10-Q 1 form10q101a.htm FORM 10-Q FOR THE FIRST QUARTER 2001 10Q First Quarter

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31, 2001.

 

OR

 

[   ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from _______________ to _______________.

 

Commission File Number: 0-19271

 

IDEXX LABORATORIES, INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE

01-0393723

(State of incorporation)

(I.R.S. Employer Identification No.)

   

ONE IDEXX DRIVE, WESTBROOK, MAINE

04092

(Address of principal executive offices)

(Zip Code)

 
 

(207) 856-0300

(Registrant's telephone number, including area code)

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 30, 2001, 32,856,316 shares of the registrant's Common Stock, $.10 par value, were outstanding.

Page 1

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

 

INDEX

 

PAGE

PART I -- FINANCIAL INFORMATION

 

Item 1.

Financial Statements:

Consolidated Balance Sheets

March 31, 2001 and December 31, 2000

3

 

Consolidated Statements of Operations

Three Months Ended

March 31, 2001 and March 31, 2000

4

 

Consolidated Statements of Cash Flows

Three Months Ended

March 31, 2001 and March 31, 2000

5

 

Notes to Consolidated Financial Statements

6-8

 

Item 2.

Management's Discussion and Analysis of Financial

Condition and Results of Operations

9-12

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

12

 

PART II -- OTHER INFORMATION

 

Item 6.

Exhibits and Reports on Form 8-K

12

 

SIGNATURES

13

Forward Looking Information

This Quarterly Report on Form 10-Q includes certain forward-looking statements about the business of IDEXX Laboratories, Inc. and its subsidiaries (the "Company"). Such forward-looking statements are subject to risks and uncertainties that could cause the Company's actual results to vary materially from those indicated in such forward-looking statements. These risks and uncertainties are discussed in more detail in the section captioned "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Item 2 of Part I of this report.

Page 2

 

PART I -- FINANCIAL INFORMATION

 

Item 1. -- Financial Statements

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

 

Consolidated Balance Sheets

(in thousands, except per share amounts)

(Unaudited)

 

ASSETS

MARCH 31,

DECEMBER 31,

_____2001_____

______2000______

 

Current Assets:

  Cash and cash equivalents, ($6,993 is restricted as

   of March 31, 2001)

$   34,863

$   46,007

  Short-term investments

     17,682

     29,196

  Accounts receivable, less reserves of $4,220 in 2001 and

   $4,390 in 2000

     56,839

     57,266

  Inventories

     77,492

     65,935

  Deferred income taxes

     13,785

     12,738

  Other current assets

       5,901

       4,688

   Total current assets

    206,562

    215,830

Property and Equipment, at cost:

  Land

       1,188

       1,190

  Buildings and improvements

       4,553

       4,570

  Leasehold improvements

     18,946

     19,138

  Machinery and equipment

     39,991

     37,785

  Office furniture and equipment

     32,187

     33,440

  Construction-in-progress

       2,841

       2,029

     99,706

     98,152

  Less-Accumulated depreciation and amortization

     54,177

     52,491

     45,529

     45,661

Other Assets, net

     70,497

     74,305

 $322,588

 $335,796

=======

=======

     

LIABILITIES AND STOCKHOLDERS' EQUITY

     

Current Liabilities:

  Accounts payable

$   11,135

$   13,714

  Accrued expenses

     33,430

     39,908

  Notes payable

       8,473

       8,472

  Deferred revenue

     12,405

     11,955

   Total current liabilities

     65,443

     74,049

     

Stockholders' Equity:

  Common stock, $0.10 par value

   Authorized 60,000 shares

   Issued 40,362 shares in 2001 and 40,255 shares in 2000

       4,036

       4,025

   Additional paid-in capital

   298,704

   296,914

   Retained earnings

   107,860

   100,251

   Accumulated other comprehensive income (loss)

      (5,990)

      (4,964)

   Treasury stock (7,614 shares in 2001 and 7,024

    shares in 2000), at cost

  (147,465)

   (134,479)

   Total stockholders' equity

   257,145

   261,747

 $322,588

 $335,796

=======

=======

See accompanying notes to consolidated financial statements.

