-----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, T5BSYly9MtAIU4aUOWnmv0/hsvOx01BkzX0oO1GbzBFjYKV757xsxsNg5u2q1Ckq cpcQuBIaEw+75R+cjtol3g== 0000801748-04-000016.txt : 20041116 0000801748-04-000016.hdr.sgml : 20041116 20041115204058 ACCESSION NUMBER: 0000801748-04-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20041115 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20041116 DATE AS OF CHANGE: 20041115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEMACARE CORP /CA/ CENTRAL INDEX KEY: 0000801748 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 953280412 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15223 FILM NUMBER: 041147761 BUSINESS ADDRESS: STREET 1: 21101 OXNARD STREET CITY: WOODLAND HILLS STATE: CA ZIP: 91367 BUSINESS PHONE: 818-226-1968 MAIL ADDRESS: STREET 1: 21101 OXNARD STREEET CITY: WOODLAND HILLS STATE: CA ZIP: 91367 8-K 1 rel8k3q.txt FORM 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): November 15, 2004 HemaCare Corporation (Exact name of registrant as specified in its charter) California 000-15223 95-3280412 (State or other (Commission (IRS Employer jurisdiction File Number) Identification No.) of incorporation) 21101 Oxnard Street,Woodland Hills, CA 91367 (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code): 818-226-1968 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)) 2 Item 2.02 Results of Operations and Financial Condition - --------------------------------------------------------- On November 15, 2004, HemaCare Corporation issued a press release announcing financial results for the third quarter of 2004. A copy is attached as Exhbit 99.1 to this report and is incorporated herein by reference. Attached to the Release is a table of condensed consolidated financial data. This table inadvertantly indicated that Other Income for the nine month period ended September 30, 2004 was zero instead of the correct amount of $167,000. All of the other numbers presented in the table of condensed consolidated financial data are correct as originally published and are unaffected by this correction. The information corrected in this Current Report on Form 8-K was accurately reported in the Company's report on Form 10-Q filed with the SEC on September 15, 2004. On November 15, 2004, HemaCare Corporation held an investor conference call discussing the financial results for the third quarter of 2004. A transcript, of the presentations given by Ms. Judi Irving, CEO, and Robert S. Chilton, CFO, is attached to this report as Exhibit 99.2 and is incorporated herein by reference. The information in this Current Report on Form 8-K, including the exhibits, will not be treated as "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into a filing under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to specific information in this report. Item 9.01 Financial Statements and Exhibits - ------------------------------------------- (c) Exhibits Exhibit Number Description - -------- --------------------------------------------- 99.1 Press Release dated November 15, 2004. 99.2 Transcript of the presentations given by Judi Irving, CEO, and Robert S. Chilton, CFO, at a conference call conducted by HemaCare Corporation on November 15, 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 hereunto duly authorized. HEMACARE CORPORATION (Registrant) Date: November 15, 2004 By: /s/ Robert S. Chilton _______________________________ Robert S. Chilton, Chief Financial Officer 2 3 EXHIBIT INDEX Exhibit Number Description - -------- --------------------------------------------- 99.1 Press Release dated November 15, 2004. 99.2 Transcript of the presentations given by Judi Irving, CEO, and Robert S. Chilton, CFO, at a conference call conducted by HemaCare Corporation on November 15, 2004 3 EX-99.1 2 pr3q04.txt EXHIBIT 99.1 PRESS RELEASE DATED NOVEMBER 15, 2004 EXHIBIT 99.1 LOGO N E W S R E L E A S E For Immediate Release Contact: HemaCare Corporation JoAnn Mannise, Director of Investor Relations 877-310-0717 www.hemacare.com RELEASE DATE: November 15, 2004 HEMACARE REPORTS THIRD QUARTER FINANCIAL RESULTS _______________________________________________________________________ LOS ANGELES - - - - HemaCare Corporation (OTC Bulletin Board: HEMA.OB) today announced third quarter 2004 results of operations that produced a profit of $475,000, or $0.06 per share basic and diluted, on revenue of $6,318,000. This result includes a one time benefit of $167,000 in "Other Income" that represents the receipt of a refund of California sales taxes collected in error in prior periods by one of the Company's largest vendors. HemaCare has produced four consecutive profitable quarters since the implementation of management's restructuring plan in the third quarter of 2003. The restructuring plan resulted in the closure of several under- performing donor centers, principally located in the eastern United States, and a reduction in overhead expenses. Revenue in the third quarter of 2004 decreased $662,000, or 9.5%, compared to the $6,980,000 reported in the same period of 2003. This decline in overall revenue was due to a decrease in blood products revenue of $722,000, or 14.0%, to $4,444,000, primarily as a result of the elimination of revenue generated by operations closed as part of the restructuring plan. Blood products revenue from ongoing donor centers increased $513,000, or 13.1%, to $4,436,000 from $3,923,000 reported in the third quarter of 2003, primarily as a result of a 31.7% increase in platelet net units sold, offset by a 12.7% decrease in whole blood net units sold. Blood services revenue in the quarter increased $60,000, or 