-----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, JCt8dmC5ixESUpXFQQpzXmN8086H0D+z9Rq3qc6QsS2avv/ZjsrGrf9Eb/FEpAXV MFdnLSMqPQsz+fKTBOxWCg== 0000830736-96-000022.txt : 19961115 0000830736-96-000022.hdr.sgml : 19961115 ACCESSION NUMBER: 0000830736-96-000022 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19961113 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOPOOL INTERNATIONAL INC CENTRAL INDEX KEY: 0000830736 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 581729436 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-17714 FILM NUMBER: 96660368 BUSINESS ADDRESS: STREET 1: 6025 NICOLLE ST SUITE A CITY: VENTURA STATE: CA ZIP: 93003 BUSINESS PHONE: 8056540643 MAIL ADDRESS: STREET 1: 6025 NICOLLE STREET CITY: VENTURA STATE: CA ZIP: 93003 FORMER COMPANY: FORMER CONFORMED NAME: CYTRX BIOPOOL LTD DATE OF NAME CHANGE: 19890716 10QSB/A 1 __________________________________________________________________________ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB /x/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF SECURITIES EXCHANGE ACT OF 1934 / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 1996 ___________________________________________________________ COMMISSION FILE NUMBER 0-17714 ___________________________________________________________ BIOPOOL INTERNATIONAL, INC. (Exact name of Registrant as specified in its charter) DELAWARE 58-1729436 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6025 Nicolle Street Ventura, California 93003 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 805-654-0643 _______________________________________________________________________ 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 proceeding 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: Outstanding at September 30, 1996, Common Stock, $.01 par value per share, 7,997,049 shares. __________________________________________________________________________ BIOPOOL INTERNATIONAL, INC. TABLE OF CONTENTS Page PART I. FINANCIAL INFORMATION Item 1 - Financial Statements (Unaudited) Consolidated Balance Sheets as of September 30, 1996 and December 31, 1995 3 Consolidated Statements of Income for the Three and Nine Month Periods Ending September 30, 1996 and 1995 5 Consolidated Statements of Cash Flows for the Nine Month Periods Ending September 30, 1996 and 1995 6 Notes to Consolidated Financial Statements 7 Item 2 - Management's Discussion and Analysis or Plan of Operation 9 PART II. OTHER INFORMATION Item 1 - Legal Proceedings Incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 1995 Item 2 - Changes in Securities Not Applicable Item 3 - Defaults upon Senior Securities Not Applicable Item 4 - Submission of Matters to a Vote of Security Holders Not Applicable Item 5 - Other Information Not Applicable Item 6 - Exhibits and Reports on Form 8-K The Company did not file any reports on Form 8-K during the three months ended September 30, 1996. SIGNATURES 10 2 BIOPOOL INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEETS
September 30, 1996 December 31, 1995 (Unaudited) _______________________________________________________________________ ASSETS CURRENT ASSETS Cash and cash equivalents $ 1,932,989 $ 1,282,527 Accounts receivable, net of allowance for doubtful accounts of $12,856 and $2,856 in 1996 and 1995, respectively 1,280,527 1,153,608 Inventories 2,283,197 1,841,910 Prepaid expenses and other current assets 231,730 414,880 Refundable income taxes 3,483 61,820 Deferred income taxes 245,591 -- _______________________________________________________________________ TOTAL CURRENT ASSETS 5,977,517 4,754,745 _______________________________________________________________________ PROPERTY AND EQUIPMENT 3,713,724 3,485,030 Less accumulated depreciation and amortization (2,012,092) (1,713,952) _______________________________________________________________________ PROPERTY AND EQUIPMENT, NET 1,701,632 1,771,078 _______________________________________________________________________ OTHER ASSETS Patent application costs, net 165,201 150,555 Excess of cost over net assets of acquired companies, net 629,291 670,586 Other assets 46,357 88,777 _______________________________________________________________________ TOTAL OTHER ASSETS 840,849 909,918 _______________________________________________________________________ TOTAL ASSETS $ 8,519,998 $ 7,435,741 _______________________________________________________________________ _______________________________________________________________________
See accompanying notes to consolidated financial statements. 3 BIOPOOL INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEETS (continued)
