UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended November 30, 1996
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Commission file number 1-11479
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E-Z-EM, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 11-1999504
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
717 Main Street, Westbury, New York 11590
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (516) 333-8230
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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 / /
On January 6, 1997, there were 4,035,346 shares of the registrant's Class A
Common Stock outstanding and 5,287,693 shares of the registrant's Class B
Common Stock outstanding.
Page 1 of 18
Exhibit Index on Page 17
<PAGE>
E-Z-EM, Inc. and Subsidiaries
INDEX
Part I: Financial Information Page
- ------ --------------------- ----
Item 1. Financial Statements
Consolidated Balance Sheets - November 30, 1996 and
June 1, 1996 3 - 4
Consolidated Statements of Earnings - thirteen and
twenty-six weeks ended November 30, 1996 and
December 2, 1995 5
Consolidated Statement of Stockholders' Equity -
twenty-six weeks ended November 30, 1996 6
Consolidated Statements of Cash Flows - twenty-six
weeks ended November 30, 1996 and December 2, 1995 7 - 8
Notes to Consolidated Financial Statements 9 - 11
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 12 - 16
Part II: Other Information
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Item 6. Exhibits and Reports on Form 8-K 17
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E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands)
November 30, June 1,
ASSETS 1996 1996
---- ----
(unaudited) (audited)
CURRENT ASSETS
Cash and cash equivalents $ 3,969 $ 3,363
Debt and equity securities 17,927 20,247
Accounts receivable, principally
trade, net 19,896 16,152
Inventories 27,370 23,708
Other current assets 2,676 2,936
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Total current assets 71,838 66,406
PROPERTY, PLANT AND EQUIPMENT - AT COST,
less accumulated depreciation and
amortization 23,758 21,823
COST IN EXCESS OF FAIR VALUE OF NET ASSETS
ACQUIRED, less accumulated amortization 530 558
INTANGIBLE ASSETS, less accumulated
amortization 758 767
DEBT AND EQUITY SECURITIES 1,403 3,647
OTHER ASSETS 3,911 2,836
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$102,198 $96,037
======== =======
The accompanying notes are an integral part of these financial statements.
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<PAGE>
E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
November 30, June 1,
LIABILITIES AND STOCKHOLDERS' EQUITY 1996 1996
---- ----
(unaudited) (audited)
CURRENT LIABILITIES
Notes payable $ 4,712 $ 979
Current maturities of long-term debt 520 268
Accounts payable 6,398 5,095
Accrued liabilities 6,222 6,218
Accrued income taxes 489 338
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Total current liabilities 18,341 12,898
LONG-TERM DEBT, less current maturities 1,127 680
OTHER NONCURRENT LIABILITIES 1,919 1,856
CONTINGENCIES
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Total liabilities 21,387 15,434
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STOCKHOLDERS' EQUITY
Preferred stock, par value $.10 per
share - authorized, 1,000,000 shares;
issued, none - -
Common stock
Class A (voting), par value $.10 per
share - authorized, 6,000,000 shares;
issued and outstanding 4,035,346 shares
at November 30, 1996 and June 1, 1996 403 403
Class B (nonvoting), par value $.10 per
share - authorized, 10,000,000 shares;
issued and outstanding 5,277,819 shares
at November 30, 1996 and 5,199,615 shares
at June 1, 1996 528 520
Additional paid-in capital 15,743 15,165
Retained earnings 64,103 63,347
Unrealized holding gain on debt and equity
securities 908 2,360
Cumulative translation adjustments (874) (1,192)
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Total stockholders' equity 80,811 80,603
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$102,198 $96,037
======== =======
The accompanying notes are an integral part of these financial statements.