3.3%, to $1,874,000 from the prior year period. While the total number of blood service procedures performed during the period decreased by 7.6% compared with the third period of 2003, blood services revenue increased primarily as a result of a 17.4% increase in the number of therapeutic apheresis procedures performed in California that have a higher average per procedure prices than the other markets serviced by the Company. - more - 2 The third quarter gross profit was $1,370,000 compared with a loss of $80,000 for the same period in 2003. The gross profit percentage in the quarter increased to 21.7% from a 1.1% loss for the same period in 2003. This improvement in gross profit is the result of the elimination of losses associated with under-performing donor centers closed in late 2003, the elimination of costs associated with management's restructuring plan completed in late 2003, increased sales volume of single donor platelets from ongoing centers, and operational efficiencies from higher volumes at the ongoing donor centers. In addition, the Company has taken steps to improve pricing during the renewal of the Company's hospital contracts. For the nine months ended September 30, 2004, the Company generated $1,209,000 of net income, or $0.16 per share basic and $0.15 per share diluted, on revenue of $19,975,000, compared with a net loss of $4,943,000, or $0.64 loss per share, on revenue of $20,848,000, during the same period of 2003. This represents one of the most profitable periods in the history of the Company. Commenting on the third quarter results, Judi Irving, President and Chief Executive Officer, stated, "Our restructuring plan, implemented over a year ago, enabled us to build a profitable foundation for HemaCare. We continue to be very pleased with our accomplishments over the past year. During the past four consecutive profitable quarters, following the implementation of the restructuring plan, the Company has generated $1,473,000 in pretax net income, representing one of the most profitable four consecutive quarter periods in the Company's history. We now need to focus on revenue growth. We are also prioritizing a list of deferred infrastructure projects important to the Company's long term success." HemaCare will be holding an interactive investor conference call on Monday, November 15, 2004, at 1:00 pm (Eastern Standard Time). Judi Irving, President and CEO, and Robert Chilton, Executive Vice President and CFO, will review the third quarter 2004 financial results. To participate in the call, please call 800-309-8563 and ask to join HemaCare's third quarter earnings conference call. A recording will be available two hours following the call through midnight, November 19, 2004 that can be replayed by calling 800-642-1687, ID number 2019588. ABOUT HEMACARE CORPORATION Founded in 1978, HemaCare is a national provider of blood products and services, and is believed to be the only publicly traded company engaged in the blood industry in the United States. HemaCare is licensed by the FDA and accredited by the American Association of Blood Banks. The Company focuses on providing cost effective, high quality solutions to the blood- related needs of U.S. hospitals and others. This press release contains "forward-looking statements" within the meaning of the term in the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Additional written or oral forward-looking statements may be made by the Company from time to time in filings with the Securities and Exchange Commission or otherwise. Statements contained herein that are not historical facts are forward-looking statements pursuant to the safe harbor provisions referenced above. Forward-looking statements are inherently subject to risks and uncertainties some of which cannot be predicted or quantified. Such risks and uncertainties include, without limitation, the risks and uncertainties set forth from time to time in reports filed by the Company with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlined in the forward-looking statements contained herein. The Company undertakes no obligation to publicly release any revision to these forward-looking statements made to reflect events or circumstances after the date hereof. - more - 3 HemaCare Corporation Condensed Consolidated Data (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, 2004 2003 2004 2003 ------------ ------------ ------------ ------------ STATEMENT OF INCOME (OPERATIONS) Revenues....................... $ 6,318,000 $ 6,980,000 $19,975,000 $20,848,000 Gross Profit................... $ 1,370,000 $ (80,000) $ 4,304,000 $ 1,372,000 ------------ ------------ ------------ ------------ General and administrative expenses...................... $ 1,062,000 $ 1,439,000 $ 3,262,000 $ 3,331,000 Other Income................... $ 167,000 $ - $ - $ - ------------ ------------ ------------ ------------ Income (loss) before income taxes......................... $ 475,000 $(1,519,000) $ 1,209,000 $(1,959,000) Provision for income taxes $ - $ 3,160,000 $ - $ 2,984,000 ------------ ------------ ------------ ------------ Net income (loss).............. $ 475,000 $(4,679,000) $ 1,209,000 $(4,943,000) ============ ============ ============ ============ Basic earnings (loss) per share..................... $ 0.06 $ (0.60) $ 0.16 $ (0.64) ============ ============ ============ ============ Diluted earnings (loss) per share..................... $ 0.06 $ (0.60) $ 0.15 $ (0.64) ============ ============ ============ ============ Weighted average shares oustanding - basic............ 7,796,571 7,754,430 7,769,326 7,752,196 ============ ============ ============ ============ Weighted average shares outstanding - diluted......... 8,255,209 7,754,430 8,076,949 7,752,196 ============ ============ ============ ============
