This Amendment No. 1 is filed to correct a typographical error in the
consolidated statements of income for the six months ended March 28,
1998.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No.1
FORM 10-Q/A
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 28, 1998
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission File Number: 0-18281
Hologic, Inc.
(Exact name of registrant as specified in its charter)
Delaware 04-2902449
(State of incorporation) (I.R.S. Employer Identification No.)
590 Lincoln Street, Waltham, Massachusetts 02154
(Address of principal executive offices) (Zip
Code)
(781) 890-2300
(Registrant's telephone number, including area code)
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 __
As of May 8, 1998 13,324,594 shares of the registrant's Common Stock,
$.01 par value, were outstanding.
HOLOGIC, INC. AND SUBSIDIARIES
INDEX
Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
March 28, 1998 and September 27, 1997 3
Consolidated Statements of Income
Three and Six Months Ended March 28, 1998
and March 29, 1997 4
Consolidated Statements of Cash Flows
Six Months Ended March 28, 1998
and March 29, 1997 5
Notes to Consolidated Financial Statements 6
SIGNATURES 9
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
<TABLE>
HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<CAPTION>
ASSETS
March 28, September 27,
1998 1997
----- -----
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents....... $43,657,350 $28,091,933
Short-term investments.......... 43,367,050 56,173,247
Accounts receivable,
less reserves of $1,460,000.... 29,838,158 29,231,105
Inventories..................... 18,441,301 13,204,528
Prepaid expenses and
other current assets........... 3,816,412 4,067,715
----------- -----------
Total current assets............ 139,120,271 130,768,528
----------- -----------
PROPERTY AND EQUIPMENT, at cost:
Equipment....................... 7,349,424 6,397,509
Furniture and fixtures.......... 1,764,611 1,655,557
Leasehold improvements.......... 1,705,626 1,687,523
----------- -----------
10,819,661 9,740,589
Less- Accumulated depreciation
and amortization............... 5,665,167 5,036,017
----------- -----------
5,154,494 4,704,572
----------- ------------
Other assets, net................ 14,759,676 9,194,142
---------- -----------
$159,034,441 $144,667,242
============ ============
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
March 28, September 27,
1998 1997
CURRENT LIABILITIES: ----- ----
<S> <C> <C>
Line of credit................ $780,810 $82,764
Accounts payable.............. 6,305,798 5,232,270
Accrued expenses.............. 10,371,446 9,297,552
Deferred revenue.............. 8,252,547 3,287,924
---------- -----------
Total current liabilities..... 25,710,601 17,900,510
---------- ----------
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value-
Authorized - 1,622,685
Issued and outstanding-none.. -- --
Common stock, $.01 par value-
Authorized - 30,000,000 shares
Issued and outstanding -
13,310,286 and 13,111,442
shares, respectively...... 133,103 131,114
Capital in excess
of par value................. 93,647,157 91,668,270
Retained earnings............. 40,582,173 35,798,846
Cumulative translation
adjustment................... (1,038,593) (831,498)
------------ -----------
Total stockholders' equity.... 133,323,840 126,766,732
------------ -----------
$159,034,441 $144,667,242
============ ============
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
<TABLE>
HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
Three Months Ended Six Months Ended
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES:
Product sales............... $29,455,344 $27,153,104 $54,594,318 $53,428,613
Other revenues.............. 741,889 846,784 1,723,563 1,681,018
----------- ----------- ----------- ----------
30,197,233 27,999,888 56,317,881 55,109,631
COSTS AND EXPENSES:
Cost of product sales....... 14,662,425 12,448,861 27,402,278 24,403,327
Research and development.... 2,505,675 2,205,646 4,844,676 3,937,086
Selling and marketing....... 7,839,985 4,523,467 14,589,022 9,092,197
General and administrative.. 2,282,048 2,791,206 4,577,197 5,698,647
----------- ---------- ---------- ----------
27,290,133 21,969,180 51,413,173 43,131,257
----------- ---------- ---------- ----------
Income from operations.. 2,907,100 6,030,708 4,904,708 11,978,374
Interest income............. 1,475,978 1,255,456 2,781,071 2,332,415
Other (expense) income...... (113,128) 54,736 (202,452) (61,595)
---------- ----------- ---------- ----------
Income before provision
for income taxes....... 4,269,950 7,340,900 7,483,327 14,249,194
