UTAH MEDICAL PRODUCTS INC
10-Q, 2000-08-14
SURGICAL & MEDICAL INSTRUMENTS & APPARATUS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

                  Quarterly Report Under Section 13 or 15(d) of
                       The Securities Exchange Act of 1934



For quarter ended: June 30, 2000                     Commission File No. 0-11178
                                                                         -------


                           UTAH MEDICAL PRODUCTS, INC.
                           ---------------------------
             (Exact name of Registrant as specified in its charter)


             UTAH                                                87-0342734
-------------------------------                              ------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)


                               7043 South 300 West
                               Midvale, Utah 84047
                              ---------------------
                     Address of principal executive offices


Registrant's telephone number:      (801) 566-1200
                                    --------------


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Sections 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
                                                 ---      ---

     The number of shares  outstanding  of the  registrant's  common stock as of
August 10, 2000: 6,131,223
                 ---------


<PAGE>



                           UTAH MEDICAL PRODUCTS, INC.
                           ---------------------------
                               INDEX TO FORM 10-Q
                               ------------------



PART I - FINANCIAL INFORMATION                                              PAGE
                                                                            ----

  Item 1.  Financial Statements

        Consolidated Condensed Balance Sheets as of
        June 30, 2000 and December 31, 1999  ..............................  1

        Consolidated Condensed Statements of Income for the three
        and six months ended June 30, 2000 and June 30, 1999  .............  2

        Consolidated Statements of Cash Flows for the
        six months ended June 30, 2000 and June 30, 1999  .................  3

        Notes to Consolidated Condensed Financial Statements  .............  4


  Item 2.  Management's Discussion and Analysis of
             Financial Condition and Results of Operations  ...............  6

PART II - OTHER INFORMATION

  Item 6.  Exhibits and Reports on Form 8-K  .............................  10


SIGNATURES  .............................................................   10


<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
<TABLE>
<CAPTION>


                                   UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
                                   --------------------------------------------
                                    CONSOLIDATED CONDENSED BALANCE SHEETS AS OF
                                    -------------------------------------------
                                        JUNE 30, 2000 AND DECEMBER 31, 1999
                                        -----------------------------------
                                                  (in thousands)



                                                                (unaudited)                        (audited)
                                                               JUNE 30, 2000                   DECEMBER 31, 1999
                                                              --------------                  ------------------

<S>                                                           <C>                             <C>
ASSETS
------

CURRENT ASSETS:
Cash                                                            $       858                     $        647
Accounts receivable - net                                             3,994                            4,077
Inventories                                                           3,474                            3,190
Other current assets                                                    703                              624
                                                                ------------                    -------------
Total current assets                                                  9,029                            8,538

PROPERTY AND EQUIPMENT - NET                                         10,309                           11,013

INTANGIBLE ASSETS - NET                                               7,868                            8,205
                                                                ------------                    -------------

TOTAL                                                           $    27,206                     $     27,756
                                                                ============                    =============

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

CURRENT LIABILITIES:
Accounts payable                                                $       701                     $        544
Accrued expenses                                                      1,802                            2,117
                                                                ------------                    -------------
Total current liabilities                                             2,503                            2,661

NOTES PAYABLE                                                         4,199                            5,934

DEFERRED INCOME TAXES                                                   355                              372
                                                                ------------                    -------------

Total liabilities                                                     7,057                            8,967
                                                                ------------                    -------------

STOCKHOLDERS' EQUITY:
Preferred stock - $.01 par value; authorized - 5,000
  shares; no shares issued or outstanding
Common stock - $.01 par value; authorized - 50,000
  shares; issued - June 30, 2000, 6,311 shares
  December 31, 1999, 6,453 shares                                        63                               64
Cumulative foreign currency translation adjustment                   (1,502)                          (1,250)
Retained earnings                                                    21,588                           19,975
                                                                ------------                    -------------
Total stockholders' equity                                           20,149                           18,789
                                                                ------------                    -------------