Page 3

 

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

 

Consolidated Statements of Operations

(in thousands, except per share amounts)

(Unaudited)

 

 

________THREE MONTHS ENDED_________

MARCH 31,

MARCH 31,

_______2001_______

_______2000_______

     

Revenue

$   91,426

$   91,389

Cost of revenue

     47,561

     47,607

  Gross profit

     43,865

     43,782

Expenses:

  Sales and marketing

     14,874

     14,845

  General and administrative

     10,378

     10,635

  Research and development

       7,425

       6,794

   Income from operations

     11,188

     11,508

Interest income, net

          701

       1,346

  Income before provision for

   Income taxes

     11,889

     12,854

Provision for income taxes

       4,280

       4,820

   Net income

$     7,609

$     8,034

=======

=======

Net income per common share:

  Basic:

$       0.23

$       0.23

=======

=======

Net income per common share:

  Diluted:

$       0.22

$       0.22

=======

=======

See accompanying notes to consolidated financial statements.

Page 4

 

 

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

 

Consolidated Statements of Cash Flows

(in thousands)

(Unaudited)

__________THREE MONTHS ENDED_________

MARCH 31,

MARCH 31,

 

________2001_______

________2000________

 

Cash Flows from Operating Activities:

Net income

$    7,609

$    8,034

Adjustments to reconcile net income to net

   cash used in operating activities:

  Depreciation and amortization

      5,149

      4,530

  Provision for (benefit of) deferred income taxes

         373

        (364)

  Changes in assets and liabilities, net of acquisitions

   and disposals:

   Accounts receivable

         428

      (5,242)

   Inventories

    (11,558)

      (4,538)

   Other current assets

          521

         (465)

   Accounts payable

       (2,579)

       (3,248)

   Accrued expenses

       (7,352)

       1,137

   Deferred revenue

         450

            (6)

    Net cash used in operating activities

       (6,959)

         (162)

Cash Flows from Investing Activities:

  Purchases of property and equipment

      (2,638)

      (3,393)

  Decrease in investments, net

    11,565

      8,505

  Increase in other assets

      (1,124)

        (835)

  Acquisition of business, net of cash acquired

           --

        (178)

  Proceeds from sale of businesses

           --

    10,400

    Net cash provided by investing activities

      7,803

    14,499

Cash Flows from Financing Activities:

  Proceeds from the exercise of stock options

      1,671

      4,135

  Purchase of treasury stock

    (12,986)

      (8,024)

    Net cash used in financing activities

    (11,315)

      (3,889)

Net effect of Exchange Rate Changes

        (673)

        (655)

Net increase (decrease) in Cash and Cash Equivalents

    (11,144)

      9,793

Cash and Cash Equivalents, beginning of period

    46,007

    58,576

Cash and Cash Equivalents, end of period

$  34,863

$  68,369

 

======

======

Supplemental Disclosure of Cash Flow Information:

  Income taxes paid during the period

$    8,500

$    2,055

======

======

  Interest paid during the period

$          --

$          --

======

======

Supplemental Disclosure of Non-cash Investing Activities:

  Receipt of notes for sale of business

$         --

$       450

======

=======

See accompanying notes to consolidated financial statements.

Page 5

 

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements

(Unaudited)

1.   Basis of Presentation

      The accompanying unaudited, consolidated financial statements of IDEXX Laboratories, Inc. ("IDEXX" or the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the requirements of Form 10-Q.

      The accompanying interim consolidated financial statements reflect, in the opinion of the Company's management, all adjustments necessary for a fair presentation of the financial position and results of operations. The results of operations for the three months ended March 31, 2001 are not necessarily indicative of the results to be expected for the full year. These financial statements should be read in conjunction with the Company's 2000 Annual Report on Form 10-K filed with the Securities and Exchange Commission.

