<PAGE>
______________________________________________________________________
______________________________________________________________________
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
SECURITIES EXCHANGE ACT OF 1934
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1996
_________________________________________________________
COMMISSION FILE NUMBER 0-17714
_________________________________________________________
BIOPOOL INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 58-1729436
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6025 Nicolle Street 93003
Ventura, California (Zip Code)
(Address of principal executive offices)
Registrant's telephone number including area code: (805) 654-0643
_________________________________________________________________________
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 proceeding 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 the number of shares outstanding of each of the issuer's classes
of Common Stock, as of the latest practicable date.
Outstanding at March 31, 1996, Common Stock, $.01 par value per share,
7,966,139 shares.
_________________________________________________________________________
________________________________________________________________________
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BIOPOOL INTERNATIONAL, INC.
TABLE OF CONTENTS
Page
PART I. FINANCIAL INFORMATION
Item 1 - Financial Statements (Unaudited)
Consolidated Balance Sheets as of March 31,
1996 and December 31, 1995 3
Consolidated Statements of Income for the
Three-Month Periods Ending March 31, 1996
and 1995 5
Consolidated Statements of Cash Flows for
the Three-Month Periods Ending March 31, 1996
and 1995 6
Notes to Consolidated Financial Statements 7
Item 2 - Management's Discussion and Analysis or
Plan of Operation 9
PART II. OTHER INFORMATION
Item 1 - Legal Proceedings 10
Item 2 - Changes in Securities
Not Applicable
Item 3 - Defaults upon Senior Securities
Not Applicable
Item 4 - Submission of Matters to a Vote of Security
Holders
Not Applicable
Item 5 - Other Information
Not Applicable
Item 6 - a) No Exhibits
b) The Company did not file any reports on
Form 8-K during the three months ended
March 31, 1996.
SIGNATURES 11
2
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<TABLE>
BIOPOOL INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS
<CAPTION>
March 31, December 31,
1996 1995
(Unaudited)
_______________________________________________________________________
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,284,311 $ 1,282,527
Accounts receivable, net of
allowance for doubtful
accounts of $12,856 and
$10,477, in 1996 and 1995,
respectively 1,360,702 1,153,608
Inventories 1,887,175 1,841,910
Prepaid expenses and other
current assets 365,204 414,880
Refundable income taxes 31,392 61,820
Deferred income taxes 29,838 --
_______________________________________________________________________
TOTAL CURRENT ASSETS 4,958,622 4,754,745
_______________________________________________________________________
PROPERTY AND EQUIPMENT 3,595,254 3,485,030
Less accumulated depreciation
and amortization (1,808,372) (1,713,952)
_______________________________________________________________________
PROPERTY AND EQUIPMENT, NET 1,786,882 1,771,078
_______________________________________________________________________
OTHER ASSETS
Patent application costs, net 149,247 150,555
Excess of cost over net assets
of acquired companies, net 656,821 670,586
Other assets 67,996 88,777
_______________________________________________________________________
TOTAL OTHER ASSETS 874,064 909,918
_______________________________________________________________________
TOTAL ASSETS $ 7,619,568 $ 7,435,741
_______________________________________________________________________
</TABLE>
See accompanying notes to consolidated financial statements.