TOTAL                                                           $    27,206                     $     27,756
                                                                ============                    =============
see notes to consolidated condensed financial statements
</TABLE>

                                                          -1-


<PAGE>
<TABLE>
<CAPTION>

                                   UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
                                   --------------------------------------------
                             CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS FOR THE
                             -------------------------------------------------------
                            THREE AND SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999
                            ----------------------------------------------------------
                                            (in thousands - unaudited)


                                                      THREE MONTHS ENDED                   SIX MONTHS ENDED
                                                             JUNE 30,                           JUNE 30,
                                                -------------------------------      -------------------------------
                                                    2000             1999                2000             1999
                                                --------------   --------------      --------------   --------------
<S>                                            <C>               <C>                 <C>              <C>

NET SALES                                       $       6,956    $       7,320       $      13,621    $      14,338

COST OF SALES                                           3,083            3,450               6,077            6,781
                                                --------------   --------------      --------------   --------------

GROSS MARGIN                                            3,873            3,870               7,544            7,557
                                                --------------   --------------      --------------   --------------

EXPENSES:

Selling, general and administrative                     1,593            1,722               3,237            3,434
Research & development                                    152              141                 300              362
                                                --------------   --------------      --------------   --------------

Total                                                   1,745            1,863               3,537            3,796
                                                --------------   --------------      --------------   --------------

INCOME FROM OPERATIONS                                  2,128            2,008               4,007            3,761

OTHER INCOME                                               34              106                  71              221
                                                --------------   --------------      --------------   --------------

INCOME BEFORE INCOME TAX EXPENSE                        2,162            2,114               4,078            3,982

INCOME TAX EXPENSE                                        779              765               1,470            1,434
                                                --------------   --------------      --------------   --------------

NET INCOME                                      $       1,383    $       1,349       $       2,608    $       2,548
                                                ==============   ==============      ==============   ==============

BASIC EARNINGS PER SHARE                        $        0.22    $        0.18       $        0.41    $        0.33
                                                ==============   ==============      ==============   ==============

DILUTED EARNINGS PER SHARE                      $        0.22    $        0.18       $        0.41    $        0.33
                                                ==============   ==============      ==============   ==============

SHARES OUTSTANDING - BASIC                              6,383            7,651               6,416            7,794
                                                ==============   ==============      ==============   ==============

SHARES OUTSTANDING - DILUTED                            6,402            7,662               6,436            7,796
                                                ==============   ==============      ==============   ==============

see notes to consolidated condensed financial statements
</TABLE>

                                                           -2-


<PAGE>
<TABLE>
<CAPTION>

                                    UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
                                    --------------------------------------------
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                       -------------------------------------
                              FOR THE SIX MONTHS ENDED JUNE 30, 2000 AND JUNE 30, 1999
                              --------------------------------------------------------
                                             (in thousands - unaudited)
                                                                                             JUNE 30,
                                                                               --------------------------------------
                                                                                   2000                     1999
                                                                               -------------            -------------
<S>                                                                            <C>                     <C>

CASH FLOWS FROM OPERATING ACTIVITIES:
Net income                                                                     $      2,608             $      2,548
                                                                               -------------            -------------
Adjustments to reconcile net income to net
    cash provided by operating activities:
    Depreciation and amortization                                                     1,125                    1,042
    Provision for (recovery of) losses on accounts receivable                            11                      (31)
    (Gain ) loss on disposal of assets                                                   (1)                       1
    Deferred income taxes                                                               (40)                     (60)
    Tax benefit attributable to exercise and disposition
      of incentive stock options and stock purchase rights                                                         1
Changes in operating assets and liabilities:
    Accounts receivable - trade                                                         160                       90
    Accrued interest and other receivables                                             (123)                     285
    Inventories                                                                        (281)                     743
    Prepaid expenses                                                                    (57)                     (48)
    Accounts payable                                                                    165                      (64)
    Accrued expenses                                                                   (307)                    (389)
    Deferred revenue                                                                      0                       (2)
                                                                               -------------            -------------
Total adjustments                                                                       652                    1,568
                                                                               -------------            -------------
Net cash provided by operating activities                                             3,260                    4,116
                                                                               -------------            -------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures for:
    Property and equipment                                                             (215)                    (281)
    Intangible assets                                                                  (100)                      (3)
Proceeds from sale of property and equipment                                             10                        0
                                                                               -------------            -------------
Net cash used in investing activities                                                  (305)                    (284)
                                                                               -------------            -------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock                                                    0                       22
Common stock purchased and retired                                                     (996)                  (2,784)
Decrease in note payable                                                             (1,735)                  (1,343)
                                                                               -------------            -------------
Net cash used in financing activities                                                (2,731)                  (4,105)
                                                                               -------------            -------------