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<PAGE>
E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited)
Thirteen weeks ended Twenty-six weeks ended
-------------------- ----------------------
November 30, December 2, November 30, December 2,
1996 1995 1996 1995
---- ---- ---- ----
(in thousands, except per share data)
Net sales $25,992 $23,005 $49,347 $45,004
Cost of goods sold 15,741 13,382 29,231 26,250
------- ------- ------- -------
Gross profit 10,251 9,623 20,116 18,754
------- ------- ------- -------
Operating expenses
Selling and administrative 8,672 8,063 16,507 15,053
Research and development 1,452 1,125 2,975 2,442
------- ------- ------- -------
Total operating expenses 10,124 9,188 19,482 17,495
------- ------- ------- -------
Operating profit 127 435 634 1,259
Other income (expense)
Interest income 209 101 422 160
Interest expense (80) (65) (141) (129)
Other, net 50 135 100 186
------- ------- ------- -------
Earnings from continuing
operations before
income taxes 306 606 1,015 1,476
Income tax provision 63 100 259 230
------- ------- ------- -------
Earnings from continuing
operations 243 506 756 1,246
Discontinued operation:
Losses from operations, net
of income taxes (38) (209)
Gain on sale, net of income
taxes of $6,073 19,619 19,619
------- ------- ------- -------
NET EARNINGS $ 243 $20,087 $ 756 $20,656
======= ======= ======= =======
Primary earnings per common share
Continuing operations $ .02 $ .05 $ .08 $ .13
Discontinued operation .00 2.04 .00 2.06
Total operations .02 2.09 .08 2.19
Fully diluted earnings per common share
Continuing operations $ .02 $ .05 $ .08 $ .13
Discontinued operation .00 2.02 .00 2.02
Total operations .02 2.07 .08 2.15
The accompanying notes are an integral part of these financial statements.
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E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
Twenty-six weeks ended November 30, 1996
(unaudited)
(in thousands, except share data)
<TABLE>
<CAPTION>
Unrealized
Class A Class B holding gain
common stock common stock Additional on debt Cumulative
-------------- --------------- paid-in Retained and equity translation
Shares Amount Shares Amount capital earnings securities adjustments Total
------ ------ ------ ------ ------- -------- ---------- ----------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at June 1, 1996 4,035,346 $403 5,199,615 $520 $15,165 $63,347 $2,360 $(1,192) $80,603
Exercise of stock options 77,209 8 569 577
Issuance of stock 995 9 9
Net earnings 756 756
Unrealized holding loss on debt
and equity securities (1,452) (1,452)
Foreign currency translation
adjustments 318 318
--------- ---- --------- ---- ------- ------- ------ ------- -------
Balance at November 30, 1996 4,035,346 $403 5,277,819 $528 $15,743 $64,103 $ 908 $ (874) $80,811
========= ==== ========= ==== ======= ======= ====== ======= =======
</TABLE>
The accompanying notes are an integral part of this financial statement.
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E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Twenty-six weeks ended
----------------------
November 30, December 2,
1996 1995
---- ----
(in thousands)
Cash flows from operating activities:
Net earnings $ 756 $20,656
Adjustments to reconcile net earnings
to net cash (used in) provided by
operating activities
Depreciation and amortization 1,395 1,338
Gain on disposal of business (25,692)
Loss on sale of investments 27
Minority share of subsidiary's
operations (200)
Deferred income taxes 6 340
Changes in operating assets and
liabilities, net of disposition
Accounts receivable (3,744) 831
Inventories (3,662) (2,267)
Other current assets 260 683
Other assets (332) (316)
Accounts payable 1,303 326
Accrued liabilities 4 328
Accrued income taxes 145 5,649
Other noncurrent liabilities 82 79
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Net cash (used in) provided by
operating activities (3,760) 1,755
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Cash flows from investing activities:
Additions to property, plant and
equipment, net (3,260) (2,284)
Proceeds from disposal of business,
net of cash sold 26,785
Held-to-maturity securities
Purchases (26,000)
Proceeds from maturity 1,093
Available-for-sale securities
Purchases (14,805) (1,036)
Proceeds from sale 17,127
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Net cash used in investing activities (938) (1,442)
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E-Z-EM, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(unaudited)
Twenty-six weeks ended
----------------------
November 30, December 2,
1996 1995
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(in thousands)
Cash flows from financing activities:
Proceeds from issuance of debt $4,850
Repayments of debt (357) $ (352)
Proceeds from issuance of loan by
minority shareholder 238
Proceeds from exercise of stock options 577 666
Proceeds from issuance of stock in connection
with the stock purchase plan 9 5
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Net cash provided by financing activities 5,079 557
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Effect of exchange rate changes on
cash and cash equivalents 225 (384)
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INCREASE IN CASH AND CASH EQUIVALENTS 606 486
Cash and cash equivalents
Beginning of period 3,363 3,962
------ ------
End of period $3,969 $4,448
====== ======
Supplemental disclosures of cash
flow information:
Cash paid during the period for:
Interest $ 59 $ 63
====== ======
Income taxes (net of $203 and $68 in
refunds in 1996 and 1995, respectively) $ 228 $ 318
====== ======
The accompanying notes are an integral part of these financial statements.