2.   New Accounting Pronouncements

      In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS No. 133"). SFAS No. 133 establishes accounting and reporting standards for derivative instruments and for hedging activities and requires that an entity recognize all derivatives as either assets or liabilities on the balance sheet and measure those instruments at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. SFAS No. 137, Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133 - an amendment of FASB Statement No. 133 was issued in June 1999 and deferred the effective date of SFAS No. 133 to fiscal years beginning after June 15, 2000 and is applicable on both an interim and annual basis. Companies are not required to apply this statement retroactively to prior periods. The Company implemented SFAS No. 133 effective January 1, 2001 with no material impact on the financial statements.

3.   Inventories

      Inventories include material, labor and overhead, and are stated at the lower of cost (first-in, first-out) or market. The components of inventories are as follows (in thousands):

MARCH 31,

DECEMBER 31,

_________2001________

__________2000_________

Raw materials

$   18,807

$   14,857

Work-in-process

      4,256

      3,513

Finished goods

     54,429

     47,565

$   77,492

$   65,935

=======

=======

 

4.   Comprehensive Income

______THREE MONTHS ENDED______

MARCH 31,

MARCH 31,

_____2001_____

_____2000_____

 

Net income

$    7,609

$    8,034

 

  Other comprehensive income (loss):

  Foreign currency translation adjustments

     (2,097)

        (632)

  Change in fair value of derivatives

   classified as hedges, net of tax

      1,040

           --

  Change in fair market value of short-term

   investments

          31

           --

   Comprehensive income

$    6,583

$    7,402

=======

=======

Page 6

5.   Earnings Per Share

      The following is a reconciliation of shares outstanding for basic and diluted earnings per share (in thousands):

_________THREE MONTHS ENDED________

MARCH 31,

MARCH 31,

________2001_______

________2000_______

 

Basic:

  Weighted average shares outstanding

33,189

35,288

=====

=====

Diluted:

  Weighted average shares outstanding

33,189

35,288

  Dilutive effect of stock options

   issued to employees

  1,159

  1,218

  Shares assumed issued for the

   acquisition of Blue Ridge Pharmaceuticals, Inc.

    115

    115

34,463

36,621

=====

=====

6.   Commitments and Contingencies

      From time to time, the Company has received notices alleging that the Company's products infringe third-party proprietary rights. In particular, the Company has received notices claiming that certain of the Company's immunoassay products infringe third-party patents, although the Company is not aware of any pending litigation with respect to such claims. Patent litigation frequently is complex and expensive, and the outcome of patent litigation can be difficult to predict. There can be no assurance that the Company will prevail in any infringement proceedings that have been or may be commenced against the Company.

7.   Acquisitions

      Sierra Laboratories

      On March 9, 2000 the Company, through its wholly-owned subsidiary, IDEXX Veterinary Services, Inc., acquired the veterinary laboratory business of Sierra Veterinary Laboratory LLC ("Sierra"), based in Los Angeles, California, for $178,000 in cash. In addition, the Company agreed to make future payments in each of the next four years based on the results of operations, which will be treated as additional purchase price. The Company has accounted for this acquisition under the purchase method of accounting and has included the results of operations in its consolidated results since the acquisition date. Pro forma information has not been presented because of immateriality.

      Veterinary Pathology Services

      On July 1, 2000, the Company, through its wholly-owned subsidiary, IDEXX Laboratories Pty. Ltd., acquired Veterinary Pathology Services Pty. Ltd., a veterinary laboratory business with locations in Adelaide, Brisbane and Sydney, Australia for Australian Dollars 5.6 million (US $3.1 million) in cash. The Company has accounted for this acquisition under the purchase method of accounting and has included the results of operations in its consolidated results since the acquisition date. Pro forma information has not been presented because of immateriality.

      Genera Technologies Limited

      On August 11, 2000, the Company acquired Genera Technologies Limited, a U.K. based manufacturer of test kits for cryptosporidium in water, for $8.9 million in cash and $8.3 million in notes payable to the former principal shareholder, of which $7.0 million is secured by cash in escrow. The Company also agreed to make additional payments to the shareholder of up to $2.5 million based upon performance of the business after the acquisition. The Company has accounted for this acquisition under the purchase method of accounting and has included the results of operations in its consolidated results since the acquisition date. Pro forma information has not been presented because of immateriality.