Effect of exchange rate changes on cash                                                 (14)                     (17)

NET INCREASE (DECREASE) IN CASH                                                         211                     (290)

CASH AT BEGINNING OF PERIOD                                                             647                    1,367
                                                                               -------------            -------------

CASH AT END OF PERIOD                                                          $        858             $      1,077
                                                                               =============            =============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Cash paid during the period for income taxes                                 $      1,785             $      1,683
  Interest                                                                     $        193             $         76
see notes to consolidated condensed financial statements
</TABLE>


                                                        -3-

<PAGE>


                           UTAH MEDICAL PRODUCTS, INC.
                           ---------------------------
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
              ----------------------------------------------------
                                   (unaudited)

(1) The unaudited  financial  statements  presented herein have been prepared in
accordance  with the  instructions  to form 10-Q and do not  include  all of the
information  and note  disclosures  required by  generally  accepted  accounting
principles.  These  statements  should be read in conjunction with the financial
statements and notes included in the Utah Medical Products, Inc. ("UTMD" or "the
Company")  annual  report on form 10-K for the year  ended  December  31,  1999.
Although  the  accompanying  financial  statements  have  not been  examined  by
independent   accountants  in  accordance  with  generally   accepted   auditing
standards,  in the opinion of management,  such financial statements include all
adjustments  (consisting  only of normal  recurring  adjustments)  necessary  to
summarize fairly the Company's financial position and results of operations.

(2) Inventories at June 30, 2000 and December 31, 1999 (in thousands)  consisted
of the following:

                                 June 30,                 December 31,
                                   2000                       1999
                               ------------              --------------
  Finished goods               $      1,189              $          846
  Work-in-process                       949                         962
  Raw materials                       1,336                       1,382
                               ------------              --------------
  Total                        $      3,474              $        3,190
                               ============              ==============

(3) The Company has adopted SFAS No. 130, "Reporting Comprehensive Income." This
standard   requires   companies  to  disclose  certain  changes  in  equity  not
represented in net income such as foreign currency  translation  adjustments and
unrealized  gains/losses  on  available-for-sale  securities.  These  items  are
components  of other  comprehensive  income  which,  when  added to net  income,
represent total comprehensive income. The Company translates the currency of its
Ireland  subsidiary  which  comprises  the only  element of other  comprehensive
income.  Total  comprehensive  income for the quarter and six months ending June
30, 2000 was (in thousands) $1,393 and 2,355, respectively.

(4) In June  1999,  the  Financial  Accounting  Standards  Board  (FASB)  issued
Statement of Financial  Accounting  Standards  (SFAS) No. 137,  "Accounting  for
Derivative Instruments and Hedging Activities- Deferral of the Effective Date of
FASB Statement No. 133." SFAS 133 establishes accounting and reporting standards
for derivative instruments and requires recognition of all derivatives as assets
or liabilities in the statement of financial  position and  measurement of those
instruments at fair value.  SFAS 133 is now effective for fiscal years beginning
after June 15, 2000. UTMD believes that the adoption of SFAS 133 will not have a
material effect on the financial statements of the Company.