PROVISION FOR INCOME TAXES... 1,550,000 2,690,000 2,700,000 5,190,000
---------- ---------- ---------- ----------
Net income.............. $2,719,950 $4,650,900 $4,783,327 $9,059,194
========= ========== ========== ==========
NET INCOME PER COMMON AND
COMMON EQUIVALENT SHARE:
Basic earnings per share.. $ .21 $ .36 $ .36 $ .70
===== ===== ===== =====
Diluted earnings per share. $ .20 $ .34 $ .35 $ .66
===== ===== ===== =====
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING .. 13,197,162 12,954,462 13,164,663 12,916,793
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON AND DILUTIVE POTENTIAL
COMMON SHARES OUTSTANDING... 13,758,671 13,661,821 13,774,366 13,649,328
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
<TABLE>
HOLOGIC, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Six Months Ended
March 28, March 29,
1998 1997
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income............................ $4,783,327 $9,059,194
Adjustments to reconcile net income
to net cash provided by
operating activities-
Depreciation and amortization...... 755,919 582,964
Compensation expense related
to issuance of stock option....... 138,296 18,000
Changes in assets and liabilities-
Accounts receivable ............... (732,910) (6,968,967)
Inventories........................ (5,236,772) 340,695
Prepaid expenses and
other current assets.............. 320,190 (1,053,620)
Accounts payable................... 1,073,528 328,759
Accrued expenses................... 1,365,416 4,151,500
Deferred revenue................... 4,964,623 426,059
----------- ----------
Net cash provided by
operating activities............ 7,431,617 6,884,584
----------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of held-to-maturity
investments......................... (41,645,401) (7,490,046)
Sales of held-to-maturity investments. 50,094,625 1,330,561
Purchases of available-for-sale
investments......................... -- (36,271,422)
Sales of available-for-sale
investments......................... -- 51,800,116
Purchases of property and equipment... (1,079,072) (945,352)
Increase in other assets.............. (1,125,119) (3,101)
------------ -----------
Net cash provided by
investing activities............ 6,245,033 8,420,756
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease )
in line of credit.................... 698,046 (2,534,740)
Issuance of common stock
pursuant to options and
employee stock purchase plans........ 1,057,812 926,141
Tax benefit from stock
option exercises..................... 340,000 470,000
Net cash provided by ---------- -----------
(used in) financing activities... 2,095,858 (1,138,599)
---------- -----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH. (207,091) (341,761)
---------- -----------
NET INCREASE IN CASH AND
CASH EQUIVALENTS........................ 15,565,417 13,824,980
CASH AND CASH EQUIVALENTS,
beginning of period..................... 28,091,933 28,754,023
------------- -----------
CASH AND CASH EQUIVALENTS, end of period. $43,657,350 $42,579,003
============ ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the
period for income taxes............... $1,921,555 $ 2,979,310
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated
financial statements.
HOLOGIC, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Basis of Presentation
The consolidated financial statements of Hologic, Inc. (the
Company) presented herein have been prepared pursuant to the rules of
the Securities and Exchange Commission for quarterly reports on 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 consolidated
financial statements and notes thereto for the year ended September
27, 1997, included in the Company's Form 10-K as filed with the
Securities and Exchange Commission on December 23, 1997.
The consolidated balance sheet as of March 28, 1998, the
consolidated statements of income for the three and six months ended
March 28, 1998 and March 29, 1997 and the consolidated statements of
cash flows for the six months ended March 28, 1998 and March 29,
1997, are unaudited but, in the opinion of management, include all
adjustments (consisting of normal, recurring adjustments) necessary
for a fair presentation of results for these interim periods.
The results of operations for the three and six months ended
March 28, 1998 are not necessarily indicative of the results to be
expected for the entire fiscal year ending September 26, 1998.
(2) Summary of Significant Accounting Policies
The accompanying consolidated financial statements reflect the
application of certain accounting policies described in this and
other notes to the consolidated financial statements.