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<PAGE>
E-Z-EM, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
November 30, 1996 and December 2, 1995
(unaudited)
NOTE A - CONSOLIDATED FINANCIAL STATEMENTS
The consolidated balance sheet as of November 30, 1996, the consolidated
statement of stockholders' equity for the period ended November 30,
1996, and the consolidated statements of earnings and cash flows for the
periods ended November 30, 1996 and December 2, 1995, have been prepared
by the Company without audit. In the opinion of management, all
adjustments (which include only normally recurring adjustments)
necessary to present fairly the financial position, changes in
stockholders' equity, results of operations and cash flows at November
30, 1996 (and for all periods presented) have been made.
Certain information and footnote disclosures, normally included in
financial statements prepared in accordance with generally accepted
accounting principles, have been condensed or omitted. It is suggested
that these consolidated financial statements be read in conjunction with
the financial statements and notes thereto included in the fiscal 1996
Annual Report on Form 10-K filed by the Company on August 30, 1996. The
results of operations for the periods ended November 30, 1996 and
December 2, 1995 are not necessarily indicative of the operating results
for the respective full years.
The consolidated financial statements include the accounts of E-Z-EM, Inc.
and all 100%-owned subsidiaries, as well as the accounts of Surgical
Dynamics Inc. ("SDI"), a 51%-owned subsidiary prior to its sale in
November 1995 (the "Company"). SDI has been reported as a discontinued
operation and, accordingly, the gain from the sale of SDI and the
Company's proportionate share of losses from operations of SDI have been
classified as a discontinued operation for the twenty-six weeks ended
December 2, 1995 in the accompanying consolidated statements of
earnings.
NOTE B - EARNINGS PER COMMON SHARE
Primary and fully diluted earnings per common share are computed on the
basis of the weighted average number of common shares outstanding plus
the common stock equivalents which would arise from the exercise of
stock options, if the latter causes dilution in earnings per common
share in excess of 3%. Common stock equivalents are included in both
the primary and fully diluted calculations for all periods presented.
The weighted average number of common shares used was:
Thirteen weeks ended Twenty-six weeks ended
-------------------- ----------------------
November 30, December 2, November 30, December 2,
1996 1995 1996 1995
---- ---- ---- ----
Primary 10,026,790 9,620,137 10,049,169 9,443,606
Fully diluted 10,026,925 9,713,730 10,049,237 9,593,695
-9-
<PAGE>
E-Z-EM, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
November 30, 1996 and December 2, 1995
(unaudited)
NOTE C - INVENTORIES
Inventories consist of the following:
November 30, June 1,
1996 1996
---- ----
(in thousands)
Finished goods $14,387 $13,157
Work in process 1,108 1,159
Raw materials 11,875 9,392
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$27,370 $23,708
======= =======
NOTE D - COMMON STOCK
Under the 1983 and 1984 Stock Option Plans, options for 77,209 shares were
exercised at prices ranging from $4.48 to $5.72 per share, options for
19,931 shares were cancelled at prices ranging from $4.48 to $10.00 per
share and no options were granted during the twenty-six weeks ended
November 30, 1996.
Under the Employee Stock Purchase Plan, 995 shares were purchased at
prices ranging from $9.67 to $9.99 per share during the twenty-six weeks
ended November 30, 1996. Total proceeds received by the Company
approximated $9,000.
NOTE E - CONTINGENCIES
The Company is presently a defendant in a product liability action. This
suit claims damages based upon alleged injuries resulting from the use
of one of the Company's products. The action is in its early stages and
while the Company is actively defending against the claim, it is unable
to predict its outcome. It should be noted that in this action the
Company is one among several defendants and, as such, the Company's
liability, if any, is not quantifiable at this time. The Company does
not believe that the ultimate outcome in this action will have a
material adverse effect on the consolidated financial statements.