(5)  Forward-Looking Information
     This report  contains  certain  forward-looking  statements and information
relating to the Company that are based on the beliefs of  management  as well as
assumptions made by, and information  currently  available to, management.  When
used in this document,  the words "anticipate,"  "believe," "should," "project,"
"estimate,"  "expect," "intend" and similar  expressions,  as they relate to the
Company or its management, are intended to identify forward-looking  statements.
Such statements reflect the current view of the Company respecting future events
and are subject to certain risks, uncertainties, and assumptions,  including the
risks and uncertainties noted throughout the document.  Although the Company has
attempted to identify  important  factors that could cause the actual results to
differ  materially,  there may be other factors that cause the forward statement
not to come true as anticipated,  believed,  projected,  expected,  or intended.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying  assumptions  prove incorrect,  actual results may differ  materially
from those described  herein as  anticipated,  believed,  projected,  estimated,
expected, or intended.
     General  risk factors that may impact the  Company's  revenues  include the
market  acceptance  of  competitive   products,   obsolescence   caused  by  new
technologies,  the possible  introduction  by  competitors  of new products that
claim to have many of the  advantages of UTMD's  products at lower  prices,  the
timing and market acceptance of

                                       -4-

<PAGE>



UTMD's own new product introductions,  UTMD's ability to efficiently manufacture
its products,  including the reliability of suppliers, success in gaining access
to  important  global  distribution   channels,   marketing  success  of  UTMD's
distribution and sales partners, budgetary constraints, the timing of regulatory
approvals for newly introduced products,  third party reimbursement,  and access
to U.S. hospital customers, as that access is increasingly  constrained by group
purchasing decisions.
     Risk factors,  in addition to the risks outlined in the previous  paragraph
that may impact the  Company's  assets and  liabilities,  as well as cash flows,
include risks inherent to companies  manufacturing  products used in health care
including  claims  resulting  from the improper use of devices and other product
liability claims, defense of the Company's intellectual property, productive use
of assets in  generating  revenues,  management  of  working  capital  including
inventory  levels  required to meet delivery  commitments at a minimum cost, and
timely collection of accounts receivable.
     Additional  risk factors that may affect  non-operating  income include the
continuing viability of the Company's technology license agreements, actual cash
and investment balances, asset dispositions, and acquisition activities that may
require external funding.

(6)  Events subsequent to June 30, 2000
     On August 10, 2000,  UTMD announced a self-tender  through which it intends
to repurchase  at a price of $8.20 per share up to 1,000,000 of its shares.  The
tender offer is scheduled to commence on August 17, and expire on September  15,
2000.

                                       -5-

<PAGE>



Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

General
      UTMD  manufactures  and  markets  a  well-established  range of  specialty
medical  devices.  The  general  characteristics  of  UTMD's  business  have not
materially changed over the last several reporting  periods.  The Company's Form
10-K Annual  Report for the year ended  December  31,  1999  provides a detailed
description of products,  technologies,  markets,  regulatory  issues,  business
initiatives,  resources and business risks,  among other details,  and should be
read in conjunction  with this report.  Because of the relatively  short span of
time,  results  for any given  three or six month  period in  comparison  with a
previous three or six month period may not be indicative of comparative  results
for  the  year as a  whole.  Dollar  amounts  in the  report  are  expressed  in
thousands, except per- share amounts and where otherwise noted.

Analysis of Results of Operations
   a) Overview
      Sales in second  quarter (2Q) 2000 declined 5% from 2Q 1999,  due to lower
sales of  obstetrics  products  in the  U.S.,  and lower  sales of OEM  products
worldwide.  Despite the lower sales, operating profits improved 6% due to record
gross profit margins and tightly  controlled  operating  expenses.  Earnings per
share (EPS) were up 23% compared to 2Q 1999 due to share  repurchases.  With its
strong  cash flow,  UTMD was able to reduce  its long term debt  balance by $0.6
million  at the same time it  repurchased  131,000  shares of its stock for $0.9
million in 2Q 2000.  Results for the first half (1H) of 2000 compared to 1H 1999
in a similar way with the quarterly results  comparisons  detailed above. During
1H 2000 UTMD  reduced  its long  term  debt  balance  by $1.7  million  while it
repurchased 142,300 shares of its stock for $1.0 million.