(a) Inventories: Inventories are stated at the lower of cost
(first-in, first-out) or market and consist of the following:
March 28, September 27,
1998 1997
---------- --------------
Raw materials and work-in-process $14,743,288 $9,967,707
Finished goods 3,698,013 3,236,821
----------- ----------
$18,441,301 $13,204,528
=========== ===========
Work-in-process and finished goods inventories consist of
material, labor and manufacturing overhead.
(b) Foreign Currency Translation:
Assets and liabilities of the Company's foreign subsidiaries are
translated into U.S. dollars at exchange rates in effect at the end
of the period, and revenues and expenses are translated at the
weighted average exchange rate in effect during the period. Gains
and losses from foreign currency translation are included in the
stockholders' equity section under cumulative translation adjustment.
Foreign currency transaction gains and losses arising primarily from
settlement of sales transactions with the Company's foreign
subsidiaries are included in results of operations. Transaction
losses of $50,139 and $74,995 for the three and six months ended
March 28, 1998, respectively, and transaction gains of $83,378 and
$1,054 for the three and six months ended March 29, 1997,
respectively, are included in other expense in the accompanying
consolidated statements of income.
(c) Earnings Per Share:
In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 128-Earnings
per Share. This standard is effective for fiscal periods ending
after December 15, 1997 and requires presentation of both basic and
diluted earnings per share on the face of the Consolidated Statements
of Income. These financial statements have been prepared and
presented based on the new standard. Prior period amounts have been
restated to conform to current year presentation. Anti-dilutive
weighted shares of 425,862 and 305,295 for the three and six months
ended March 28, 1998, respectively, and 144,752 and 131,179, for the
three and six months ended March 29, 1997, respectively, have been
excluded from the weighted average number of common and dilutive
potential common shares outstanding.
Basic and diluted share amounts are as follows:
Three Months Ended Six Months Ended
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
Weighted average
common shares outstanding 13,197,162 12,954,462 13,164,663 12,916,793
Common stock equivalents
outstanding pursuant to
the treasury stock method 561,509 707,359 609,703 732,535
------------ --------- ----------- ---------
Weighted average number of
common and dilutive potential
common shares outstanding 13,758,671 13,661,821 13,774,366 13,649,328
========== ========== ========== ==========
(3) Line of Credit
The Company has an international line of credit with a bank for
the equivalent of $3,000,000, which bears interest at PIBOR plus
1.50%. The borrowings under this line are denominated in the local
currency of its European subsidiaries and are primarily used by these
subsidiaries to settle intercompany sales.
(4) Concentration of Credit Risk
The Company sells certain of its systems to a leasing company,
which in turn leases the systems to third parties. The leasing
company accounted for 38% of DXA product sales in the six months
ended March 28, 1998.
(5) Recent Accounting Pronouncements
In June 1997, the FASB issued SFAS No. 130 Reporting
Comprehensive Income and SFAS No. 131, Disclosures About Segments of
an Enterprise and Related Information. Both SFAS No. 130 and SFAS
No. 131 are effective for fiscal years beginning after December 15,
1997. The Company believes that the adoption of these new accounting
standards will not have a material impact on the Company's financial
statements.
(6) Patent Rights Acquisition
In January 1998, the Company made the final payment with respect
to the acquisition of certain patent rights pursuant to an agreement
entered into in fiscal 1992 and amended in May 1993. The Company
paid $1,086,250 (the equivalent of 55,000 shares of common stock) for
these patent rights. The additional cost of these patent rights will
be amortized over the remaining expected life of approximately five
years.
HOLOGIC, INC. AND SUBSIDIARIES
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.
Hologic, Inc.
(Registrant)
May 29, 1998 /s/ S. David Ellenbogen
- ------------ ---------------------------
Date S. David Ellenbogen
Chairman and Chief Executive Officer
May 29, 1998 /s/ Glenn P. Muir
- ------------- -------------------------------
Date Glenn P. Muir
Vice President, Finance and Treasurer
(Principal Financial and Chief Accounting
Officer)
