-----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, MxYP0Ib75SKLD0P852i8EG4hvUjhPanoQ5JMTeEcDNdaAbLPC6+OWE60uxcEXn26 d/2LLtshQuXxUZ++ashuqg== 0000891092-04-002089.txt : 20040429 0000891092-04-002089.hdr.sgml : 20040429 20040429161837 ACCESSION NUMBER: 0000891092-04-002089 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040429 ITEM INFORMATION: FILED AS OF DATE: 20040429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABAXIS INC CENTRAL INDEX KEY: 0000881890 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 770213001 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19720 FILM NUMBER: 04765308 BUSINESS ADDRESS: STREET 1: 3240 WHIPPLE STREET 2: ROAD CITY: UNION CITY STATE: CA ZIP: 94587 BUSINESS PHONE: (510) 675-6500 MAIL ADDRESS: STREET 1: 3240 WHIPPLE STREET 2: ROAD CITY: UNION CITY STATE: CA ZIP: 94587 8-K 1 e17703_8k.txt FORM 8-K 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): April 29, 2004 ---------- ABAXIS, INC. (Exact name of registrant as specified in its charter) California 77-0213001 (State or other jurisdiction of 000-19720 (I.R.S. Employer) incorporation or organization) (Commission File Number) Identification No.) 3240 Whipple Road, Union City, CA 94587 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (510) 675-6500 ____________________________________________________ (Former name or address, if changes since last report) Item 12. On April 29, 2004, the Company released its quarterly and fiscal year 2004 earnings year end announcement (the "Earning Release") which is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety. The Earnings Release presents the Company's income from operations, net income, and net income per share on a pro forma basis excluding a one-time income tax benefit which is not a measurement of performance under accounting principles generally accepted in the United States of America. Management uses these measures in comparing the Company's historical performance and believes that these measures provide meaningful and comparable information to management and investors to assist in their review of the Company's performance relative to prior periods and its competitors. In the Earnings Release, the Company elected to present certain information on a pro forma basis to exclude the one-time tax benefit so as to provide investors with a more meaningful comparison with its historical results. The Earnings Release includes a schedule that reconciles the Company's statement of operations prepared in accordance with generally accepted accounting principles to its results on a pro forma basis for the three- and twelve-month periods ended March 31, 2004 and 2003. For the fourth quarter ended March 31, 2004, the pro forma adjustment related to a one-time income tax benefit of $19,450,000. For fiscal 2004, the pro forma adjustment related a one-time income tax benefit of $19,450,000. Exhibit No. Description - ----------- ----------- 99.1 Press release dated April 29, 2004. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated this 29th day of April 2004. Abaxis, Inc. By: /s/ Alberto Santa Ines ----------------------- Alberto Santa Ines Chief Financial Officer INDEX TO EXHIBITS Exhibit No. Description - ----------- ----------- 99.1 Press release dated April 29, 2004. EX-99.1 2 e17703ex99-1.txt PRESS RELEASE Exhibit 99.1 ABAXIS Reports Record Financial Results for the Fourth Quarter and Fiscal Year 2004 Full Year: Revenues up 35%; Net Income Attributable to Common Shareholders totals $23.6 million (inclusive of a one-time income tax benefit of $19.5 million); Net Income Attributable to Common Shareholders (before the one-time income tax benefit) totals $4.2 million, up 938% Fourth Quarter: Revenues up 25%; Net Income Attributable to Common Shareholders totals $20.9 million (inclusive of a one-time income tax benefit of $19.5 million); Net Income Attributable to Common Shareholders (before the one-time income tax benefit) totals $1.5 million, up 124% UNION CITY, Calif., April 29 /PRNewswire-FirstCall/ -- ABAXIS, Inc. (Nasdaq: ABAX), a medical products company manufacturing point-of-care blood analysis systems, today reported record financial results for the fourth quarter and the fiscal year ended March 31, 2004. Highlights for the fourth quarter and full-year fiscal 2004 include: -- Quarterly Revenues: up 25% to $12.7 million; the fifth consecutive quarter of revenues exceeding $10 million. Annual Revenues: up 35% to $46.9 million