   b) Revenues
      In 2Q 2000,  sales to customers  outside the U.S.  grew 4% while  domestic
sales, excluding component sales to Baxter,  declined 6%. Sales of components to
Baxter  declined 55% to $75 in 2Q 2000 from $167 in 2Q 1999.  Sales to Baxter in
1H 2000 were $107  compared  to $315 in 1H 1999.  First half 2000  international
sales  increased 13%, while domestic  sales,  again  excluding  sales to Baxter,
declined 7%.
      In the U.S., 2Q and 1H 2000 obstetrics product sales decreased 10% and 11%
respectively,  due to increased competition,  while electrosurgery/  gynecology/
urology product sales and neonatal product sales remained about the same in both
periods.  Blood pressure  monitoring  components  excluding sales to Baxter/ OEM
molding products were the same in 2Q 2000 compared to 2Q 1999.
      Foreign sales of obstetrics products,  electrosurgery/ gynecology products
and neonatal products increased 17%, 23% and 57%, respectively, in 2Q 2000 while
blood pressure  monitoring (BPM)  components and accessories  declined 2%. First
half 2000 foreign sales increased 17%, 54%, 94% and 5%,  respectively,  in these
same product groups.
      Global  obstetrics   product  sales,   which  decreased  9%  in  2Q  2000,
represented  45% of  total  sales.  Obstetrics  sales  were  $3,130  in 2Q 2000,
compared  to $3,426 in 2Q 1999.  First half 2000  Obstetrics  sales were  $6,171
compared  to  $6,828  in 1H 1999.  Global  gynecology/  electrosurgery/  urology
product  sales  which  grew 3% in 2Q 2000  represented  16% of  total  revenues.
Gyn/ES/Uro  sales were $1,109 in 2Q 2000,  compared to $1,081 in 2Q 1999.  First
half 2000 Gyn/ES/Uro  sales were $2,234 compared to $2,118 in 1H 1999.  Neonatal
product sales which grew 2%  represented  14% of total sales.  Neonatal  product
sales  were  $957 in 2Q 2000,  compared  to $940 in 2Q  1999.  First  half  2000
Neonatal sales were $1,829  compared to $1,766 in 1H 1999.  BPM and  accessories
sales  including  sales to Baxter which declined 6% represented  25% of total 2Q
2000  sales.  Sales of BPM and  accessories  products  in 2Q 2000  were  $1,759,
compared to $1,873 in 2Q 1999. First half 2000 BPM sales were $3,388 compared to
$3,626 in 1H 1999.

   c) Gross Profit
      UTMD's gross profit margin (GPM) in 2Q 2000 was 55.7% compared to 52.9% in
2Q 1999.  First  half 2000 GPM was  55.4%  compared  to 52.7% in 1H 1999.  Gross
margin  improvements  were led by control of  manufacturing  overhead  costs and
lower direct materials costs. During the rest of 2000, offsetting influences are
expected to result in GPM of about 55%. Expected  favorable  influences  include
growth in sales activity without a similar  increase in overhead  expenses and a
continued emphasis on reengineering products to reduce costs.

                                       -6-

<PAGE>



Unfavorable  influences  are  expected to be continued  competitive  pressure on
pricing and higher wage rates and other benefits costs for production employees.
UTMD management believes that consistently achieving an average GPM above 50% is
crucial to successfully  support the significant  sales and marketing,  research
and  development,  and  administrative  expenses  associated  with an innovative
medical device company in a highly complex and competitive marketplace.

