11-K 1 f91111e11vk.htm FORM 11-K Abaxis, Inc. 12/31/2002
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 11-K

(Mark One)

     
[X]   ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
     
    FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002

OR

     
[  ]   TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from               to

Commission file number: 000-19720

A.     Full title of plan and the address of the plan, if different from that of the issuer named below:

ABAXIS TAX DEFERRAL SAVINGS PLAN

B.     Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Abaxis, Inc.
3240 Whipple Road
Union City, California 94587


INDEPENDENT ACCOUNTANTS’ REPORT
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
NOTES TO FINANCIAL STATEMENTS
SUPPLEMENTAL SCHEDULES
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SCHEDULE OF NONEXEMPT TRANSACTIONS
SIGNATURES
EXHIBIT INDEX
EXHIBIT 23.1


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ABAXIS TAX DEFERRAL
SAVINGS PLAN

Financial Statements and Supplemental Schedules
December 31, 2002 and 2001

Table of Contents

         
    Page
Independent Accountants’ Report     1  
Financial Statements:        
Statements of Net Assets Available for Benefits     2  
Statements of Changes in Net Assets Available for Benefits     3  
Notes to Financial Statements     4  
Supplemental Schedules as of and for the year ended December 31, 2002     8  
Schedule of Assets Held for Investment Purposes        
Schedule of Nonexempt Transactions        

 


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INDEPENDENT ACCOUNTANTS’ REPORT

To the Participants and
Plan Administrator of the
Abaxis Tax Deferral
Savings Plan

We have audited the financial statements of the Abaxis Tax Deferral Savings Plan (the Plan) as of December 31, 2002 and 2001, and for the years then ended, as listed in the accompanying table of contents. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Plan’s management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2002 and 2001, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules, as listed in the accompanying table of contents, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole.

MOHLER, NIXON & WILLIAMS
Accountancy Corporation

Campbell, California
June 13, 2003

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ABAXIS TAX DEFERRAL
SAVINGS PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

                     
        December 31,
           
     
        2002   2001
       
 
Assets:
               
 
Investments, at fair value
  $ 1,814,011     $ 1,763,069  
 
Participant loans
    5,450        
 
   
     
 
   
Assets held for investment purposes
    1,819,461       1,763,069  
 
Employer’s contribution receivable
    25,713       68,231  
 
Participants’ contributions receivable
          11,238  
 
   
     
 
Net assets available for benefits
  $ 1,845,174     $ 1,842,538  
 
   
     
 

See notes to financial statements.

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ABAXIS TAX DEFERRAL
SAVINGS PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

                       
          Years ended
          December 31,
             
     
          2002   2001
         
 
Additions to net assets attributed to:
               
 
Investment income:
               
   
Dividends and interest
  $ 2,687     $ 13,099  
   
Net realized and unrealized depreciation in fair value of investments
    (389,154 )     (194,178 )
 
   
     
 
 
    (386,467 )     (181,079 )
 
   
     
 
 
Contributions:
               
   
Participants’
    445,329       486,461  
   
Employer’s
    123,431       68,231  
 
   
     
 
 
    568,760       554,692  
 
   
     
 
     
Total additions
    182,293       373,613  
 
   
     
 
Deductions from net assets attributed to:
               
 
Withdrawals and distributions
    166,212       126,978  
 
Administrative expenses
    13,445       12,998  
 
   
     
 
     
Total deductions
    179,657       139,976  
 
   
     
 
   
Net increase in net assets
    2,636       233,637  
Net assets available for benefits:
               
 
Beginning of year
    1,842,538       1,608,901  
 
   
     
 
 
End of year
  $ 1,845,174     $ 1,842,538  
 
   
     
 

See notes to financial statements.

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ABAXIS TAX DEFERRAL
SAVINGS PLAN

NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2002 AND 2001

NOTE 1 - THE PLAN AND ITS SIGNIFICANT ACCOUNTING POLICIES

General - The following description of the Abaxis Tax Deferral Savings Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

The Plan is a defined contribution plan containing a cash or deferred arrangement described in Section 401(k) of the Internal Revenue Code. The Plan was established on December 1, 1990 by Abaxis, Inc. (the Company) to provide benefits to eligible employees, as defined in the Plan document. The Plan administrator believes that the Plan is currently designed and operated in compliance with the applicable requirements of the Internal Revenue Code and the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.