year-over-year. -- One-time Income Tax Benefit of $19.5 million recorded relating to existing deferred tax assets previously fully reserved. -- Quarterly Diluted EPS: $0.96 (including $0.89 per share for the one-time income tax benefit) compared to $0.04 in the same period last year. Annual Diluted EPS: $1.16 (including $0.96 per share for the one-time income tax benefit) versus $0.02 in the previous fiscal year. -- Quarterly U.S. sales of $10.8 million, a 32% increase over the same period last year. -- Quarterly Medical sales: up 56% to $1.8 million, representing 14% of total revenues. Annual Medical sales: up 134% to $7.1 million. -- Quarterly recurring reagent disc and HMT reagent revenue of $7.7 million, a 27% increase over the same period last year. -- Quarterly total reagent disc sales of 647,000 units, resulting in the seventh consecutive quarter of record reagent disc sales. -- Quarterly medical reagent disc sales of 68,000 units, a 76% increase over the same period last year. -- Quarterly veterinary reagent disc sales of 579,000 units, a 22% increase over the same period last year. -- Cash and short-term investments as of March 31, 2004: $17.3 million, up 66% year-over-year. Quarterly Results: For the fourth fiscal quarter, ABAXIS reported record revenues of $12.7 million, as compared with revenues of $10.2 million for the comparable period last year, an increase of 25 percent. Instrument revenue and reagent disc sales increased by 26 and 27 percent, respectively, during the quarter compared to last year's fourth quarter. The Company reported net income attributable to common shareholders of $20.9 million, compared to $661,000 for the same period last year. In the fourth quarter of fiscal 2004, the Company recorded a one-time income tax benefit of $19.5 million related to existing deferred tax assets (principally net operating loss carryforwards) because it concluded that it is more likely than not that these assets will be realized. Prior to the fourth quarter of fiscal 2004, these deferred tax assets had been fully reserved. The $19.5 million income tax benefit, which is partially offset by a current tax provision of $89,000 for the quarter, is included in total net income attributable to common shareholders of $20.9 million. The Company reported diluted net income per share of $0.96 (calculated based on 21,861,000 shares) which includes $0.89 per diluted share for the one-time income tax benefit discussed above, compared to $0.04 per share (calculated based on 17,129,000 shares) for the same period last year. Net income for the quarter benefited from the conversion, in October 2003, of Series D and E Preferred Stock into common shares; thereby eliminating the Company's obligation to distribute preferred dividends in the quarter ended March 31, 2004. Twelve Months Results: For the twelve-month period ended March 31, 2004, ABAXIS reported total revenues of $46.9 million as compared with revenues of $34.8 million for the comparable period last year, an increase of 35 percent. Net income attributable to common shareholders for the full fiscal year was $23.6 million, compared to $401,000, in the previous fiscal year. In the fourth quarter of fiscal 2004, the Company recorded a one-time income tax benefit of $19.5 million related to existing deferred tax assets (principally net operating loss carryforwards) because it concluded that it is more likely than not that these assets will be realized. Prior to the fourth quarter of fiscal 2004, these deferred tax assets had been fully reserved. The $19.5 million income tax benefit which is partially offset by a current tax provision of $242,000 for the fiscal year, is included in total net income attributable to common shareholders for fiscal 2004 of $23.6 million. The Company reported diluted net income per share of $1.16 (calculated based on 20,387,000 shares) which includes $0.96 per diluted share for the one-time income tax benefit discussed above compared to $0.02 per share (calculated based on 17,012,000 shares) in the previous fiscal year. Net income for the full fiscal year benefited from the conversion, in October 2003, of Series D and E Preferred Stock into common shares; eliminating the Company's obligation to distribute preferred dividends in fiscal 2004. Other Reported Information: Recurring reagent disc and HMT reagent revenue for the fourth fiscal quarter was $7.7 million, up 27 percent over the $6.1 million reported in