   d) Operating Profit
      Second quarter 2000 operating  profits  increased 6% to $2,128 from $2,008
in 2Q 1999.  Operating profit increased 7% in 1H 2000 compared to 1H 1999. Total
operating expenses,  including sales and marketing (S&M) expenses,  research and
development (R&D) expenses and general and administrative  (G&A) expenses,  were
$1,745 or 25.1% of sales in 2Q 2000  compared  to $1,863 or 25.5% of sales in 2Q
1999. Total operating  expenses were 26.0% of sales in 1H 2000 compared to 26.5%
of 1H 1999 sales.  Reducing  operating  expenses as a  percentage  of sales with
lower sales is a significant achievement for the quarter.
      S&M  expenses  in 2Q 2000 were $840 or 12.1% of sales  compared to $964 or
13.2% of sales in 2Q 1999.  First half 2000 S&M expenses were $1,717 or 12.6% of
sales  compared  to  $1,937  or 13.5% of sales  in 1H  1999.  S&M  expenses  are
dominated by the costs of promoting,  selling and providing  customer support of
UTMD's direct sales of products in the U.S.  Although total 2Q and 1H 2000 sales
decreased 5%,  including OEM and overseas  sales where third parties  underwrite
significant S&M costs of selling UTMD's products,  the U.S. direct sales portion
decreased 6% and 7% in 2Q and 1H 2000,  respectively.  Total S&M  expenses  were
reduced  10% in  conjunction  with  managing  expenses  relative  to the  actual
performance of UTMD's domestic direct S&M resources.
      R&D  expenses  in 2Q 2000 were $152 or 2.2% of sales  compared  to $141 or
1.9% of sales in 2Q 1999.  First  half  2000 R&D  expenses  were $300 or 2.2% of
sales  compared  to $362 or 2.5% of sales in 1H 1999.  The second  quarter  1999
termination of internal efforts committed to UTMD's fetal pH monitoring project,
which represented about half of R&D spending in 1Q 1999, was responsible for the
1999 change.  Current R&D projects include continuing  development of the Fowler
Endocurette,  enhancements to the Gesco neonatal  product line, and improvements
to  UTMD's  other  established  products.  R&D  improvements  in  materials  and
configuration  of components  was evident in UTMD's  improved GPMs. At UTMD, R&D
resources  are kept  involved in the direct  support of  manufacturing,  as UTMD
finds it makes long-term  sense to keep its most technical  people involved with
products and the processes for making them throughout their life cycles.
      G&A  expenses  in 2Q 2000 were $753 or 10.8% of sales  compared to $758 or
10.4% of 2Q 1999  sales.  First half 2000 G&A  expenses  were $1,519 or 11.2% of
sales  compared to $1,497 or 10.4% of sales in 1H 1999.  Year 2000 G&A  expenses
are expected to be  consistent  with 1999,  and in 1H 2000 were within  expected
limits of normal fluctuation.

   e)  Non-operating income
      Royalty income from  licensing  UTMD's  technology to other  companies was
partially   offset  by  interest   expenses  and  bank  fees  on  the  revolving
line-of-credit  in 2Q and 1H  2000.  Non-operating  income  in 2Q 2000  was $34,
compared to $106 in 2Q 1999. For first half 2000,  non-operating  income was $71
compared  to $221 in 1H 1999.  Royalty  income in 2Q and 1H 2000 was $33 and $77
less, respectively, than in the prior year's periods. Interest expenses and bank
fees  associated  with  the  line-of-credit  were $98 and $197 in 2Q and 1H 2000
compared to $40 and $83 in 2Q and 1H 1999.  Assuming the tender offer  announced
August 10, 2000 is fully  subscribed,  only minimal changes in current  interest
rates and no new borrowing to finance an extraordinary capital requirement,  net
non-operating  income is expected  to be about $35 in third  quarter  2000,  and
-$115 in fourth quarter 2000.

   f) Earnings Before Income Taxes
      Second  quarter and 1H 2000 earnings  before income taxes (EBT) were 31.1%
and 29.9% of sales, respectively, compared to 28.9% and 27.8% of sales in 2Q and
1H 1999,  respectively.  UTMD was able to increase  2000 EBT over 2% relative to
1999 even though sales were down 5% because of improvement accomplished in gross
margin  combined with tight  control of operating  expenses.  If sales  activity
increases, UTMD expects it can increase EBT at a faster rate.