Page 7

8.   Divestitures

      Food Products and Acumedia Manufacturers, Inc.

      During February 2000, the Company sold certain assets and the rights to its Lightningâ , Simplateâ and Bindâ product lines and its subsidiary Acumedia Manufacturers, Inc. ("Acumedia") for aggregate consideration of $10.4 million in cash, a $450,000 note payable, and the assumption of certain liabilities. The Company recorded a gain on the sale of $1.5 million, which was recorded as a reduction of general and administrative expense. The interest-bearing note was paid on February 16, 2001. In addition, the Company entered into non-compete agreements for up to five years.

9.   Segment Reporting

      The Company conducts business principally in three major operating segments. The Company's operating segments include the Companion Animal Group ("CAG"), the Food and Environmental Division ("FED") and other. The separate financial information of each segment is presented consistent with the way results are regularly evaluated by the chief operating decision maker in deciding how to allocate resources and in assessing performance.

      The CAG develops, designs, and distributes products and performs services for veterinarians. The CAG also manufactures certain biology based test kits for veterinarians. The FED develops, designs, manufactures and distributes products and performs services to detect disease and contaminants in food animals, food and water. Both the CAG and FED distribute products and services worldwide. Other is primarily comprised of corporate research and development and interest income.

      The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies except that most interest income and expense are not allocated to individual operating segments and income taxes are provided on each segment using the overall effective tax rate.

     The following is the segment information in accordance with this statement (in thousands):

          ________THREE MONTHS ENDED________

MARCH 31,

MARCH 31,

________2001_______

 _________2000_______

Revenue:

  CAG

$   73,567

$   74,067

  FED

     17,859

     17,322

  Other

            --

            --

  Total revenue

$   91,426

$   91,389

=======

=======

Net income:

  CAG

$    4,441

$    5,074

  FED

      3,035

      2,368

  Other

        133

        592

  Total net income

$    7,609

$    8,034

=======

=======

10.   Stock Repurchase Program

      The Company's Board of Directors has approved the repurchase of up to 10.0 million shares of the Company's Common Stock. The Company may make such purchases in the open market or in negotiated transactions. During the three months ended March 31, 2001, the Company repurchased approximately 0.6 million shares for $13.0 million. From the inception of the program to March 31, 2001, the Company had purchased 7.6 million shares for $147.5 million.

Page 8

 

Item 2.

IDEXX LABORATORIES, INC. AND SUBSIDIARIES

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

*   RESULTS OF OPERATIONS

      The Company operates primarily through two business units: the Companion Animal Group ("CAG") and the Food and Environmental Division ("FED"). The CAG comprises the Company's veterinary diagnostic products and services, its animal health pharmaceuticals and its veterinary practice information management systems. The FED comprises the Company's products and services for food animal, food and water testing. Through a series of transactions completed in late 1999 and the first quarter of 2000, the Company disposed of substantially all of its businesses related to food microbiology testing. The FED now comprises the Company's water and dairy testing business and its production animal diagnostic services business.

COMPANION ANIMAL GROUP

Three Months Ended March 31, 2001 Compared to Three Months Ended March 31, 2000

      Revenue for CAG decreased $0.5 million, or 1% to $73.6 million during the first three months of 2001 from $74.1 million in the same period of the prior year. The decrease was attributable primarily to a decrease in sales of consumables used in the Company's instruments and, to a lesser extent, a decrease in sales of feline test kits. Decreases in sales of consumables and feline test kits resulted primarily from a reduction in distributor inventory levels and to a lesser extent, the impact of a consumable sales program conducted by the Company in the second half of 2000, which temporarily increased end user inventory levels of consumables. Decreases in sales of consumables and feline test kits were partially offset by an increase in sales of veterinary reference laboratory services, sales of a pharmaceutical product introduced in December 2000 and sales of veterinary practice information management products. Increased sales of veterinary reference laboratory services were attributable primarily to increased sales at existing laboratories and to a lesser extent, to incremental sales resulting from the purchase of Veterinary Pathology Services Pty. Ltd. ("VPS") on July 1, 2000.

