notes. Income taxes As a percent of pretax income, income tax expense increased during the three and six month periods ended November 30, 1997, principally due to the earnings of Dominion Biologicals Limited being subject to a higher income tax rate in Canada than the U.S. tax rate. 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. 27 Financial data schedule. (b) The Company did not file any reports on Form 8-K during the six months ended November 30, 1997. 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: January 13, 1998 \s\Edward L. Gallup Edward L. Gallup, President \s\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. Primary income per share calculations: Three Month Six Months Ended November 30 November 30 November 30 November 30, 1997 1996 1997 1996 Net income $546,407 $482,720 $1,104,062 $1,079,888 Weighted average number of common shares and common share equivalents are as follows: Weighted average common shares outstanding 8,098,797 8,055,077 8,089,561 8,055,056 Shares issued from assumed exercise of dilutive options and warrant 469,934 564,879 395,168 568,101 Weighted average number of shares outstanding (as adjusted) 8,568,731 8,619,956 8,484,729 8,623,157 Net income per common and common equivalent share $0.06 $0.06 $0.13 $0.13 Note: shares issued from assumed exercise of options and warrants include the numberof incremental shares which result from applying the "treasury stock method" for options and warrants. IMMUCOR, INC. EXHIBITS Exhibit 11.1 Statement re: computation of per share earnings. (continued) Fully diluted income per share calculations: Three Month Six Months Ended November 30 November 30 November 30 November 30, 1997 1996 1997 1996 Net income $546,407 $482,720 1,104,062 1,079,088 Weighted average number of common shares and common share equivalents are as follows: Weighted average common shares outstanding 8,098,797 8,055,077 8,089,651 8,055,056 Shares issued from assumed exercise of dilutive options and warrant 469,934 564,879 395,168 584,396 Weighted average number of shares outstanding (as adjusted) 8,568,731 8,619,956 8,484,819 8,639,452 Net income per common and common equivalent share $0.06 $0.06 $0.13 $0.13 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 warrants. EX-27 3
5 6-MOS MAY-31-1998 NOV-30-1997 14,834,517 0 13,459,323 0 8,743,173 38,240,266 10,219,064 (4,236,031) 57,928,605 5,315,881 9,978,564 0 0 809,417 40,981,261 57,928,605 19,465,588 19,465,588 8,609,015 8,609,015 8,881,688 0 319,101 2,044,308 940,246 1,104,062 0 0 0 1,104,062 .13 .13
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