The Company has been sued by Olympia Holding Corporation p/k/a P-I-E
Nationwide, Inc. for $443,830. The suit, filed on October 5, 1992, is
presently pending in the U.S. Bankruptcy Court for the Middle District
of Florida. The Company is being represented in this action by a law
firm which is also representing numerous other defendants being sued by
the same plaintiff on the same grounds - recovery for alleged
undercharges for freight carriage. It is not possible, at this stage,
to determine what, if any, liability exists with respect to the Company
-10-
<PAGE>
E-Z-EM, Inc. and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
November 30, 1996 and December 2, 1995
(unaudited)
NOTE E - CONTINGENCIES (continued)
in this matter. The Company will vigorously defend against this action;
it has been informed by legal counsel that there exist numerous valid
defenses to this case.
NOTE F - SUBSEQUENT EVENT
On January 8, 1997, the Company acquired the assets of Leocor, Inc.
("Leocor"), and certain other assets directly from a principal
shareholder of Leocor, for aggregate consideration approximating
$7,000,000. Leocor is a Texas corporation, based in Houston, Texas,
which develops and manufactures angioplasty catheters. Leocor's total
assets were approximately $1,200,000 at September 30, 1996. Leocor's
net sales approximated $900,000 and $700,000 and its losses from
operations approximated $200,000 and $700,000 for the nine months ended
September 30, 1996 and the year ended December 31, 1995, respectively.
NOTE G - RECLASSIFICATIONS
Certain reclassifications have been made to the prior year amounts to
conform to the current year presentation.
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<PAGE>
E-Z-EM, Inc. and Subsidiaries
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis is based on the results of
continuing operations of the Company.
QUARTERS ENDED NOVEMBER 30, 1996 AND DECEMBER 2, 1995
RESULTS OF OPERATIONS
SEGMENT OVERVIEW
The Diagnostic products industry segment includes both contrast systems
and non-contrast systems. Diagnostic product sales, which increased 3% in
the quarter, accounted for 81% of sales in the current quarter versus 89% in
the comparable period of last year. The AngioDynamics products industry
segment includes stent products, angiographic and fluid management products,
and thrombolytic products used in the interventional medicine marketplace.
AngioDynamics product sales, net of intersegment eliminations, increased 90%
in the quarter and represented 19% of sales in the current quarter versus
11% in the comparable period of the prior year.
Diagnostic segment results for both the current quarter and comparative
quarter of last year were adversely affected by unabsorbed overhead costs
associated with the relocation of a portion of the Company's contrast
systems manufacturing operations. These costs resulted from the planned
construction at the Company's Canadian manufacturing facility. The effects
of the relocation will continue to be felt through the fourth fiscal quarter
of the current year, resulting in lower than normal Diagnostic segment gross
profits.
AngioDynamics segment results for the current quarter were positively
affected by sales growth of 90%, resulting from domestic and international
market penetration and the introduction of the AngioStentTM, offset by
increased operating expenses. The AngioStent, a device used during coronary
procedures as a treatment for atherosclerosis, was introduced by the Company
in the third quarter of the prior year in certain international markets.
The AngioDynamics segment incurred an operating loss of $213,000 in the
current quarter, as compared to an operating loss of $114,000 in the
comparable quarter of last year.
During the comparative quarter of the prior year, the Company
discontinued the operation of its surgical products industry segment when it
sold SDI, its 51%-owned subsidiary, to United States Surgical Corporation
("USSC"). As a result of this sale, the Company recognized a gain, pretax
of approximately $25,692,000, after-tax of approximately $19,619,000, or
$2.04 per common share on a primary basis. The surgical products industry
segment has been reported as a discontinued operation and, accordingly, the
gain from the sale of SDI and the Company's proportionate share of losses
from operations of SDI have been classified as a discontinued operation in
the consolidated statements of earnings. The surgical products industry
segment included the NucleotomeTM device, the Ray Threaded Fusion CageTM and
other surgical devices and accessories used in spinal surgery.
-12-
<PAGE>
CONSOLIDATED RESULTS OF OPERATIONS
For the quarter ended November 30, 1996, the Company reported net
earnings of $243,000, or $.02 per common share on both a primary and fully
diluted basis, as compared to net earnings of $20,087,000, or $2.09 and
$2.07 per common share on a primary and fully diluted basis, respectively,
for the comparable quarter of last year. Last year's results included an
after-tax gain on the sale of SDI of $19,619,000, or $2.04 and $2.02 per
common share on a primary and fully diluted basis, respectively.