                                       -7-

<PAGE>
   g) Net Income and EPS
      UTMD's after tax net income  expressed as a percentage  of sales was 19.9%
for 2Q 2000 compared to 18.4% for 2Q 1999.  Net income  expressed in dollars was
up 2.5% at $1,383 in 2Q 2000,  compared  to  $1,349  in 2Q 1999.  The  effective
income  tax rate in 2Q and 1H 2000 was  36.0%  compared  to 36.2% in 2Q 1999 and
36.0% in 1H 1999.  First  half 2000 net income  was 19.1% of sales  compared  to
17.8% of sales in 1H 1999.
      Diluted 2Q 2000  earnings per share (EPS) were up 23% to $.22  compared to
$.18 in 2Q 1999. First half 2000 EPS increased 24% to $.41 from $.33 in 1H 1999.
2Q 2000  weighted  average  number of diluted  common shares (the number used to
calculate  diluted EPS) were 6,402  compared to 7,662  shares in 2Q 1999.  First
half 2000  diluted  shares  declined  17% from the same  period of 1999.  Actual
outstanding  common shares as of the end of 2Q 2000 were 6,311.  UTMD's trailing
twelve months' EPS were $.85, up 31% from the prior twelve month period of time.

   h) Return on Shareholders' Equity (ROE)
      ROE in 2Q and 1H 2000 was 28% and 27%,  respectively,  compared to 21% and
20% in 2Q and 1H 1999, respectively.

   i) Cash flows
      EBITDA is a measure of UTMD's  ability to generate  cash.  First half 2000
EBITDA was $5,398,  up from $5,108 in 1H 1999, or as a ratio of sales, 40% in 1H
2000  compared  to 36% in 1H 1999.  UTMD used  EBITDA to allow  purchase of $215
worth of assets to sustain  facilities,  equipment  and tooling in good  working
order, investment of $100 in new intangible assets,  repurchase $996 worth of it
shares,  as well as a decrease in its bank revolving line- of-credit  balance by
$1,735 during 1H 2000.
      Net cash  provided by  operating  activities,  including  adjustments  for
depreciation  and other  non-cash  operating  expenses,  along  with  changes in
working capital,  totaled $3,260 in 1H 2000,  compared to $4,116 in 1H 1999. Net
changes in operating  assets and liabilities  used $443 in 1H 2000 cash compared
to  providing  $615 in 1H 1999,  with the largest  2000  changes  (adjusted  for
exchange rate changes) coming from higher finished goods inventories, which UTMD
increased in lieu of cutting  production  rates in order to maintain  production
efficiencies  during  a period  of  temporary  soft  demand,  along  with a $307
decrease in accrued expenses.
      Financing  activities  in 1H 2000 used  cash of $1,735 to reduce  the bank
line-of-credit. In addition, 142,300 shares of stock were repurchased at a total
cost of $996.  No stock was issued in the first half of 2000,  compared to 3,188
shares issued in 1H 1999.  On April 14, 2000,  UTMD entered into a new unsecured
revolving  line-of-credit  agreement with Key Bank N.A. which replaces its prior
line-of-credit. Under the agreement, the Company may borrow up to $14,500,000 at
a  floating  interest  rate  tied to Prime  Rate or LIBOR,  at UTMD's  election.
Covenants  under the line include  maintaining  minimum Current and Total Funded
Debt to EBITDA ratios.
      Management  believes that capital  spending in 1H 2000 was at a sufficient
rate  to  sustain  current   operations.   In  addition  to  sustaining  capital
expenditures,  UTMD  expects to use cash  during the rest of 2000 for  selective
infusions of technological, marketing or product manufacturing rights to broaden
the Company's product offerings,  for continued share repurchases when the price
of the stock  remains  undervalued,  and, if available  for a reasonable  price,
acquisitions  that  strategically  fit  UTMD's  business  and are  accretive  to
performance.  The  revolving  credit line will continue to be used for liquidity
when the timing of  acquisitions  or repurchases of stock require a large amount
of cash in a short period of time, such as the tender offer announced August 10,
2000, which is expected to use $8.25 million in cash.