      Gross profit as a percentage of CAG revenue was unchanged at 46% for 2001 and 2000. The effect of an increase in sales of lower gross margin veterinary reference laboratory services and veterinary practice information management systems and services relative to sales of higher gross margin feline test kits and instrument consumables, was offset by improved margins on veterinary practice management systems and services and veterinary reference laboratory services. The increased margins from veterinary reference laboratory services were attributable primarily to cost savings from process automation and reduced courier costs. The increase in margin from veterinary practice information management systems and services was attributable to infrastructure reductions in the Company's veterinary Internet portal and of customer service operations.

      Operating expenses during the three months ended March 31, 2001 increased $1.0 million, or 4% over the same period in 2000. The increase was attributable primarily to non-recurring severance expenses associated with the infrastructure reductions described in the preceding paragraph, an increase in sales and marketing expenses associated with a hematology product under development and, to a lesser extent, increased research and development expenses associated with the development and enhancement of existing diagnostic platforms.

FOOD AND ENVIRONMENTAL DIVISION

Three Months Ended March 31, 2001 Compared to Three Months Ended March 31, 2000

      Revenue for FED increased $0.5 million, or 3% to $17.8 million during the first three months of 2001 from $17.3 million in the same period in the prior year. The increase was attributable primarily to increased sales of water testing products, including incremental revenues from the acquisition of Genera Technologies Limited ("Genera") in August 2000, and to a lesser extent, increased sales of livestock test products. This increase was partially offset by decreased sales of dairy testing products and the effect of the sale of the food microbiology testing business in the first quarter of 2000.

      The FED gross margin was unchanged at 57% for both 2000 and 2001. Increased margin percentage attributable to Genera was offset by decreased margins on dairy testing products resulting from lower sales.

Page 9

      Operating expenses during the first three months of 2001 decreased $0.6 million, or 10% from the same period in the prior year, due primarily to the elimination of operating expenses associated with the food microbiology testing products business, partially offset by incremental operating expenses associated with Genera.

INTEREST INCOME, NET

      Net interest income was $0.7 million for the quarter ended March 31, 2001 compared with $1.3 million for the same period in the prior year. The decrease in interest income was principally the result of lower invested cash balances due to the use of cash for the Company's share repurchase program and the purchase of VPS and Genera, and lower effective interest rates.

PROVISION FOR INCOME TAXES

      The Company's effective tax rate was 36% for the three-month period ended March 31, 2001 compared with 37% for the same period in 2000. The decrease in effective tax rates was the result of continued realization of tax benefit resulting from business operations in jurisdictions with lower effective income tax rates.

*   LIQUIDITY AND CAPITAL RESOURCES

      As of March 31, 2001, the Company had cash, cash equivalents, and short-term investments of $52.5 million and working capital of $141.1 million. As of March 31, 2001, $7.0 million in cash was in escrow as security for the Company's obligations under promissory notes in an equivalent aggregate principal amount issued in connection with the acquisition of Genera.

      Cash used in operating activities was $8.5 million during the quarter ended March 31, 2001. Cash of $11.6 million was used to fund an increase in inventories, principally attributable to the CAG segment. These purchases related primarily to contractual supply agreements related to instrument consumables and to development of certain pharmaceutical products nearing FDA registration.

      During 1999 and 2000, the Board of Directors authorized the purchase of up to ten million shares of the Company's Common Stock in the open market or in negotiated transactions. During the quarter ended March 31, 2001 the Company repurchased 0.6 million shares of its common stock for $13.0 million.

      The Company believes that current cash and short-term investments and funds generated from operations will be sufficient to fund the Company's operations for the foreseeable future.