September 30, 1996 December 31, 1995 (Unaudited) _______________________________________________________________________________ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Bank borrowings $ 124,826 $ 22,331 Accounts payable 203,123 252,548 Accrued expenses 530,558 467,575 Income taxes payable 56,521 53,915 Current portion of long-term debt 174,033 181,621 _______________________________________________________________________________ TOTAL CURRENT LIABILITIES 1,089,061 977,990 _______________________________________________________________________________ LONG-TERM DEBT, NET 400,990 523,807 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock, $.01 par value, 50,000,000 shares authorized; 9,489,828 and 9,428,530 shares issued and outstanding at September 30, 1996 and December 31, 1995(less 1,492,779 shares held in treasury), respectively 94,899 94,286 Additional paid-in capital 9,590,107 9,547,906 Accumulated deficit (2,799,782) (3,813,162) Cumulative foreign currency translation adjustment 144,723 104,914 _______________________________________________________________________________ TOTAL STOCKHOLDERS' EQUITY 7,029,947 5,933,944 _______________________________________________________________________________ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 8,519,998 $ 7,435,741 _______________________________________________________________________________ _______________________________________________________________________________
See accompanying notes to consolidated financial statements. 4 BIOPOOL INTERNATIONAL, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
Three months ending Six months ending September 30, September 30, 1996 1995 1996 1995 _______________________________________________________________________ SALES $2,005,593 $1,659,511 $5,872,527 $4,977,749 _______________________________________________________________________ COSTS AND EXPENSES Cost of sales 972,924 828,424 2,883,771 2,434,455 Selling, general and administrative 641,817 787,066 1,807,337 1,881,275 Research and devel- opment 95,960 37,736 198,946 159,701 _______________________________________________________________________ TOTAL COSTS AND EXPENSES 1,710,701 1,653,226 4,890,054 4,475,431 _______________________________________________________________________ OPERATING INCOME 294,892 6,285 982,473 502,318 _______________________________________________________________________ OTHER INCOME (EXPENSE) Interest income 17,862 21,231 53,603 61,433 Interest expense (15,945) (20,461) (52,110) (37,444) Gain (loss) on dis- posal of assets 35 999 35 (346) Other 67 30,458 3,973 40,254 _______________________________________________________________________ TOTAL OTHER INCOME (EXPENSE) 2,019 32,227 5,501 63,897 _______________________________________________________________________ INCOME BEFORE TAXES 296,911 38,512 987,974 566,215 INCOME TAXES (BENEFIT) (30,082) 40,972 (25,406) 131,313 _______________________________________________________________________ NET INCOME (LOSS) $ 326,993 $ (2,460) $1,013,380 $ 434,902 _______________________________________________________________________ _______________________________________________________________________ NET INCOME PER SHARE $ .04 $ -- $ .13 $ .06 _______________________________________________________________________ _______________________________________________________________________
See accompanying notes to consolidated financial statements. 5 BIOPOOL INTERNATIONAL, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine months ended September 30, 1996 1995 _________________________________________________________________________ CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 1,013,380 $ 434,902 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 370,732 328,699 Other (5,511) 346 Changes in operating assets and liabilities: Accounts receivable (126,919) (251,468) Inventories (441,287) (429,901) Prepaid expenses and other assets 73,151 (200,966) Refundable income taxes 58,337 (58,249) Accounts payable and accrued expenses 13,558 571,253 Income taxes payable 2,606 (9,878) Amount due to officer -- (10,634) Deferred taxes (245,591) -- ___________________________________________________________________________ CASH PROVIDED BY OPERATING ACTIVITIES 712,456 374,104 ___________________________________________________________________________ CASH FLOWS FROM INVESTING ACTIVITIES Additions to property and equipment (228,694) (854,295) Proceeds from disposal of assets -- 2,701 Patents and other assets 106,476 (261,885) ___________________________________________________________________________ CASH USED IN INVESTING ACTIVITIES (122,218) (1,113,479) ___________________________________________________________________________ CASH FLOWS FROM FINANCING ACTIVITIES Short-term borrowings 102,495 26,087 Repayment of long-term debt (128,325) (74,992) Issuance of long-term debt 5,740 520,742 Issuance of common stock 40,505 -- ___________________________________________________________________________ CASH PROVIDED BY FINANCING ACTIVITIES 20,415 471,837 Effect of exchange rates 39,809 104,787 ___________________________________________________________________________ NET INCREASE (DECREASE) IN CASH 650,462 (162,751) CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,282,527 1,841,475 ___________________________________________________________________________ CASH AND CASH EQUIVALENTS, END OF PERIOD 1,932,989 1,678,724 ___________________________________________________________________________ CASH PAID FOR: Interest $ 54,312 $ 40,406 Income taxes 44,419 24,000 ___________________________________________________________________________ ___________________________________________________________________________