Effective December 1, 2001, the Plan document was amended and restated to incorporate provisions from federal laws passed since 1994, commonly known as GUST, and certain provisions of the Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA).

Administration - The Company has appointed an Administrative Committee (the Committee) to manage the operation and administration of the Plan. The Company has contracted with a third-party administrator to process and maintain the records of participant data and, effective April 2002, with Security Trust Company to act as the trustee and custodian of Plan assets. Prior to April 2002, the Company had contracted with Charles Schwab to act as the trustee and custodian. Substantially all expenses incurred for administering the Plan are paid by the Plan.

Estimates - The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Basis of accounting - The financial statements of the Plan are prepared on the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America.

Forfeited accounts - Forfeited nonvested accounts will be used to reduce future employer contributions.

Investments - Investments of the Plan are held by Security Trust Company and invested based solely upon instructions received from participants.

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The Plan’s investments in mutual funds and the Company common stock are valued at fair value as of the last day of the Plan year, as measured by quoted market prices. Participant loans are valued at cost, which approximates fair value.

Income taxes - The Plan has received a favorable determination letter dated October 22, 2002. The Company believes that the Plan is operated in accordance with, and qualifies under, the applicable requirements of the Internal Revenue Code and related state statutes, and that the trust, which forms a part of the Plan, is exempt from federal income and state franchise taxes.

Risks and uncertainties - The Plan provides for various investment options in any combination of investment securities offered by the Plan. In addition, Company common stock is included in the Plan. Investment securities are exposed to various risks, such as interest rate, market fluctuations and credit risks. Due to the risk associated with certain investment securities, it is at least reasonably possible that changes in market values, interest rate or other factors in the near term would materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits.

NOTE 2 - RELATED PARTY AND PARTY-IN-INTEREST TRANSACTIONS

The employer’s discretionary matching contribution is invested in the Company stock. Participants may contribute to the Company stock fund and may transfer funds from the Company stock fund to other Plan investment options.

Aggregate investment in Company common stock at December 31, 2002 and 2001 was as follows:

                   
Date   Number of shares   Fair value  

 
 
 
2002
    66,293     $ 262,520    
2001
    36,877     $ 210,568    

NOTE 3 - PARTICIPATION AND BENEFITS

Participant contributions - Participants may elect to have the Company contribute a percentage of their eligible pre-tax compensation, not to exceed the amount allowable under current income tax regulations. Participants who elect to have the Company contribute a portion of their compensation to the Plan agree to accept an equivalent reduction in taxable compensation. Contributions withheld are invested in accordance with the participant’s direction.

Participants are also allowed to make rollover contributions of amounts received from other tax-qualified employer-sponsored retirement plans. Such contributions are deposited in the appropriate investment funds in accordance with the participant’s direction and the Plan’s provisions.

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Employer contributions - The Company may make discretionary matching contributions and a discretionary profit sharing contribution as defined in the Plan and as approved by the Board of Directors. In 2002 and 2001, the Company matched 50% of each eligible participant’s contribution up to a maximum of 2.5% of the participant’s compensation on a quarterly basis. No discretionary profit sharing contribution has been made in 2002 and 2001.

Vesting - Participants are immediately vested in their contributions. Participants are fully vested in the employer’s matching contributions and discretionary profit sharing contribution allocated to their account after four years and six years of credited service, respectively.

Participant accounts - Each participant’s account is credited with the participant’s contribution, Plan earnings or losses and an allocation of the Company’s contribution, if any. Allocation of the Company’s contribution is based on participant contributions and compensation, as defined in the Plan.

Payment of benefits - Upon termination, the participants or beneficiaries may receive their total benefits in a lump sum amount equal to the value of the participant’s vested interest in their account. The Plan allows for automatic lump sum distribution of participant vested account balances that do not exceed $5,000.

Loans to participants - The Plan allows participants to borrow not less than $1,000 and up to the lesser of $50,000 or 50% of their vested account balance. The loans are secured by the participant’s vested balance. Such loans bear interest at 2% above the prime rate and must be repaid to the Plan within a five-year period, unless the loan is used for the purchase of a principal residence, in which case it must be repaid within 15 years. The specific terms and conditions of such loans are established by the Committee. Outstanding loans at December 31, 2002 carry an interest rate of 6.75%.