Earnings from continuing operations for the current quarter were
$243,000, or $.02 per common share on both a primary and fully diluted
basis, as compared to $506,000, or $.05 per common share on both a primary
and fully diluted basis, for the comparable period of the prior year.
Results from continuing operations for both the current quarter and
comparative quarter of the prior year were adversely impacted by unabsorbed
overhead costs associated with the relocation of a portion of the Company's
contrast systems manufacturing operations.
Net sales for the quarter ended November 30, 1996 increased 13%, or
$2,987,000, as compared to the quarter ended December 2, 1995 due to
increased sales of AngioDynamics products of $2,307,000 and non-contrast
systems of $745,000. The AngioDynamics sales growth was due to domestic and
international market penetration and the introduction of the AngioStent.
Price increases had no effect on net sales in the current quarter. Net
sales in international markets, including direct exports from the U.S.,
increased 22%, or $1,855,000 in the current quarter versus the comparable
period of last year due to increased sales of AngioDynamics products of
$1,509,000 and non-contrast systems of $640,000, partially offset by
decreased sales of contrast systems of $294,000.
Gross profit expressed as a percentage of sales decreased to 39% during
the current quarter from 42% in the comparable quarter of the prior year
due primarily to approximately $453,000 of increased unabsorbed overhead
costs associated with the relocation of a portion of the Company's contrast
systems manufacturing operations.
Selling and administrative ("S&A") expenses were $8,672,000 during the
quarter ended November 30, 1996 versus $8,063,000 during the quarter ended
December 2, 1995. This increase of $609,000, or 8%, in the current quarter
was due to increased AngioDynamics S&A expenses, resulting, in part, from
investment in new product introductions and selling and marketing
initiatives. In the Diagnostic segment, severance costs of $322,000 offset
reductions in selling & marketing expenses in the contrast systems business.
Research and development ("R&D") expenditures increased 29% in the
current quarter to $1,452,000, or 6% of sales, from $1,125,000, or 5% of
sales, in the comparable quarter of last year. This increase was due
primarily to increased spending of $498,000 relating to AngioDynamics
projects, partially offset by reduced contrast system spending of $117,000.
Of the R&D expenditures in the current quarter, approximately 48% relate to
AngioDynamics projects, 27% to contrast systems, 4% to immunological
projects, 10% to other projects and 11% to general regulatory costs. R&D
expenditures are expected to continue at approximately current levels.
Other income, net of expenses, increased $8,000 in the current quarter
versus the comparable period of last year. There were no materially
significant factors affecting the other income comparison.
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<PAGE>
The Company's effective tax rate of 21% during the quarter ended
November 30, 1996 differed from the Federal statutory tax rate of 34% due
primarily to earnings of the Puerto Rican subsidiary, which are subject to
favorable U.S. tax treatment, and tax-exempt interest income. For the
quarter ended December 2, 1995, the Company's effective tax rate of 17%
differed from the Federal statutory tax rate of 35% due primarily to
earnings of the Puerto Rican subsidiary, which are subject to favorable U.S.
tax treatment, and the utilization of net operating loss carryforwards in
certain jurisdictions.
TWENTY-SIX WEEKS ENDED NOVEMBER 30, 1996 AND DECEMBER 2, 1995
RESULTS OF OPERATIONS
SEGMENT OVERVIEW
Diagnostic product sales, which decreased 1% during the twenty-six
weeks ended November 30, 1996, accounted for 81% of sales in the current
period versus 89% in the comparable period of last year. AngioDynamics
product sales, which increased 97% during the twenty-six weeks ended
November 30, 1996, represented 19% of sales in the current period, as
compared to 11% in the prior year.
Diagnostic segment results for both the current period and comparative
period of last year were adversely affected by unabsorbed overhead costs
associated with the relocation of a portion of the Company's contrast
systems manufacturing operations.
AngioDynamics segment results for the current period were positively
affected by sales growth of 97%, resulting from domestic and international
market penetration and the introduction of the AngioStent, partially
offset by increased operating expenses. The AngioDynamics segment
contributed an operating profit of $206,000 to the Company's consolidated
operations in the current period, an improvement of $769,000 as compared to
an operating loss of $563,000 in the comparable period of last year.