3
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<TABLE>
BIOPOOL INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS
(continued)
<CAPTION>
March 31, December 31,
1996 1995
(Unaudited)
_______________________________________________________________________
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Bank borrowings $ 51,505 $ 22,331
Accounts payable 287,759 252,548
Accrued expenses 358,260 467,575
Income taxes payable 18,012 53,915
Current portion of long-term debt 179,247 181,621
_______________________________________________________________________
TOTAL CURRENT LIABILITIES 894,783 977,990
_______________________________________________________________________
LONG-TERM DEBT, NET 487,030 523,807
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value,
50,000,000 shares authorized;
9,458,918 and 9,428,530 shares
issued and outstanding at March
31, 1996 and December 31, 1995
(less 1,492,779 shares held in
treasury), respectively 94,589 94,286
Additional paid-in capital 9,553,712 9,547,906
Accumulated deficit (3,513,199) (3,813,162)
Cumulative foreign currency
translation adjustment 102,653 104,914
_______________________________________________________________________
TOTAL STOCKHOLDERS' EQUITY 6,237,755 5,933,944
_______________________________________________________________________
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 7,619,568 $ 7,435,741
_______________________________________________________________________
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
<TABLE>
BIOPOOL INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
Three months ending March 31,
1996 1995
_______________________________________________________________________
<S> <C> <C>
SALES $ 1,777,885 $ 1,542,057
_______________________________________________________________________
COSTS AND EXPENSES
Cost of sales 902,695 741,917
Selling, general and
administrative 527,626 557,972
Research and development 58,301 68,210
_______________________________________________________________________
TOTAL COSTS AND EXPENSES 1,488,622 1,368,099
_______________________________________________________________________
OPERATING INCOME 289,263 173,958
_______________________________________________________________________
OTHER INCOME (EXPENSE)
Interest income 16,865 20,312
Interest expense (18,959) (7,768)
Loss on disposal of assets -- (1,345)
Other 2,058 3,819
_______________________________________________________________________
TOTAL OTHER INCOME (EXPENSE) (36) 15,018
_______________________________________________________________________
INCOME BEFORE TAXES 289,227 188,976
INCOME TAXES (10,736) 35,131
_______________________________________________________________________
NET INCOME $ 299,963 $ 153,845
_______________________________________________________________________
NET INCOME PER SHARE $ 0.04 $ 0.02
_______________________________________________________________________
</TABLE>
See accompanying notes to consolidated financial statements.
5
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<TABLE>
BIOPOOL INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Three months ending March 31,
1996 1995
___________________________________________________________________________
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 299,963 $ 153,845
Adjustments to reconcile net income to
net cash provided by operating
activities:
Depreciation and amortization 118,261 86,958
Loss on disposal of assets -- 1,346
Forgiveness of Biopool Sweden debt (2,582) --
Compensation paid in stock 2,309 --
Changes in operating assets and liabilities:
Accounts receivable (207,094) (16,404)
Inventories (45,265) (83,001)
Prepaid expenses and other assets 14,676 (89,364)
Refundable income taxes 30,428 --
Accounts payable 35,211 51,734
Accrued expenses (109,315) (19,317)
Income taxes payable (35,903) (35,216)
Amount due to officer -- (10,634)
Deferred taxes (29,838) --
___________________________________________________________________________
CASH PROVIDED BY OPERATING ACTIVITIES 70,851 39,947
___________________________________________________________________________
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment (110,224) (78,199)
Proceeds from disposal of assets -- 700
Patents and other assets 47,013 (3,202)
___________________________________________________________________________
CASH USED IN INVESTING ACTIVITIES (63,211) (80,701)
___________________________________________________________________________
CASH FLOWS FROM FINANCING ACTIVITIES
Short-term borrowings 29,174 --
Repayment of long-term debt (42,309) (16,974)
Issuance of long-term debt 5,740 --
Issuance of common stock 3,800
___________________________________________________________________________
CASH USED IN FINANCING ACTIVITIES (3,595) (16,974)
Effect of exchange rates (2,261) 4,443
___________________________________________________________________________
NET INCREASE (DECREASE) IN CASH 1,784 (53,285)
CASH AND CASH EQUIVALENTS, BEGINNING OF
PERIOD 1,282,527 1,841,475
___________________________________________________________________________
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,284,311 $ 1,788,190
___________________________________________________________________________
</TABLE>
6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the three month period ended March 31, 1996 is not necessarily
indicative of the results that may be expected for the year ended December
31, 1996. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's annual report on
Form 10-K for the year ended December 31, 1995.
The balance sheet at December 31, 1995 has been derived from the audited
financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
2. INVENTORIES
<TABLE>
Inventories consist of the following:
<CAPTION>
March 31, December 31,
1996 1995
<S> <C> <C>
Raw materials $ 632,087 $ 616,637
Work in process 725,047 706,520
Finished products 530,041 518,753
____________ ___________
$ 1,887,175 $1,841,910
____________ ___________
</TABLE>
3. INCOME TAXES
The Company accounts for income taxes under Statement of Financial
Accounting Standards No. 109 ("SFAS 109"), "Accounting for Income Taxes."
Income taxes are provided based on earnings reported for financial
statement purposes. Deferred taxes are provided on the temporary
differences between income for financial statement and tax purposes.
