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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1996 Commission File Number. 000-21930.
BIOSOURCE INTERNATIONAL, INC.
(Exact name of Small Business Issuer as specified in its charter)
DELAWARE 77-0340829
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
820 FLYNN ROAD, CAMARILLO, CALIFORNIA 93012
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (805)987-0086
None
(Former name, former address, and former fiscal year if changed since
last report)
Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act during the past 12 months (or for
such shorter period that the issuer was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes X No .
--- ---
Number of common shares of issuer
Outstanding at November 13, 1996 8,316,971
1
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BIOSOURCE INTERNATIONAL, INC.
INDEX TO FINANCIAL STATEMENTS
ITEM DESCRIPTION PAGE
PART I FINANCIAL INFORMATION
1. FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEET AS OF SEPTEMBER 30, 1996... 3
CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE
MONTHS ENDED SEPTEMBER 30, 1996 AND 1995........ 4
CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE
MONTHS ENDED SEPTEMBER 30, 1996 AND 1995........ 5
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE NINE
MONTHS ENDED SEPTEMBER 30, 1996 AND 1995........ 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS............ 7-10
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS............. 11-14
PART II OTHER INFORMATION
1-6 OTHER INFORMATION, EXHIBITS AND REPORTS ON
FORM 8-K........................................ 15
SIGNATURES............................................ 16
2
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PART I - FINANCIAL INFORMATION
ITEM I - FINANCIAL STATEMENTS
BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 1996
(UNAUDITED)
<TABLE>
<S> <C>
ASSETS
Current assets:
Cash and cash equivalents $14,269,404
Accounts receivable, net 4,188,299
Inventories 7,112,446
Prepaid expenses and other current assets 2,266,464
Deferred income taxes 101,000
-----------
Total current assets 27,937,613
Property and equipment, net 4,011,857
Other assets 435,213
-----------
$32,384,683
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current maturities of notes payable $ 27,912
Accounts payable 1,334,325
Accrued expenses 1,431,425
Income taxes payable 880,417
-----------
Total current liabilities 3,674,079
-----------
Notes payable, less current maturities 1,321,715
Deferred income taxes 75,000
Stockholders' equity:
Preferred stock, $.001 par value. Authorized
1,000,000 shares; none issued --
Common stock, $0.001 par value. Authorized
20,000,000 shares; issued and outstanding
8,313,313 shares 8,313
Additional paid-in capital 28,842,569
Accumulated deficit (1,529,993)
Accumulated translation adjustment (7,000)
-----------
Net stockholders' equity 27,313,889
-----------
$32,384,683
===========
</TABLE>
See accompanying notes to consolidated financial statements.
3
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
----------- ----------
<S> <C> <C>
Revenue $10,820,724 $6,344,038
Cost of goods sold 3,875,821 2,402,366
----------- ----------
Gross profit 6,944,903 3,941,672
----------- ----------
Operating expenses:
Research and development 984,505 859,712
Sales & marketing 1,699,434 939,882
General and administrative 1,669,503 1,171,270
----------- ----------
Total operating expenses 4,353,442 2,970,864
----------- ----------
Operating income 2,591,461 970,808
----------- ----------
Other income, net 263,134 64,419
----------- ----------
Income before income taxes 2,854,595 1,035,227
Provision for income taxes 937,567 241,711
----------- ----------
Net income $ 1,917,028 $ 793,516
=========== ==========
Income per share:
Net income per share $ 0.27 $ 0.14
=========== ==========
Weighted average number of
common shares outstanding 7,130,000 5,823,351
=========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
4
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED SEPTEMBER 30
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
---------- ----------
<S> <C> <C>
Revenue $5,039,529 $2,268,948
Cost of goods sold 1,888,683 751,248
---------- ----------
Gross profit 3,150,846 1,517,700
---------- ----------
Operating expenses:
Research and development 451,002 294,022
Sales & marketing 867,240 291,735
General and administrative 852,913 416,867
---------- ----------
Total operating expenses 2,171,155 1,002,624
---------- ----------
Operating income 979,691 515,076
---------- ----------
Other income, net 162,689 23,744
---------- ----------
Income before income taxes 1,142,380 538,820
Provision for income taxes 336,000 147,884
---------- ----------
Net income $ 806,380 $ 390,936
========== ==========
Income per share:
Net income per share $ 0.10 $ 0.07
========== ==========
Weighted average number of
common shares outstanding 8,450,000 5,828,639
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
5
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
------------ ----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,917,028 $ 793,516
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 306,332 202,399
Changes in assets and liabilities, net of
acquired assets and liabilities:
Accounts receivable (2,798,440) (295,455)
Inventories (3,811,238) (341,874)
Prepaid expenses and other current assets (2,134,143) (24,871)
Other assets 6,580,302 (31,024)
Accounts payable 607,694 250,116
Accrued expenses 1,753,320 (21,748)
------------ ----------
Net cash provided by operating activities 2,420,855 531,059
------------ ----------
Cash flows from investing activities:
Purchase of Medgenix Business (6,868,000) --
Purchase of property and equipment (3,395,581) (187,711)
------------ ----------
Net cash used in investing activities (10,263,581) (187,711)
------------ ----------
Cash flows from financing activities:
Proceeds from issuance of common stock 19,315,959 --
Proceeds from the exercise of options 131,229 29,504
Proceeds from the exercise of warrants 59,365 --
Foreign currency translation (7,000) --
Borrowings from bank 1,957,000 28,000
Repayments to bank (714,515) (133,347)
Payments of capital lease obligations (23,000) (26,515)
------------ ----------
Net cash provided by (used in) financing activities 20,719,038 (102,358)
------------ ----------
Net increase in cash and
cash equivalents 12,876,312 240,990
Cash and cash equivalents at beginning
of period 1,393,092 883,760
------------ ----------
Cash and cash equivalents at end
of period $ 14,269,404 $1,124,750
============ ==========
</TABLE>
See accompanying notes to consolidated financial statements.