During the comparative period of the prior year, the Company
discontinued the operation of its surgical products industry segment when it
sold SDI to USSC. As a result of this sale, the Company recognized a gain,
pretax of approximately $25,692,000, after-tax of approximately $19,619,000,
or $2.08 per common share on a primary basis. The surgical products
industry segment has been reported as a discontinued operation and,
accordingly, the gain from the sale of SDI and the Company's proportionate
share of losses from operations of SDI have been classified as a
discontinued operation in the consolidated statements of earnings.
CONSOLIDATED RESULTS OF OPERATIONS
For the twenty-six weeks ended November 30, 1996, the Company reported
net earnings of $756,000, or $.08 per common share on both a primary and
fully diluted basis, as compared to net earnings of $20,656,000, or $2.19
and $2.15 per common share on a primary and fully diluted basis,
respectively, for the comparable period of last year. Last year's results
included an after-tax gain on the sale of SDI of $19,619,000, or $2.08 and
$2.04 per common share on a primary and fully diluted basis, respectively.
Earnings from continuing operations for the current period were
$756,000, or $.08 per common share on both a primary and fully diluted
-14-
<PAGE>
basis, as compared to $1,246,000, or $.13 per common share on both a primary
and fully diluted basis, for the comparable period of the prior year.
Results from continuing operations for both the current period and
comparative period of the prior year were adversely impacted by unabsorbed
overhead costs associated with the relocation of a portion of the Company's
contrast systems manufacturing operations. Results from continuing
operations for the current period were positively affected by AngioDynamics
sales growth, partially offset by increased operating expenses in both
industry segments.
Net sales for the twenty-six weeks ended November 30, 1996 increased
10%, or $4,343,000, as compared to the twenty-six weeks ended December 2,
1995. Net sales in the current quarter were favorably affected by increased
AngioDynamics sales of $4,665,000 and non-contrast systems of $708,000. The
AngioDynamics sales growth was due to domestic and international market
penetration and the introduction of the AngioStent. Net sales in the
current quarter were adversely affected by a decline in the Company's sales
of contrast systems of $1,189,000. Price increases had no effect on net
sales in the current period. Net sales in international markets, including
direct exports from the U.S., increased 18%, or $3,004,000 in the current
period versus the comparable period of last year due to increased sales of
AngioDynamics products of $3,325,000 and non-contrast systems of $261,000,
partially offset by decreased sales of contrast systems of $582,000.
Gross profit expressed as a percentage of sales decreased to 41% during
the current period from 42% in the comparable period of last year due
primarily to approximately $502,000 of increased unabsorbed overhead costs
associated with the relocation of a portion of the Company's contrast
systems manufacturing operations.
S&A expenses were $16,507,000 during the twenty-six weeks ended
November 30, 1996 versus $15,053,000 during the twenty-six weeks ended
December 2, 1995. This increase of $1,454,000, or 10%, in the current
period was due to increased AngioDynamics S&A expenses of $970,000 and
increased Diagnostic S&A expenses of $484,000, resulting from severance
costs of $322,000 during the current period and a gain on the sale of a
facility of $150,000 during the comparative prior year period. Investment
in new product introductions and selling and marketing initiatives
contributed to the increased S&A expenses in the AngioDynamics segment.
R&D expenditures increased 22% in the current period to $2,975,000, or
6% of sales, from $2,442,000, or 5% of sales, in the comparable prior year
period due primarily to increased spending of $438,000 relating to
AngioDynamics projects and increased contrast system spending of $87,000.
Of the R&D expenditures in the current period, approximately 42% relate to
AngioDynamics projects, 33% to contrast systems, 4% to immunological
projects, 11% to other projects and 10% to general regulatory costs.
Other income, net of expenses, increased $164,000 versus the comparable
period of last year due to increased interest income, resulting from the
investment of proceeds arising from the sale of SDI in the second quarter of
the prior year.
The Company's effective tax rate of 26% during the twenty-six weeks
ended November 30, 1996 differed from the Federal statutory tax rate of 34%
due primarily to earnings of the Puerto Rican subsidiary, which are subject
to favorable U.S. tax treatment, tax-exempt interest income, and the
utilization of net operating loss carryforwards in a certain jurisdiction.