September 30, 2004 December 31, 2003 ------------------ ----------------- BALANCE SHEETS Assets - ------ Cash and cash equivalents........... $ 1,506,000 $ 935,000 Other current assets................ 4,387,000 4,030,000 Non-current assets.................. 3,015,000 3,321,000 ------------ ------------ Total assets........................ $ 8,908,000 $ 8,286,000 ============ ============ Liabilities and Shareholders' Equity - ------------------------------------ Current liabilities................. $ 3,329,000 $ 3,786,000 Long-term liabilities............... 782,000 1,089,000 Shareholders' equity................ 4,797,000 3,411,000 ------------ ------------ Total liabilities and shareholders' equity............................. $ 8,908,000 $ 8,286,000 ============ ============
### EX-99.2 3 scpt3q04.txt EXHIBIT 99.2 CONFERENCE CALL SCRIPT DATED NOVEMBER 15, 2004 EXHIBIT 99.2 3rd Quarter 2004 Results Conference Call Script JoAnn Mannise: Good afternoon. My name is JoAnn Mannise, and I am the Director of Investor Relations at HemaCare. I would like to welcome everyone here today to our third quarter 2004 Financial Results Conference Call. With us here today is Judi Irving, HemaCare's President and Chief Executive Officer, and Robert Chilton, Executive Vice President and Chief Financial Officer. During this call there will be forward-looking statements on a number of subjects that are based on the Company's current expectations and are subject to various risks and uncertainties. Actual results could differ materially. Our press releases and quarterly reports on Form 10-Q, as well as our other SEC filings, identify factors that could affect those results. I refer you to those documents. We do not undertake to update forward-looking statements to reflect later events and circumstances or actual outcomes. And now I would like to introduce Judi Irving who will start with our prepared comments. Judi Irving: Thank you, JoAnn. Welcome to all of you on the call. Today we announced our financial results for the third quarter ended September 30, 2004. We reported net income of $475,000, which represents our fourth consecutive quarter of profitable results since the implementation of our restructuring plan in the third quarter of 2003. In the year since we implemented the restructuring plan the Company has earned, on a pretax basis, nearly $1.5 million which represents one of the most profitable four consecutive quarter periods in the history of the Company. On a year to date basis, our pretax net income has improved by over three million dollars compared to the first nine months of 2003. Our improved performance not only reflects the elimination of the financial drain associated with the donor centers we closed as part of the restructuring plan and the costs associated with the implementation of this plan, but more importantly reflects the improved performance of our ongoing facilities now that we are able to focus our efforts on improving our core businesses. Our ongoing blood product operations reported a revenue gain of $513,000, or 13.1%, to $4,436,000 compared with the third quarter of last year. This increase helped to offset the loss of revenue from the closures of several of our donor centers over the last twelve months. Our blood services business segment also reported a revenue gain of $60,000, or 3.3%, despite a decrease of 7.6% in the number of therapeutic procedures performed during the quarter compared to last year. This result is primarily attributable to increased procedure volume in the California market which has a higher average price than the other markets we serve. We remain very pleased with the performance of this business unit; however, historically the number of procedures and product mix in this business segment has varied substantially and we expect this variability to continue for the foreseeable future. In addition, all of our business units are highly dependent upon our ability to attract and retain qualified staff. We are working diligently to continue to increase sales volumes in our current operations. We are exploring business opportunities that will add revenue through increased utilization of our existing capacity. In addition, we are developing a priority list of deferred infrastructure projects that we intend to address in the coming months. One of these is the installation of a new computer system that will enhance the Company's ability to collect, process and deliver blood products more efficiently and with greater assurance of compliance with the Company's safety protocols. This project is expected to involve an investment of approximately $2 million over a two-year period. I will now turn the call over to Bob Chilton, who will review the operating results in more detail. Bob Chilton: Thank you, Judi. I would like to provide some additional information regarding the financial results we announced earlier today. As Judi mentioned, HemaCare's third quarter results produced net income of $475,000, or $.06 per share basic and diluted, compared with a net loss of $4,679,000 for the third quarter of 2003. The Company finished the quarter with a decrease in revenue of $662,000, or 9.5% to $6,318,000, compared with the third quarter of 2003. This is primarily as a result of the elimination of revenue from donor centers closed as part of the restructuring plan implemented in the third quarter of 2003. This decrease was offset in part by the Company's ongoing blood product