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The unaudited consolidated financial statements as of September 30, 1996 and for
the nine month and three month periods ended September 30, 1996 and 1995
included herein have been prepared by the Company, without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. However, the
Company believes that the disclosures are adequate to prevent the information
presented from being misleading. These financial statements should be read in
conjunction with the financial statements and the notes thereto included in the
Company's Form 10-KSB, which contains financial information for the year ended
December 31, 1995.
The information provided in this report reflects all adjustments that are, in
the opinion of management, necessary to present fairly the results of operations
for these periods. The results of these periods are not necessarily indicative
of the results to be expected for the full year.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of BioSource
International, Inc. and its wholly owned subsidiaries. All significant
intercompany accounts and transactions have been eliminated.
The Company is engaged in the licensing, development, manufacture,
marketing and distribution of immunological reagents, test kits and
oligonucleotides used in biomedical research. The types of products
supplied by the Company include a range of bioactive proteins, enzymes,
substrates, antibodies, human and murine cytokines, growth factors and a
variety of assay systems for the detection of biological molecules. These
products focus on areas of research such as immunology, AIDS and cancer.
The Company focuses its sales efforts on academic, industrial and
governmental laboratories.
Cash and Cash Equivalents
Cash and cash equivalents includes all cash balances and highly liquid
investments in debt instruments with an original maturity of three months
or less.
Inventories
Inventories are stated at the lower of cost (first-in, first-out) or
market (net realizable value) for raw materials and work in process and
the average-cost method for finished goods.
Property and Equipment
Property and equipment are stated at cost. Depreciation is provided using
the straight-line method over the estimated useful lives which range from
three to seven years. Leasehold improvements are amortized using the
straight-line method over the estimated useful life or the lease term,
whichever is shorter.
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
License Agreements
License agreements are recorded at cost and are amortized using the
straight-line method over the shorter of the estimated useful lives of
the license or the license term (generally five to ten years). These
costs are included with other assets in the accompanying consolidated
balance sheet.
Income Taxes
The Company accounts for income taxes under Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes." Statement
109 requires the use of the asset and liability method of accounting for
income taxes. Under the asset and liability method of Statement 109,
deferred income taxes are recognized for the future tax consequences
attributable to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax
bases. Deferred tax assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in the years in which those
temporary differences are expected to be recovered or settled. Under
Statement 109, the effect on deferred taxes of a change in tax rates is
recognized in income in the period that includes the enacted date.
Long Lived Assets
In March 1995, Statement of Financial Accounting Standards No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to be Disposed Of," was issued. This statement provides guidelines
for recognition of impairment losses related to long-term assets.
Effective January 1, 1996, the Company adopted Statement No. 121. The
adoption of this new standard did not have a material effect on the
Company's consolidated financial statements.
Accounting for Stock Options
In October 1995, Statement of Financial Accounting Standards No. 123,
"Accounting for Stock-Based Compensation" ("Statement No. 123"), was
issued. This statement encourages, but does not require a fair value
based method of accounting for employee stock options. The Company will
continue to measure compensation costs pursuant to APB Opinion No. 25,
"Accounting for Stock Issued to Employees" and comply with the pro forma
disclosure requirements of Statement No. 123. Effective January 1, 1996,
the Company adopted Statement No. 123 which had no impact on the
Company's consolidated financial statements.
