SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 10-K/A
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED].
For the transition period from to
------------------------ ------------------------
Commission file number 0-27316
Molecular Devices Corporation
(Exact name of Registrant as specified in its charter)
Delaware 94-2914362
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1311 Orleans Drive
Sunnyvale, California 94089
(Address of principal executive offices, including zip code)
(408) 747-1700
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of
the Act: None Securities registered pursuant to
Section 12(g) of the Act:
Name of Exchange on which
Title of Each Class Registered
- ------------------------------------ ------------------------------
Common Stock, $.001 Par Value NASDAQ National Market
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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss.229.405 of this chapter) is not contained herein, and will
not be contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [x]
The aggregate market value of the voting stock held by non-affiliates of the
Registrant as of March 15, 1998, based upon the last sale price reported for
such date on the NASDAQ National Market, was $177,955,444
The number of outstanding shares of the Registrant's Common Stock as of March
15, 1998 was 9,366,076.
DOCUMENTS INCORPORATED BY REFERENCE
Specified portions of the Proxy Statement for Registrant's 1998 Annual Meeting
of Stockholders (the "Proxy Statement") are incorporated by reference into Part
III of this Form 10-K Report.
<PAGE>
AMENDMENT NO. 1
The undersigned registrant hereby amends its Annual Report on Form 10-K for the
fiscal year ended December 31, 1997, to include Restated Financial Data
Schedules for the following periods as a result of its adoption of Statement of
Financial Accounting Standards No. 128, Earnings Per Share:
- Year Ended December 31, 1996
- Year Ended December 31, 1995
Accordingly, the undersigned hereby amends the following items, financial
statements, exhibits or other reports of its Annual Report on Form 10-K for the
year ended December 31, 1997, as set forth in the index on the following page.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report on Form 10-K/A
to be signed on its behalf by the undersigned, thereunto duly authorized on June
5, 1998.
MOLECULAR DEVICES CORPORATION
By: Andrew H. Galligan
----------------------------------------------
Andrew H. Galligan
Vice President Finance and
Chief Financial Officer (Principal Financial
and Accounting Officer)
<PAGE>
INDEX OF EXHIBITS FILED WITH FORM 10-K/A
FOR THE YEAR ENDED DECEMBER 31, 1997
Exhibit No. Description
- ----------- ------------
27.1 Restated Financial Data Schedule - year ended December 31, 1996.
27.2 Restated Financial Data Schedule - year ended December 31, 1995.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule has been restated to reflect the Company's adoption of Statement
of Financial Accounting Standards No. 128, "Earnings Per Share" (FAS 128) and
contains summary financial information extracted from the consolidated balance
sheets, consolidated statements of income and consolidated statements of cash
flows included in the Company's Form 10-K for the year ended December 31, 1997,
and is qualified in its entirety by reference to such financial statements and
the notes thereto.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 23,727
<SECURITIES> 0
<RECEIVABLES> 5,592
<ALLOWANCES> 196
<INVENTORY> 2,470
<CURRENT-ASSETS> 34,951
<PP&E> 5,516
<DEPRECIATION> 3,884
<TOTAL-ASSETS> 36,833
<CURRENT-LIABILITIES> 7,556
<BONDS> 0
0
0
<COMMON> 9
<OTHER-SE> 29,268
<TOTAL-LIABILITY-AND-EQUITY> 36,833
<SALES> 30,596
<TOTAL-REVENUES> 30,926
<CGS> 11,581
<TOTAL-COSTS> 11,741
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 35
<INTEREST-EXPENSE> 6
<INCOME-PRETAX> 1,126
<INCOME-TAX> 1,126
<INCOME-CONTINUING> 2,252
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,252
<EPS-PRIMARY> 0.26
<EPS-DILUTED> 0.24
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule has been restated to reflect the Company's adoption of Statement
of Financial Accounting Standards No. 128, "Earnings Per Share" (FAS 128) and
contains summary financial information extracted from the consolidated balance
sheets, consolidated statements of income and consolidated statements of cash
flows included in the Company's Form 10-K for the year ended December 31, 1997,
and is qualified in its entirety by reference to such financial statements and
the notes thereto.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 20,379
<SECURITIES> 0
<RECEIVABLES> 4,155
<ALLOWANCES> 168
<INVENTORY> 1,393
<CURRENT-ASSETS> 27,061
<PP&E> 5,298
<DEPRECIATION> 3,710
<TOTAL-ASSETS> 28,800
<CURRENT-LIABILITIES> 4,275
<BONDS> 0
0
0
<COMMON> 8
<OTHER-SE> 24,517
<TOTAL-LIABILITY-AND-EQUITY> 28,800
<SALES> 23,116
<TOTAL-REVENUES> 25,615
<CGS> 8,482
<TOTAL-COSTS> 10,416
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 221
<INCOME-PRETAX> 2,978
<INCOME-TAX> 1,081
<INCOME-CONTINUING> 4,059
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,059
<EPS-PRIMARY> 0.58
<EPS-DILUTED> 0.53
</TABLE>