*   FUTURE OPERATING RESULTS

      The future operating results of the Company are subject to a number of factors, including without limitation the following:

      The Company's future success will depend in part on its ability to continue to develop new products and services both for its existing markets and for any new markets the Company may enter in the future. In recent years sales of the Company's chemistry and hematology analyzers have declined as the Company has achieved increasing market penetration. Future growth in sales of the Company's analyzers and associated consumables will depend in part on the Company's ability to introduce new systems with new features and capabilities. The Company is currently devoting significant resources to the development of such systems. The Company also plans to devote significant resources to the growth of many of its other businesses, including its animal health pharmaceuticals business. There can be no assurance that the Company will successfully complete the development and commercialization of products and services for existing and new businesses or that such products and services, if commercialized, will be successful in the market.

      The markets in which the Company competes are subject to rapid and substantial technological change. The Company encounters, and expects to continue to encounter, intense competition in the sale of its current and future products and services. In particular, the Company has encountered increasing competition in the market for canine heartworm diagnostics and veterinary instruments. Certain of the Company's competitors and potential competitors, including large pharmaceutical companies, have substantially greater capital, manufacturing, marketing and research and development resources than the Company.

      The development, manufacturing, distribution and marketing of certain of the Company's products and provision of its services, both in the United States and abroad, are subject to regulation by various domestic and foreign governmental agencies, including the U.S. Department of Agriculture, U.S. Food and Drug Administration ("FDA") and U.S. Environmental Protection Agency. Commercialization of animal health pharmaceuticals requires submission of substantial clinical, manufacturing and other data to the FDA and regulatory approval can take several years. The FDA also regulates all aspects of the testing, manufacture, safety, labeling, storage, record keeping, advertising and promotion of animal drugs, including the monitoring of compliance with good manufacturing practice regulations. Non-compliance with applicable requirements can result in fines and other sanctions, including the initiation of product seizures, injunction actions, criminal prosecutions, product recalls and withdrawals of approvals of products. Delays in obtaining, or the failure to obtain, any necessary regulatory approvals, or non-compliance with regulatory requirements could have a material adverse effect on the Company's results of operations.

Page 10

      The Company has experienced and may experience in the future significant fluctuations in its quarterly operating results. Factors such as the introduction and market acceptance of new products and services, the mix of products and services sold and the mix of domestic versus international revenue could contribute to this quarterly variability. In addition, because many of the Company's products are sold through distributors, fluctuations may occur due to distributor purchasing patterns and distributor inventory management, which may be beyond the Company's control. The Company operates with relatively little backlog, has few long-term customer contracts and substantially all of its product and service revenue in each quarter results from orders received in that quarter. As a result, the Company's financial performance is susceptible to an unexpected downturn in product demand and may be unpredictable. In addition, the Company's expense levels are based in part on expectations of future revenue levels, and a shortfall in expected revenue could therefore result in a disproportionate decrease in the Company's net income.

      The Company's success is heavily dependent upon its proprietary technologies. The Company relies on a combination of patent, trade secret, trademark and copyright law to protect its proprietary rights. There can be no assurance that patent applications filed by the Company will result in patents being issued, that any patents owned or licensed by the Company will afford protection against competitors with similar technologies, or that the Company's non-disclosure agreements will provide meaningful protection for the Company's trade secrets and other proprietary information. Moreover, in the absence of patent protection, the Company's business may be adversely affected by competitors who independently develop substantially equivalent technologies. In addition, the Company may be required to obtain licenses to additional technologies from third parties in order to continue to sell certain products. There can be no assurance that any technology licenses which the Company desires or is required to obtain will be available on commercially reasonable terms.

      The Company's business historically has grown as a result of both internal growth and acquisitions of products and businesses. Identifying and pursuing acquisition opportunities, integrating acquired products and businesses, and managing growth require a significant amount of management time and skill. There can be no assurance that the Company will be effective in identifying and effecting attractive acquisitions, assimilating acquisitions or managing future growth.

      From time to time, the Company receives notices alleging that the Company's products infringe third-party proprietary rights. In particular, the Company has received notices claiming that certain of the Company's immunoassay products infringe third-party patents. Patent litigation frequently is complex and expensive and the outcome of patent litigation can be difficult to predict. There can be no assurance that the Company will prevail in any infringement proceedings that may be commenced against the Company, and an adverse outcome may preclude the Company from selling certain products or require the Company to pay damages or make additional royalty or other payments with respect to such sales. In addition, from time to time other types of lawsuits are brought against the Company, wherein an adverse outcome could adversely affect the Company's results of operations.