-15-
<PAGE>
For the twenty-six weeks ended December 2, 1995, the Company's effective tax
rate of 16% differed from the Federal statutory tax rate of 35% due
primarily to earnings of the Puerto Rican subsidiary, which are subject to
favorable U.S. tax treatment, and the utilization of net operating loss
carryforwards in certain jurisdictions.
LIQUIDITY AND CAPITAL RESOURCES
During the twenty-six weeks ended November 30, 1996, increased
inventory levels and capital expenditures were funded primarily by proceeds
from the issuance of bank debt and cash reserves. In the past, the
Company's policy has been to fund capital requirements without incurring
significant debt. At November 30, 1996, debt (notes payable, current
maturities of long-term debt and long-term debt) was $6,359,000 as compared
to $1,927,000 at June 1, 1996. The Company has available $10,481,000 under
three bank lines of credit of which $4,272,000 was outstanding at November
30, 1996.
The Company's current policy is to issue stock dividends. During each
third quarter of fiscal years 1994, 1995 and 1996, the Company issued 3%
stock dividends.
Presently, the Company is continuing to look for both new and
complementary lines of business for expansion in order to ensure its
continued growth.
At November 30, 1996, approximately 68% of the Company's assets consist
of inventories, accounts receivable, debt and equity securities, and cash
and cash equivalents. Inventories have increased at a greater rate than
sales as a result of broadened product lines, and safety stock during the
relocation of a portion of the Company's contrast systems manufacturing
operations. The current ratio is 3.92 to 1, with net working capital of
$53,497,000 at November 30, 1996, as compared to the current ratio of 5.15
to 1, with net working capital of $53,508,000 at June 1, 1996.
On January 8, 1997, the Company acquired the assets of Leocor, and
certain other assets directly from a principal shareholder of Leocor, for
aggregate consideration approximating $7,000,000.
This Form 10-Q contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended (the
"Securities Act"), and Section 21E of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), which are intended to be covered by the
safe harbors created thereby. Investors are cautioned that all forward-
looking statements involve risks and uncertainty, including without
limitation, the ability of the Company to develop its products, as well as
general market conditions, competition and pricing. Although the Company
believes that the assumptions underlying the forward-looking statements
contained herein are reasonable, any of the assumptions could be inaccurate,
and therefore, there can be no assurance that the forward-looking statements
included in this Form 10-Q will prove to be accurate. In light of the
significant uncertainties inherent in the forward-looking statements
included herein, the inclusion of such information should not be regarded as
a representation by the Company or any other person that the objectives and
plans of the Company will be achieved.
-16-
<PAGE>
E-Z-EM, Inc. and Subsidiaries
Part II: Other Information
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
No. Description Page
--- ----------- ----
27 Financial data schedule 18
(b) REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ended November 30,
1996.
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.
E-Z-EM, Inc.
--------------------------------------
(Registrant)
Date January 13, 1997 /s/ Daniel R. Martin
--------------------------------------
Daniel R. Martin, President, Chief
Executive Officer and Director
Date January 13, 1997 /s/ Dennis J. Curtin
--------------------------------------
Dennis J. Curtin, Vice President-
Chief Financial Officer
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-Q for the quarter ended November 30, 1996 and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAY-31-1997
<PERIOD-END> NOV-30-1996
<CASH> 3,969
<SECURITIES> 17,927
<RECEIVABLES> 20,482
<ALLOWANCES> 586
<INVENTORY> 27,370
<CURRENT-ASSETS> 71,838
<PP&E> 43,965
<DEPRECIATION> 20,207
<TOTAL-ASSETS> 102,198
<CURRENT-LIABILITIES> 18,341
<BONDS> 1,127
0
0
<COMMON> 931
<OTHER-SE> 79,880
<TOTAL-LIABILITY-AND-EQUITY> 102,198
<SALES> 49,347
<TOTAL-REVENUES> 49,347
<CGS> 29,231
<TOTAL-COSTS> 29,231
<OTHER-EXPENSES> 19,482
<LOSS-PROVISION> 60
<INTEREST-EXPENSE> 141
<INCOME-PRETAX> 1,015
<INCOME-TAX> 259
<INCOME-CONTINUING> 756
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 756
<EPS-PRIMARY> .08
<EPS-DILUTED> .08
</TABLE>