NOTE 4 - NONEXEMPT TRANSACTIONS

Certain contributions of approximately $83 made by participants in 2002 were not deposited with the Plan custodian on a timely basis. As a consequence of the delay in the deposit of the participants’ contributions, these contributions are considered, by the United States Department of Labor, as prohibited transactions under ERISA. The Company deposited the contributions with the Plan trustee in 2003. The Company intends on making the necessary filings with the Internal Revenue Service for the 2002 late contributions.

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NOTE 5 - INVESTMENTS

The following table presents the fair values of investments and investment funds that include 5% or more of the Plan’s net assets at December 31:

                   
      2002   2001
     
 
Abaxis, Inc. common stock
  $ 262,520     $ 210,568  
Weitz Partners Value Fund
    156,003       167,038  
Strong Government Securities Fund
    250,369       109,002  
Metlife Stable Value Fund
    321,346        
Munder Index 500 Fund
    117,418        
Schwab S&P 500 Index E Fund
          129,305  
RS Emerging Growth Fund
    191,776       250,884  
Janus Worldwide Fund
    103,748       124,051  
Janus Mercury Fund
    212,218       254,822  
Davis New York Venture Fund
    97,509       103,148  
Schwab Retirement Money Market Fund
          361,363  
Other Funds individually less than 5% of net asset
    106,554       52,888  
 
   
     
 
 
Assets held for investment purposes
  $ 1,819,461     $ 1,763,069  
 
   
     
 

The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value as follows for the years ended December 31:

                   
    2002   2001  
   
 
 
Common stock
  ($ 88,644 )   $ 28,387    
Mutual funds
    (300,510 )     (222,565 )  
 
   
     
   
 
  ($ 389,154 )   ($ 194,178 )  
 
   
     
   

NOTE 6 - PLAN TERMINATION OR MODIFICATION

The Company intends to continue the Plan indefinitely for the benefit of its participants; however, it reserves the right to terminate or modify the Plan at any time by resolution of its Board of Directors and subject to the provisions of ERISA. In the event the Plan is terminated in the future, participants would become fully vested in their accounts.

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SUPPLEMENTAL SCHEDULES

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ABAXIS TAX DEFERRAL
SAVINGS PLAN
  EIN: 77-0213001
PLAN #001
     
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2002
   
                     
    Identity of issue, borrower,   Description of investment including maturity date,   Current
    lessor or similar party   rate of interest, collateral, par or maturity value   value
   
 
 
*   Abaxis, Inc.     Common stock     $ 262,520  
    Metlife Stable Value Fund     Mutual fund       321,346  
    Strong Government Securities Fund     Mutual fund       250,369  
    Janus Mercury Fund     Mutual fund       212,218  
    RS Emerging Growth Fund     Mutual fund       191,776  
    Weitz Partners Value Fund     Mutual fund       156,003  
    Munder Index 500 Fund     Mutual fund       117,418  
    Janus Worldwide Fund     Mutual fund       103,748  
    Davis New York Venture Fund     Mutual fund       97,509  
    First Eagle So Gen Overseas Fund     Mutual fund       81,519  
    Royce Low Priced Stock     Mutual fund       4,447  
    Schwab Retirement Money Market Fund     Money Market       12,296  
    Cash     Cash       2,842  
*   Participant loans     Interest rate of 6.75%       5,450  
                 
 
          Total   $ 1,819,461  
                 
 
*   Party-in-interest                

 


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ABAXIS TAX DEFERRAL
SAVINGS PLAN
  EIN: 77-0213001
PLAN #001
     
SCHEDULE OF NONEXEMPT TRANSACTIONS
YEAR ENDED DECEMBER 31, 2002
   
                         
Identity of party involved   Relationship   Description   Amount

 
 
 
Plan sponsor
  Employer   Late deposits   $ 83  
 
                   
 

 


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SIGNATURES

THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the Abaxis Tax Deferral Savings Plan Administrative Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    ABAXIS TAX DEFERRAL SAVINGS PLAN
         
    By:   /s/ Alberto Santa Ines
       
Alberto Santa Ines
Date: June 30, 2003        
         
    Member of Abaxis Tax Deferral Savings Plan
    Administrative Committee,
    as Plan Administrator
         
    By:   /s/ Zara Thomas
       
Zara Thomas
         
    Member of Abaxis Tax Deferral Savings Plan
    Administrative Committee,
    as Plan Administrator

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EXHIBIT INDEX

     
Exhibit No.   Description

 
Exhibit 23.1   Consent of Independent Accountants

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