Net Income per Share
Net income per share has been computed using the weighted average number
of common shares outstanding each quarter. The Company's common share
equivalents associated with dilutive stock options and warrants are
immaterial, and accordingly, primary and fully diluted net income per
share are approximately the same.
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2. BUSINESS COMBINATION
On June 5, 1996 the Company acquired certain assets and assumed
selected liabilities of Medgenix Diagnostics, S.A. ("Medgenix"),
located in Fleurus, Belgium, related to its in vitro diagnostic
business (the "Medgenix Business"). The Medgenix assets consist of
certain product lines which are similar to those of the Company,
focusing on assay test kits, customer accounts, laboratory and
animal facilities, real property leasehold interests and an existing
employee base, all of which are used in the Medgenix Business. The
purchase price for the Medgenix Business was $6.9 million, payable in
cash, and the assumption of certain Medgenix liabilities. The Company
funded the cash portion of the purchase price of the Medgenix
Business from a portion of the net proceeds of a secondary offering of
its common stock which closed concurrently with the closing of the
Medgenix acquisition. The acquisition was accomplished as a purchase
of assets (and assumption of certain liabilities) which were acquired
by a wholly-owned subsidiary of the Company, BioSource Europe, S.A.
(BioSource Europe), and was accounted for as a purchase. BioSource
Europe is incorporated under Belgian law with subsidiaries in France,
Germany, Italy and the Netherlands.
3. INVENTORIES
<TABLE>
<CAPTION>
SEPT 30, 1996
-------------
<S> <C>
Raw materials $ 997,033
Work in process 2,662,220
Finished goods 3,453,193
----------
$7,112,446
==========
4. PROPERTY AND EQUIPMENT
Land $ 270,000
Building and improvements 1,914,435
Laboratory equipment 1,872,702
Automobiles 68,000
Office furniture, equipment and computers 938,448
----------
$5,063,585
Less accumulated depreciation 1,051,728
----------
$4,011,857
==========
</TABLE>
5. NOTES PAYABLE
At September 30 1996 the Company had a credit agreement with a bank
providing for borrowings of up to $1,000,000 under a revolving line of
credit limited to 75% of eligible accounts receivable, as defined per
the borrowing agreement. Interest on the revolving line of credit is
payable monthly at prime plus .75%. Borrowings under the credit
agreement are secured by all Company assets. At September 30, 1996
there was no outstanding borrowings under the credit agreement.
On March 29, 1996, the Company purchased its existing executive offices
and manufacturing facilities, consisting of approximately 27,000 square
feet located on 63,162 square feet of land in Camarillo, California.
These offices and manufacturing facilities, leased by the Company prior
to the purchase date, are subject to a first trust deed mortgage (the
"First Mortgage") which was made by the lender pursuant to the Small
Business Administration's Loan Guarantee Program. At September 30, 1996,
the First Mortgage had an outstanding balance of $738,514 with unpaid
principal due on April 1, 2006. The principal amount of the loan is
being amortized over twenty years. Pursuant to the First Mortgage, the
Company is obligated to make monthly payments of $6,896, which include
interest at 9.4% per annum. The property is also subject to a second
trust deed loan (the "Second Mortgage") with the California Statewide
Development Corp. with an outstanding principal balance of $611,113 as
of September 30, 1996. The second mortgage is subject to a fixed rate of
7.6% per annum, payable and amortized over twenty years, due
approximately June 1, 2016, with monthly payments of principle,
interest, and fees of $5,369. Payments by the Company under the First
Mortgage and the Second Mortgage are unconditionally guaranteed by
James H. Chamberlain, Chief Executive Officer and President of the
Company.
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BIOSOURCE INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6. LEASE COMMITMENTS
The Company's European subsidiary, BioSource Europe S.A,. leases a
building of approximately 30,000 square feet located at the Fleurus,
Belgium facility for a term of three years expiring on March 31, 1998.
The Company also leases manufacturing premises for Keystone
Laboratories, its wholly owned subsidiary, under an operating lease
expiring on April 30, 1998 and renewable for a three-year period upon
expiration of the initial term.
The Keystone Laboratories also leases approximately $104,000 of certain
equipment under a capital lease. The capital lease obligation is payable
in monthly installments through June 1997, including interest at
approximately 6.25%.
7. INCOME TAXES
Income taxes for the interim periods were computed using the effective
tax rate estimated to be applicable for the full fiscal year, which is
subject to ongoing review by management.
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ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read together with the
financial statements and the notes thereto included elsewhere herein.