See accompanying notes to consolidated financial statements. 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Regulation S-B. Accordingly, they do not include all of the information and notes 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 nine-month period ended September 30, 1996 is not necessarily indicative of the results that may be expected for the year ended December 31, 1996. For further information, refer to the consolidated financial statements and notes thereto included in the Company's annual report on Form 10-K for the year ended December 31, 1995. The balance sheet at December 31, 1995 has been derived from the audited financial statements at that date but does not include all of the information and notes required by generally accepted accounting principles for complete financial statements. 2. INVENTORIES Inventories consist of the following:
September 30, December 31, 1996 1995 Raw materials $ 566,719 $ 616,637 Work in process 847,775 706,520 Finished products 868,703 518,753 ____________ ____________ $ 2,283,197 $ 1,841,910 ____________ ____________
3. INCOME TAXES The Company accounts for income taxes under Statement of Financial Accounting Standards No. 109 ("SFAS 109"), "Accounting for Income Taxes." Income taxes are provided based on earnings reported for financial statement purposes. Deferred taxes are provided on the temporary difference between income for financial statement and tax purposes. In accordance with the provisions of SFAS 109, the Company regularly evaluates the components of its temporary differences and the related allowance account. At September 30, 1996, the Company reduced its allowance account approximately $300,000 in order to properly reflect the future benefit of such differences. 7 4. NET INCOME PER SHARE The net income per common share is based on the average number of common shares outstanding during each year (1996 - 7,972,778; 1995 - 7,897,336). The exercise of outstanding options would have an immaterial effect on earnings per share. 5. RECLASSIFICATIONS Certain 1995 amounts have been reclassified to conform with the 1996 presentation. 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FINANCIAL CONDITION At September 30, 1996, the Company had cash and cash equivalents of approximately $1,933,000 and unused lines of credit of approximately $248,000. Working capital has remained strong at approximately 5.5 to 1. With the recent introduction of new products and the elimination of non-recurring professional fees associated with the settlement of litigation in late 1995, management believes that the Company will continue to strengthen its financial condition. Cash flows from operating activities were $712,456 for the nine months ended September 30, 1996, an increase of approximately $338,000, or 90%, over the same period in 1995. This increase was primarily due to higher sales volume and a reduction in non-recurring professional fees. The Company believes that its current capital resources, including existing cash and access to available lines of credit, together with funds generated from operations, should be sufficient to meet the Company's operating requirements through the remainder of 1996. The Company may use a portion of its cash to acquire businesses, products, or technologies complementary to its business, although it has no current commitments for any such acquisitions. RESULTS OF OPERATIONS Sales increased by $346,082, or 21%, to $2,005,593 for the three-month period ended September 30, 1996 and increased by $894,778, or 18%, to $5,872,527 for the nine months ended September 30, 1996, compared to the corresponding periods in 1995. Sales increased generally throughout all product areas, including significant growth in Minutex D-Dimer, as well as enhanced sales to certain key OEM accounts. Management expects to see continued growth in these areas during the remainder of 1996. During the nine-month period ended September 30, 1996, no customer accounted for over 10% of sales. Cost of sales, as a percent of sales, remained constant for the nine-month period ended September 30, 1996, compared to the corresponding period in 1995. Selling, general and administrative expenses decreased approximately $74,000, or 4% for the nine-month period ended September 30, 1996, over the corresponding period in 1995. This was due to the elimination of non-recurring professional fees incurred in connection with the Company's litigation in 1995. Research and development expenses during the period were not material. Net income increased to $326,993 in the third quarter of 1996 from $(2,460) in the same period in 1995, and increased 133%, from $434,902 to $1,013,380, for the corresponding nine-month periods ended September 30, 1995 and 1996, respectively. This was largely due to continuing growth in private-label accounts, the introduction of new products, and the elimination of non-recurring professional fees incurred in 1995. 9 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. Date: October 21, 1996 BIOPOOL INTERNATIONAL, INC. ___________________ _____________________________________ (Registrant) /s/ Michael D. Bick, Ph.D. _____________________________________ Michael D. Bick, Ph.D. Chief Executive Officer and Chairman of the Board /s/ Jeffrey C. Hass _____________________________________ Jeffrey C. Hass Secretary and Director of Finance 10 EX-27 2
5 9-MOS DEC-31-1996 SEP-30-1996 1,932,989 0 1,293,383 (12,856) 2,283,197 5,977,517 3,713,724 (2,012,092) 8,519,998 1,089,061 0 0 0 94,899 9,734,830 8,519,998 5,872,527 0 2,883,771 4,890,054 0 0 52,110 987,974 (25,406) 0 0 0 0 1,013,380 .13 .13
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