      Certain of the Company's products, and materials and components used in products, are currently available from only one source and others are available from only a limited number of sources. The Company currently purchases or is contractually required to purchase certain of the products that it sells, including its chemistry and hematology analyzers and associated consumables, active ingredients for pharmaceutical products and finished pharmaceutical products, from single sources. The Company's inability to develop alternative sources if and as required in the future, or to obtain sufficient sole or limited source products, materials or components, could result in cost increases or reductions or delays in product shipments, which could have a material adverse effect on the Company's business. Certain technologies licensed by the Company and incorporated into its products also are available only from a single source, and the Company's business may be adversely affected by the expiration or termination of any such licenses or any challenges to the technology rights underlying such licenses.

      In the first three months of 2001, international revenue was $24.4 million and accounted for 27% of total revenue, and the Company expects that its international business will continue to account for a significant portion of its total revenue. Foreign regulatory bodies often establish product standards different from those in the United States, and designing products in compliance with such foreign standards may be difficult or expensive. Other risks associated with foreign operations include possible disruptions in transportation of the Company's products, the differing product and service needs of foreign customers, difficulties in building and managing foreign operations, fluctuations in the value of foreign currencies, import/export duties and quotas, and unexpected regulatory, economic or political changes in foreign markets.

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      The development, manufacture, distribution and marketing of the Company's products and provision of its services involve an inherent risk of product liability claims and associated adverse publicity. Although the Company currently maintains liability insurance, there can be no assurance that the coverage limits of the Company's insurance policies will be adequate. Such insurance is expensive, difficult to obtain and may not be available in the future on acceptable terms or at all.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

      The Company's financial market risk consists primarily of foreign currency exchange risk. The Company operates subsidiaries in 13 foreign countries and transacts business in local currencies. The Company attempts to hedge its cash flow on intercompany sales to minimize foreign currency exposure.

      The primary purpose of the Company's foreign currency hedging activities is to protect against the volatility associated with foreign currency transactions. Corporate policy prescribes the range of allowable hedging activity. The Company primarily utilizes forward exchange contracts and options with a duration of less than 12 months. Gains and losses related to qualifying hedges of foreign currency from commitments or anticipated transactions are deferred in prepaid expenses and are included in the basis of the underlying transaction.

      Based on the Company's overall currency rate exposure at March 31, 2001, including derivative and other foreign currency sensitive instruments, a 5% change in exchange rate balances denominated in foreign currencies which are not the functional currency would not have a material impact on the results of operation. However, the effects of a 5% change in exchange rates, if not offset by hedge contracts or related price adjustments would have a material impact on the results of operations.

      In June 1998, the FASB issued SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities ("SFAS No. 133"). SFAS No. 133 establishes accounting and reporting standards for derivative instruments and for hedging activities and requires that an entity recognize all derivatives as either assets or liabilities on the balance sheet and measure those instruments at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. SFAS No. 137, Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133 - an amendment of FASB Statement No. 133 was issued in June 1999 and deferred the effective date of SFAS No. 133 to fiscal years beginning after June 15, 2000 and is applicable on both an interim and annual basis. Companies are not required to apply this statement retroactively to prior periods. The Company implemented SFAS No. 133 effective January 1, 2001 with no material impact on the consolidated balance sheet or statement of operations.

 

 

PART II -- OTHER INFORMATION

 
 

Item 6. -- Exhibits and Reports on Form 8-K

 

(b) 

Reports on Form 8-K

 

The Company filed no reports on Form 8-K during the fiscal quarter for which this report is filed.

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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.

IDEXX LABORATORIES, INC.

 

Date: May 15, 2001

 

/s/ Merilee Raines_________________

Merilee Raines

Vice President, Finance and Treasurer

(Principal Financial Officer)