-----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, JtpMHBjfZ68eBH+0ayyRRUUsjtTV5ltxojrmqeKXb4gzEphfPz5MkIHLMdfQygb5 Kn9SndY+D6a8r+M2H/30yw== 0001009529-96-000009.txt : 19960604 0001009529-96-000009.hdr.sgml : 19960604 ACCESSION NUMBER: 0001009529-96-000009 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960603 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: THERMOGENESIS CORP CENTRAL INDEX KEY: 0000811212 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY APPARATUS & FURNITURE [3821] IRS NUMBER: 943018487 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-16375 FILM NUMBER: 96576038 BUSINESS ADDRESS: STREET 1: 11431 SUNRISE GOLD CIRCLE SUITE A CITY: RANCHO CORDOVA STATE: CA ZIP: 95742 BUSINESS PHONE: 9166388357 FORMER COMPANY: FORMER CONFORMED NAME: INSTA COOL INC OF NORTH AMERICA DATE OF NAME CHANGE: 19920703 10QSB/A 1 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-QSB/A X Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended MARCH 31, 1996 Commission File Number: 0-16375 THERMOGENESIS CORP. (Exact name of Small Business issuer as specified in its charter) DELAWARE 94-3018487 (State or other jurisdiction (I.R.S.Employer of incorporation or organization) Identification No.) 11431 SUNRISE GOLD, STE. A, RANCHO CORDOVA, CA. 95742 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (916) 638-8357 Former name, former address and former fiscal year, if changed since last report. Check whether the issuer: (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__ The issuer had 24,765,434 shares of common stock outstanding on May 7, 1996. 1 THERMOGENESIS CORP. INDEX PART I PAGE NUMBER Condensed Financial Statements (Unaudited): Condensed Balance Sheets at March 31, 1996 and June 30, 1995 2 Condensed Statements of Operations for the Three and Nine Months ended March 31, 1996 and 1995 4 Condensed Statements of Cash Flows for the Nine Months Ended March 31, 1996 and 1995 5 Notes to Condensed Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II Item 6. Exhibits and Reports on Form 8-K. 10 SIGNATURES 11 2
THERMOGENESIS CORPORATION Condensed Balance Sheet (Unaudited) March 31, June 30, ASSETS 1996 1995 Current assets: Cash and cash equivalents $563,032 $325,965 Accounts receivable, net of allowance for doubtful of $97,913 ($72,913 at June 30, 1995) 1,494,585 675,240 Net investment in sales-type leases 35,731 35,731 Inventory 1,352,893 1,014,309 Prepaid expenses 72,681 9,711 Total current assets 3,518,922 2,060,956 Equipment, at cost less accumulated depreciation of $263,205 ($200,557 at June 30, 1995) 625,225 176,535 Long-term net investment in sales-type leases 59,252 86,460 Prepaid royalties, net of accumulated amortization of $323,870 ($277,259 at June 30, 1995) 235,630 277,241 Leased equipment, net 22,688 40,778 Other assets 18,933 20,869 $4,480,650 $2,662,839 See accompanying notes.
3
THERMOGENESIS CORPORATION Condensed Balance Sheet (Cont'd) (Unaudited) March 31, June 30, 1996 1995 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities $603,158 $512,931 Current portion of long-term lease obligations 90,135 -- Accrued payroll and related expenses 172,438 55,346 Deferred revenue -- 60,000 Customer deposits 165,630 19,523 Total current liabilities 1,031,361 647,800 Deferred rent 9,326 14,456 Long-term lease obligations 234,032 -- Commitments Shareholders' equity: Common stock, $.001 par value; 50,000,000 shares authorized: 24,765,434 issued and outstanding (20,355,434 at June 30, 1995) 24,765 20,356 Paid in capital in excess of par 9,681,723 7,794,621 Accumulated deficit (6,500,557) (5,814,394) Total shareholders' equity 3,205,931 2,000,583 $4,480,650 $2,662,839 See accompanying notes.