   j) Assets and Liabilities
      First half 2000 ending  total  assets were $550 less than at December  31,
1999. Current assets increased as a result of higher inventory and cash balances
while  net fixed  assets  declined  because  depreciation  exceeded  replacement
purchases.  Net intangible assets declined because  amortization of goodwill and
intellectual  property exceeded new acquisitions.  1H 2000 ending net intangible
assets represent 29% of total assets.
      Average inventory turns decreased in 1Q 2000 to 3.6 times, compared to 3.8
times in  1999,  due to lower  sales  and  higher  finished  goods  inventories.
Inventories  declined  $92 in 2Q 2000,  following  a $376  increase  in 1Q 2000.
Inventories  were allowed to increase in 1Q 2000 based on UTMD's belief that the
sales  decrease was temporary.  If sales increase  during the remainder of 2000,
management expects to be able to achieve its target of 4.0 inventory turns. June
30, 2000 accounts receivable (A/R) balances declined 2%, less than half the rate
of the sales decline.

                                       -8-

<PAGE>



Calculated  days in receivables at 50 for 2Q 2000 increased  slightly from 49 at
year-end  1999.  The  working  capital  increase  of $650 was largely due to the
increase in finished goods inventory.
      At the end of 2Q 2000,  UTMD's total debt ratio  decreased to 26% of total
assets  from  32% at  the  end of  1999,  due  mainly  to the  reduction  in the
line-of-credit balance.

   k) Management's Outlook.
      UTMD has built and  continues to  successfully  defend a dominant  medical
device  market  franchise  in the most  special  areas of  hospitals  caring for
mothers and their babies, with innovative and highly effective products.
      UTMD's small but effective direct U.S. sales team continues to evolve as a
key resource for achieving UTMD's  objectives to help identify  clinician needs,
responsively  provide  excellent  solutions  for those needs,  and assure timely
support for customers' use of UTMD's  solutions.  In the remaining part of 2000,
UTMD will investigate  ways to expand its U.S. sales coverage through  improving
its  relationships  with national  distributors who can access customers in ways
not  available  to UTMD's  direct  sales force,  through  partnering  with other
manufacturers  where a broader product offering can leverage  marketing  efforts
and   through   initiatives   to   effectively   employ   Internet   technology.
Internationally,  UTMD will  continue to build on the  success of its  effective
distribution partners.
      Consistent with its view of the nature of the medical device industry as a
whole,   UTMD  believes  it  can  achieve  top  line  growth  through  selective
acquisitions,  and plans to do so  without  diluting  shareholder  interest.  In
UTMD's  case,  management  does not  intend to  achieve  top line  growth at the
expense of bottom line growth.  Internal R&D will continue to be used  primarily
to improve and augment existing or acquired product lines.


                                       -9-

<PAGE>



                           PART II - OTHER INFORMATION

Item 4.   Submission of Matters to a Vote of Security Holders

      On May  12,  2000  at the  annual  meeting,  shareholders  of the  Company
approved the following matter submitted to them for consideration:

   Elected Kevin L. Cornwell and Paul O. Richins as directors of the Company.

      Kevin L. Cornwell:     For      5,584,292
      Paul O. Richins:       For      5,586,355


Item 6.  Exhibits and Reports on Form 8-K

   a) Exhibits:

                   SEC
Exhibit #       Reference #       Title of Document
---------       -----------      ------------------
     1             27            Financial data schedule


     b)   Reports on Form 8-K:

          During the quarter  ended June 30, 2000,  the Company filed no reports
          on Form 8-K.



                                   SIGNATURES

          Pursuant to the requirements of the Securities  Exchanges Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                             UTAH MEDICAL PRODUCTS, INC.
                                             ---------------------------
                                             REGISTRANT





Date:      8/11/00                           By:  /s/ Kevin L. Cornwell
      -------------------                    -----------------------------------
                                                 Kevin L. Cornwell
                                                 CEO and CFO



                                      -10-



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