the same period last year. During the quarter, the Company sold 647,000 medical and veterinary reagent discs, an increase of 26 percent compared to 513,000 medical and veterinary reagent discs sold during the same period last year. The Company sold 2,791 veterinary HMT reagent kits during the quarter, up 25 percent compared to 2,228 HMT reagent kits sold for the same period last year. "We are very pleased with the financial results of fiscal year 2004," said Clint Severson, chairman, president and chief executive officer of ABAXIS, Inc. "We are particularly proud of reporting record financial results in all four of the quarters this fiscal year. We believe that the strong market for our products combined with the disciplined execution of our strategic business plan are the factors responsible for yielding these record results." Conference Call ABAXIS has scheduled a conference call to discuss its financial results at 4:15 p.m. EDT Thursday, April 29, 2004. Participants can dial 877-356-5706 or 706-643-0580 to access the conference call, or can listen via a live Internet web cast which can be found at www.abaxis.com. A replay of the call is available by visiting www.abaxis.com for the next 30 days or by calling 800-642-1687 or 706-645-9291, access code 6719462, through May 3, 2004. This press release is also available prior to and after the call via ABAXIS' website or the Securities Exchange Commission's website at www.sec.gov. About ABAXIS ABAXIS develops, manufactures and markets portable blood analysis systems for use in any veterinary or human patient-care setting to provide clinicians with rapid blood constituent measurements. The system consists of a compact, 6.9 kilogram, portable analyzer and a series of single-use plastic discs, called reagent discs that contain all the chemicals required to perform a panel of up to 13 tests on veterinary patients and 14 tests on human patients. The system can be operated with minimal training and performs multiple routine tests on whole blood, serum or plasma samples. The system provides test results in less than 14 minutes with the precision and accuracy equivalent to a clinical laboratory analyzer. This press release includes statements that constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Reform Act"). ABAXIS claims the protection of the safe-harbor for forward-looking statements contained in the Reform Act. These forward-looking statements are often characterized by the terms "may," "believes," "projects," "expects," or "anticipates," and do not reflect historical facts. Specific forward-looking statements contained in this press release include, but are not limited to, risks and uncertainties related to fluctuations in the Company's share price, the market acceptance of the Company's products and the continuing development of its products, risks associated with manufacturing and distributing its products on a commercial scale free of defects, risks associated with entering the human diagnostic market on a larger scale, risks related to the protection of the Company's intellectual property or claims of infringement of intellectual property asserted by third parties, risks involved in carrying of inventory, risks associated with the ability to attract, train and retain competent sales personnel, general market conditions, competition and other risks detailed from time to time in ABAXIS' periodic reports filed with the United States Securities and Exchange Commission. Forward-looking statements speak only as of the date the statement was made. ABAXIS does not undertake and specifically disclaims any obligation to update any forward-looking statements. ABAXIS, Inc. Summary of Financial Information (In thousands, except per share data) (Unaudited) Three Months Twelve Months Ended Ended March 31 March 31 2004 2003 2004 2003 Net revenues $12,745 $10,176 $46,874 $34,780 Costs and operating expenses: Cost of revenues 5,950 4,992 22,966 17,755 Selling, general and administrative 3,967 3,273 14,431 11,564 Research and development 1,289 1,078 4,757 3,888 Total costs and operating expenses 11,206 9,343 42,154 33,207 Income from operations 1,539 833 4,720 1,573 Interest and other income 53 49 173 217 Interest and other expense (22) (36) (68) (149) Net income before income taxes 1,570 846 4,825 1,641 Income tax provision (benefit): (19,361) (19) (19,208) 5 Net Income $20,931 $865 $24,033 $1,636 Basic net income per share (a) $1.08 $0.04 $1.30 $0.02 