4
THERMOGENESIS CORPORATION Condensed Statements of Operations (Unaudited) Three Months Ended Nine Months Ended March 31, March 31, March 31, March 31, 1996 1995 1996 1995 Net sales $1,062,503 $907,364 $2,744,485 $2,745,526 Cost of Sales 623,624 619,133 1,552,630 1,641,552 Gross profit 438,879 288,231 1,191,855 1,103,974 Expenses: General and administrative expense 79,109 83,391 281,614 247,891 Selling and marketing expense 327,763 181,831 713,331 561,046 Research and development expense 437,695 123,602 881,796 294,774 Total expenses 844,567 388,824 1,876,741 1,103,711 Interest income 11,149 4,259 19,842 8,929 Interest expense 9,781 -- 21,119 -- Net income (loss) ($404,320) ($96,334) ($686,163) $9,192 Net income (loss) per share ($0.02) ($0.00) ($0.03) $0.00 Shares used in computing net income (loss) per share 24,765,000 20,349,000 22,318,000 20,858,000 See accompanying notes.
5
THERMOGENESIS CORPORATION Condensed Statements of Cash Flows Nine Months Ended March 31, 1996 and 1995 Increase (Decrease) in Cash (Unaudited) 1996 1995 Cash flows from operating activities: Net income (loss) ($686,163) $9,192 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 127,647 150,447 Net changes in operating assets and libilities: Accounts receivable (819,345) 48,920 Investment in sales type leases 27,208 (11,898) Inventory (338,584) (320,252) Prepaid expenses (62,970) 3,888 Accounts payable and accrued liabilies 90,227 99,973 Accrued payroll and related expenses 117,092 (12,718) Customer deposits 146,107 (35,791) Deferred revenue (60,000) -- Deferred rent (5,130) -- Total adjustments (777,748) (77,431) Net cash used in operating activities (1,463,911) (68,239) Cash flows from investing activities: Capital expenditures (160,035) (144,559) Sale of investments -- 45,000 Net cash used in investing activities (160,035) (99,559) Cash flows from financing activities: Issuance of common stock 1,891,511 10,600 Principal payments on long-term lease obligations (30,498) -- Net cash provided by financing activities 1,861,013 10,600 Net increase (decrease) in cash 237,067 (157,198) Cash at beginning of period 325,965 347,769 Cash at end of period $563,032 $190,571 See accompanying notes.
6 THERMOGENESIS CORP. Notes to Condensed Financial Statements March 31, 1996 (Unaudited) 1. Interim Reporting. These Condensed Financial Statements should be read in conjunction with the Company's Annual Report (Form 10-KSB) for the year ended June 30, 1995. In the opinion of management, all adjustments (which consist of only normally recurring adjustments) necessary for a fair presentation of the condensed financial statements have been made. The results of operations for the three and nine months ended March 31, 1996 are not necessarily indicative of the results to be expected for the full year. INVENTORIES Inventories are stated at the lower of cost (First-In, First-Out) or market and consist approximately of the following: March 31, June 30, 1996 1995 Raw materials $ 552,500 $ 453,669 Work in process 137,520 113,508 Finished goods 662,873 447,132 Total $ 1,352,893 $ 1,014,309 NET INVESTMENT IN SALES TYPE LEASES The net investment in sales type leases consists of the following: March 31, June 30, 1996 1995 Total minimum lease payments receivable $106,185 $ 140,020 Less unearned interest (11,202) (17,829) Net investment in sales type leases $ 94,983 $ 122,191 STATEMENT OF CASH FLOWS The Company incurred approximately $354,500 in long-term lease obligations for the purchase of computer equipment. EQUITY The Company completed a private placement of 4,400,000 common shares on December 9, 1995 and received $1,891,511 net of expenses. The placement consisted of 88 units. Each unit consisted of 50,000 common shares and 12,500 warrants to purchase common shares at $1.50 per share for six months. The Company filed a registration statement covering the shares issued within 90 days of completion of the offering as required by the terms of the financing. The shares are subject to a six month lockup period which will expire on approximately September 22, 1996, except under limited circumstances providing for early release from the lockup by the placement agent. 7 THERMOGENESIS CORP. Notes to Condensed Financial Statements (Cont'd) March 31, 1996 (Unaudited) 2. Subsequent events On May 9, 1996, the Company received 510K permission to market two licensed hand held disposable applicators designed to improve a surgeon's ability to achieve hemostasis and tissue bonding at a wound site during surgery. The applicators combine fibrinogen and thrombin at a wound site in a spray, line or dot that converts into an adhesive clot in less than one minute. The Company believes, based upon the current usage of fibrin sealant, that approximately a two million unit annual market for the applicators exists in Europe, Japan, Canada and South America where fibrin sealant is a licensed drug product. The Company expects to begin marketing the