In accordance with the provisions of SFAS 109, the Company regularly
evaluates the components of its temporary differences and the related
allowance account. At March 31, 1996, the Company reduced its allowance
account approximately $100,000 in order to properly reflect the future
benefit of such differences.
7
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4. NET INCOME PER SHARE
The net income per common share is based on the average number of common
shares outstanding during each year (1996 - 7,949,343, 1995 - 7,893,366).
The exercise of outstanding options would have an immaterial effect on
earnings per share.
8
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MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FINANCIAL CONDITION
At March 31, 1996, the Company had cash and cash equivalents of
approximately $1,284,000 and unused lines of credit of approximately
$670,000. Working capital has remained strong at approximately 5.5 to 1.0.
With the recent introduction of new products and the elimination of non-
recurring professional fees associated with the settlement of litigation in
late 1995, management believes that the Company will continue to strengthen
its financial condition.
Cash flows from operating activities were $70,851 for the three months
ended March 31, 1996, an increase of approximately $30,904, or 77%, over
the same period in 1995. This increase was primarily due to higher sales
volume and a reduction in non-recurring professional fees.
The Company believes that its current capital resources, including existing
cash and access to available lines of credit, together with funds generated
from operations, should be sufficient to meet the Company's operating
requirements through the remainder of 1996. The Company may use a portion
of its cash to acquire businesses, products, or technologies complementary
to its business, although it has no such commitments and no such
acquisitions are currently being negotiated or planned.
RESULTS OF OPERATIONS
Sales increased by $235,828, or 15%, to $1,777,885 for the period ended
March 31, 1996, compared to the corresponding period in 1995. Sales
increased generally throughout all product areas, including significant
growth in Minutex-R- D-Dimer, as well as enhanced sales to certain key OEM
accounts. Management expects to see continued growth in these areas during
the remainder of 1996.
During the period ended March 31, 1996, one customer accounted for 15% of
sales.
Cost of sales, as a percent of sales, increased approximately by 3%, from
48% to 51%, for the period ended March 31, 1996, compared to the
corresponding period in 1995. This increase was due primarily to the
product mix sold during the period and does not, in the opinion of
management, reflect a significant trend toward higher cost of sales.
Selling, general and administrative expenses, decreased approximately
$30,346, or 5%, over the corresponding period in 1995. This was due to a
reduction in non-recurring professional fees and personnel costs partially
offset by increased depreciation expenses associated with capital and
leasehold equipment purchases.
Net income increased 95% to $299,963 in the first quarter of 1996 from
$153,845 in the same period in 1995. This was largely due to continuing
growth in private-label accounts and the introduction of new products.
9
<PAGE>
PART II
ITEM 1. LEGAL PROCEEDINGS
In December 1995, the Company settled a lawsuit with another company.
Under the terms of the settlement, the Company will pay royalties on
certain products sold after December 20, 1995. In addition, the Company
agreed to pay the sum of $100,000, the total of which was paid by its
insurance company.
10
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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.
Date: April 29, 1996 BIOPOOL INTERNATIONAL, INC.
______________ ___________________________
(Registrant)
/s/ Michael D. Bick, Ph.D.
___________________________
Michael D. Bick, Ph.D.
Chief Executive Officer and
Chairman of the Board
/s/ Jeffrey C. Hass
___________________________
Jeffrey C. Hass
Secretary and Director of Finance
11
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,284,311
<SECURITIES> 0
<RECEIVABLES> 1,373,558
<ALLOWANCES> 12,856
<INVENTORY> 1,887,175
<CURRENT-ASSETS> 4,958,622
<PP&E> 3,595,254
<DEPRECIATION> 1,808,372
<TOTAL-ASSETS> 7,619,568
<CURRENT-LIABILITIES> 894,783
<BONDS> 0
0
0
<COMMON> 94,589
<OTHER-SE> 9,656,365
<TOTAL-LIABILITY-AND-EQUITY> 6,237,755
<SALES> 1,777,885
<TOTAL-REVENUES> 1,777,885
<CGS> 902,695
<TOTAL-COSTS> 1,488,622
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 18,959
<INCOME-PRETAX> 289,227
<INCOME-TAX> (10,736)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 299,963
<EPS-PRIMARY> .04
<EPS-DILUTED> .04
</TABLE>