Diluted net income per share (a) $0.96 $0.04 $1.16 $0.02 Weighted average common shares outstanding - basic 19,447 16,814 18,128 16,634 Weighted average common shares outstanding - diluted 21,861 17,129 20,387 17,012 (a) Net income attributable to common shareholders used in the computation of diluted net income per share for the three months ended March 31, 2004 was $20,931,000. Net income attributable to common shareholders used in the computation of diluted net income per share for the twelve months ended March 31, 2004 was $23,614,000, which includes dividends of $419,000. Net income attributable to common shareholders used in the computation of diluted net income per share for the three months ended March 31, 2003 was $661,000, which includes dividends of $204,000. Net income attributable to common shareholders used in the computation of diluted net income per share for the twelve months ended March 31, 2003 was $401,000, which includes dividends of $865,000 and a non-cash dividend charge of $370,000 related to the beneficial conversion feature contained in the Company's Series E Preferred Stock issued in April 2002. ABAXIS, Inc. Balance Sheet Data: (Unaudited and in thousands) March 31, March 31, 2004 2003 Current assets: Cash and cash equivalents $9,324 $10,430 Short-term investments 7,998 -- Accounts receivables (net) 8,202 7,482 Inventories 5,736 4,982 Prepaid expenses 384 667 Net deferred tax asset - Current 609 -- Total current assets 32,253 23,561 Property and equipment, net 8,191 8,580 Deposits and other assets 830 227 Net deferred tax asset - Non-current 20,624 -- Total assets $61,898 $32,368 Current liabilities: Accounts payable $2,721 $2,084 Dividends payable 28 408 Accrued payroll and related expenses 2,853 1,811 Other accrued liabilities 319 377 Warranty reserve 181 123 Deferred revenue 264 378 Current portion of capital lease obligations 22 58 Current portion of long-term debt -- 467 Total current liabilities 6,388 5,706 Non-current liabilities: Capital lease obligations, less current portion 16 38 Long-term debt, less current portion -- 466 Deferred rent 409 321 Deferred revenue, less current portion 474 318 Commission obligation, less current portion 39 75 Total non-current liabilities 938 1,218 Redeemable convertible preferred stock, Series E -- 3,176 Shareholders' equity: Convertible preferred stock, Series D -- 3,143 Common stock 92,441 80,608 Accumulated deficit (37,869) (61,483) Total shareholders' equity 54,572 22,268 Total liabilities, convertible preferred stock and shareholders' equity $61,898 $32,368 Reconciliation of Net Income to Net Income Attributable to Common Shareholders (in thousands) Three Months Twelve Months Ended Ended March 31 March 31 2004 2003 2004 2003 Net income $20,931 $865 $24,033 $1,636 Preferred dividends -- (204) (419) (865) Accretion of value attributable to beneficial conversion feature -- -- -- (370) Net income attributable to common shareholders $20,931 $661 $23,614 $401 Pro Forma Effect of Income Tax Benefit (in thousands) Three Months Twelve Months Ended Ended March 31 March 31 2004 2003 2004 2003 Net income attributable to common shareholders: As reported $20,931 $661 $23,614 $401 Less one-time income tax benefit (19,450) -- (19,450) -- Pro forma net income attributable to common shareholders: $1,481 $661 $4,164 $401 Net income per share: As reported - basic $1.08 $0.04 $1.30 $0.02 Pro forma - basic $0.08 $0.04 $0.23 $0.02 As reported - diluted $0.96 $0.04 $1.16 $0.02 Pro forma - diluted $0.07 $0.04 $0.20 $0.02 Customer and Geographic Information (in thousands) Three Months Twelve Months Ended Ended March 31 March 31 2004 2003 2004 2003 United States $10,816 $8,180 $40,000 $29,029 International 1,929 1,996 6,874 5,751 Total revenues $12,745 $10,176 $46,874 $34,780 Customer and Market Information (in thousands) Three Months Twelve Months Ended Ended March 31 March 31 2004 2003 2004 2003 Medical Market $1,814 $1,165 $7,119 $3,037 Veterinary Market 10,466 8,531 37,875 30,313 Other 465 480 1,880 1,430 Total revenues $12,745 $10,176 $46,874 $34,780 SOURCE ABAXIS, Inc. -0- 04/29/2004 /CONTACT: Clint Severson, Chief Executive Officer of ABAXIS, Inc., +1-510-675-6500; or retail, Joe Dorame, or institutional/analysts, Joe Diaz, +1-480-675-0400, both of RCG Capital Markets Group, for ABAXIS, Inc./ /Web site: http://www.abaxis.com / (ABAX) CO: ABAXIS, Inc. ST: California IN: MTC BIO HEA SU: ERN CCA -----END PRIVACY-ENHANCED MESSAGE-----