operations that generated $513,000, or 13.1% more revenue, during the quarter than the same period in 2003. This growth is primarily the result of a 31.7% increase in single donor platelet volume during the quarter and selected increases in prices for some blood products. This increase was offset by a 12.7% decrease in whole blood volume primarily due to staffing shortages in the California mobile collection operations. The blood services segment generated $60,000, or 3.3%, greater revenue to $1,874,000, compared with the third quarter of 2003. This growth reflects a 7.6% decline in overall procedure volume, offset by a higher average charge per procedure. The number of therapeutic procedures performed during the quarter was 1,502, compared with 1,626 for the same period in 2003. This decrease is attributable to the closure of blood service operations in Illinois, North Carolina, and Pennsylvania, as well as a decline in the number of procedures performed in the New York market. Offsetting this decrease, is a 17.4% increase in the number of procedures performed in the Southern California market. This geographic shift of procedures performed increased the average fee per procedure. Charges associated with California procedures include a charge for the use of Company owned equipment, which is not always the case outside of California. As we have noted in the past, our experience is that the number of procedures, and type of procedures performed, can fluctuate greatly from quarter to quarter. Gross profit for the quarter from the blood products segment increased $1,326,000, to $738,000 compared to an operating loss of $588,000 in 2003. This improvement was due to the elimination of losses from under-performing donor centers that were closed in late 2003, the elimination of the costs associated with the implementation of the restructuring plan, and increased operating efficiencies derived from larger platelet sales volumes at the ongoing donor centers. The gross profit percentage for the ongoing donor centers during the third quarter improved to 16.5%, compared with just 4.3% during the same period in 2003. General and administrative expenses decreased in the third quarter of 2004 by $377,000, or 26.2%, when compared with the same period in 2003. This is the result of several factors including a $217,000 decrease in bad debt expense, a $55,000 decrease in accounting fees, a $58,000 decrease in depreciation expense, and a $57,000 decrease in overhead salary expense. The decrease in bad debt expense reflects the elimination of additions to the allowance for doubtful accounts in the third quarter of 2003 associated with the closure of donor centers as part of the restructuring plan. The reduction in accounting fees reflects a change to a lower cost auditing firm, and a change in the third quarter of 2003 to expense audit and tax preparation fees in the year under audit and the year of the tax return. The decrease in depreciation expense reflects the elimination of depreciation expense recognized in the third quarter of 2003 associated with selected assets that were determined to have no remaining value to the Company. Finally, the decrease in overhead salary reflects the elimination of several overhead positions related to the implementation of management's restructuring plan. These reductions in general and administrative expenses were partially offset by a $48,000 increase in bonus expense compared with the same period in 2003. This is the result of the accrual of management bonuses based on the achievement of profit targets. The balance sheet as of September 30, 2004 shows cash and cash equivalents of $1,506,000 compared to $935,000 as of the end of 2003. Working capital increased substantially to $2,564,000 from $1,179,000 as of the end of 2003. Our operations are now producing a steady stream of positive cash flow, enabling the Company to eliminate debt and build cash reserves. As an example, the Company has paid off all of the debt owed to Comerica Bank, or $695,000, in 2004. Net accounts receivable increased to $3,259,000 from $3,128,000 as of December 31, 2003. The Company experienced an increase in the days sales outstanding statistic since the end of 2003 to 47 days compared with 42 days as of December 31, 2003; however, this level is consistent with the days sales outstanding statistic as of September 30, 2003 which stood at 45 days. Finally, the Company continues to derive the benefit of deferred tax carryforwards that has eliminated the need to recognize federal income tax expense this year. We continue to evaluate the level of our deferred tax valuation reserve given our recent improved profitability, but plan to proceed cautiously when considering changes to this reserve. This concludes my prepared remarks regarding the third quarter 2004 financial results. I would like to now turn the call back over to Judi for some concluding remarks. Judi Irving: Thank you Bob. In closing, we are pleased with the performance of the Company over the past year. Our consistent profitability has strengthened our balance sheet and provides the resources we need to invest back into the business. We are prioritizing a list of deferred infrastructure improvement projects, that we feel are necessary for revenue growth. We will continue to work hard to solidify the gains we have made and take all appropriate steps to enhance the opportunity for future profitability. This concludes our prepared remarks. We will now open the conference for your questions. Operator, would you please provide the callers with the necessary instructions. -----END PRIVACY-ENHANCED MESSAGE-----