applicators, expected to be priced between $30-$50 each, in those markets late in this calendar year. 8 Management's Discussion and Analysis of Financial Condition and Results of Operation for the Three and Nine Months Ended March 31, 1996 The following is Management's discussion and analysis of certain significant factors which have affected the Company's financial condition and results of operations during the periods included in the accompanying financial statements. RESULTS OF OPERATIONS SALES AND REVENUES: Net sales increased for the three months ended March 31, 1996 by approximately 17% while showing no increase for the nine months ended March 31, 1996 from the corresponding 1995 periods. Sales increases for the three month period were primarily due to increased sales of the Company's human blood plasma freezer and thawer products. The nine month period showed no increase due to lower than expect sales of freezers and thawers in the second fiscal quarter. Cost of sales as a percent of sales for the three and nine months ended March 31, 1996 were approximately 59% and 57% respectively, as compared to 68% and 60% respectively, for the corresponding 1995 periods. The decrease in cost of sales as a percent of sales was due to improved manufacturing methods and a reduction of component costs. General and administrative expenses for the three and nine months ended March 31, 1996 decreased by 5% for the three month period but increased by 14% for the nine month period from the corresponding periods in 1995. The year to date increase was due to expanded staff and space. The quarter decrease was due to lower than expected legal and accounting expenses. Selling and marketing expenses for the three and nine months ended March 31, 1996 increased by 80% and 27%, respectively, over the corresponding periods in 1995. Expenses increased due to added personnel, additional space and related operating expenses. These increased expenses are intended to upgrade and prepare sales, marketing and customer service personnel and systems for new products nearing completion of research and development. Research and development expenses for the three and nine months ended March 31, 1996, increased by 254% and 199%, respectively, over the respective 1995 periods. The increase was due to accelerated research and development of three programs: (i) a computerized human blood plasma sample storage and retrieval system, (ii) a computerized liquid nitrogen biological storage and retrieval system and (iii) a system that converts a surgical patient's blood plasma into an autologous tissue sealant and hemostatic agent. Additional expenses have been incurred for continuing development of computer controllers for plasma thawers and freezers which feature remote diagnostics and compliance with CE96 European Union electronics standards. Management believes that research and development is essential to maintaining the Company's market position. Therefore, the Company considers such costs a continuing cost of doing business. LIQUIDITY AND CAPITAL RESOURCES The Company has consumed cash resources for operating activities. These resources have been primarily consumed for marketing activities and product development. 9 Management's Discussion and Analysis of Financial Condition and Results of Operation for the Three and Nine Months Ended March 31, 1996 (Cont'd) LIQUIDITY AND CAPITAL RESOURCES (CONT'D) Working capital increased by $1,074,405 from June 30, 1995. This increase was primarily due to the issuance of common stock which raised $1,891,511 which was offset by increases in accounts receivable, increases in inventory and operating losses primarily due to new product development. The Company believes it has sufficient resources to continue to operate for the next twelve months. The Company has no significant outstanding capital commitments at March 31, 1996. 10 PART II - OTHER INFORMATION Item 1. Legal proceedings. None. Item 2. Changes in Securities. None. Item 3. Default Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. None. Item 5. Other Information. None Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits None (b) Reports on Form 8-K. None 11 THERMOGENESIS CORP. Signatures In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. THERMOGENESIS CORP. (Registrant) Dated May 31, 1996 s/ Merrill L. Parker Merrill L. Parker, Controller (Principal Financial and Accounting Officer) s/ Philip H. Coelho Philip H. Coelho, President and Chief Executive Officer (Principal Executive Officer) EX-27 2
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S FORM 10-QSB/A FOR THE PERIOD ENDED MARCH 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 9-MOS JUN-30-1996 MAR-31-1996 563,032 0 1,494,585 97,913 1,352,893 3,518,922 888,430 263,205 4,480,650 1,031,361 0 0 0 24,765 0 4,480,650 2,744,485 2,744,485 1,522,630 1,876,741 1,277 20,000 21,119 (686,163) 0 (686,163) 0 0 0 (686,163) (.03) (.03)
-----END PRIVACY-ENHANCED MESSAGE-----