OVERVIEW
BioSource International, Inc. develops, manufactures, markets and
distributes products which are widely used in biomedical research and are
instrumental in the development of new medical diagnostic methods and
pharmaceutical products. The Company's products enable scientists to better
understand the biochemistry, immunology and cell biology of the human body,
aging and certain diseases such as cancer, arthritis and other inflammatory
diseases, AIDs and certain other infectious diseases. The Company's products
include immunological reagents, including bioactive proteins (cytokines, growth
factors and adhesion molecules) and monoclonal and polyclonal antibodies. The
Company also develops, manufactures, markets and distributes oligonucleotides
and ELISA test kits, and uses recombinant DNA technology to produce cytokines
and other proteins. Because the Company's products are currently sold only to
the research market, the Company is not subject to regulation by the FDA, and
therefore undertakes none of the risks associated with the research and
development of new drugs.
BioSource International, Inc. (BioSource) maintains manufacturing,
laboratories and its executive offices in Camarillo, California. The Company
manufactures oligonucleotides at its laboratory facilities located in Menlo
Park, California.
On June 5, 1996 BioSource acquired certain assets and assumed selected
liabilities of Medgenix Diagnostics, S.A. ("Medgenix"), located in Fleurus,
Belgium, related to its in vitro diagnostic business (the "Medgenix Business").
The Medgenix assets consist of certain product lines which are similar to those
of the Company, focusing on assay test kits, customer accounts, laboratory and
animal facilities, real property leasehold interests and an existing employee
base, all of which are used in the Medgenix Business. The purchase price for the
Medgenix Business was $6.9 million, payable in cash, and the assumption of
certain Medgenix liabilities. The Company funded the cash portion of the
purchase price of the Medgenix Business from a portion of the net proceeds of a
secondary offering of its common stock which closed concurrently with the
closing of the Medgenix acquisition. The acquisition was accounted for as a
purchase of assets (and assumption of certain liabilities) which were acquired
by a wholly-owned subsidiary of BioSource, BioSource Europe, S.A.("BioSource
Europe"). BioSource Europe is incorporated under Belgian law with subsidiaries
in France, Germany, Italy and the Netherlands.
RESULTS OF OPERATIONS QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 1996
Revenue. Revenue for the quarter ended September 30, 1996 increased
$2,770,581 or 122% to $5,039,529 from $2,268,948 when compared to the quarter
ended September 30, 1995. Revenue for the nine months ended September 30, 1996
increased $4,476,686 or 71% to $10,820,724 from $6,344,038 when compared to the
nine months ended September 30, 1995. The primary factor for the increased
revenue of the Company was the addition of BioSource Europe's revenue of
$2,540,000 for the quarter ended September 30, 1996. Excluding BioSource Europe,
revenues for BioSource increased $230,581 or 10% and $1,172,686 or 18% for the
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quarter and nine months ended September 30, 1996, respectively. Sales of Elisa
Test kits for the quarter and nine months ended September 30, 1996 when compared
to September 30, 1995 increased by 24% and 39%, respectively.
Gross Margins. Gross margins for the quarter ended September 30, 1996
decreased to 62.5% or 4.4% from 66.9% when compared to the quarter ended
September 30, 1995. Gross margins for the nine months ended September 30, 1996
increased to 64.2% or 2.1% from 62.1% when compared to the nine months ended
September 30, 1995. BioSource continues to recognize increased consolidated
gross margins as a result of increased production volumes at lower costs of
ELISA test kits. BioSource continues the expansion of in-house production of
products versus out-sourcing which enables the Company to recognize increased
margins. The slight decrease in gross margins for the third quarter are the
result of the inclusion of BioSource Europe. Biosource Europe's gross margins
for the quarter were 55.8%.
Research and Development Expenses. Research and development expenses for
the quarter ended September 30, 1996 increased by $156,980 or 53.4% to $451,002
when compared to $294,022 for the quarter ended September 30, 1995. Research and
development expenses for the nine months ended September 30, 1996 increased by
$124,793 or 14.5% to $984,505 when compared to $859,712 for the nine months
ended September 30, 1995. The majority of the increase is a direct result of the
research and development expenses associated with BioSource Europe. The
Company's continued development of ELISA test kits, of which 6 new kits were
introduced in the third quarter, also contributed to the increase. The Company
has expanded the molecular biology program which allows for faster product
development and allows the Company greater control over its future product
development. On July 9, 1996 the Company announced that it entered into a
scientific study with the Mary Babb Randolph Cancer Center at West Virginia
University to study the feasibility of a quantitative assay capable of detecting
minimal residual disease in bone marrow or peripheral blood stem cell products
from breast cancer patients. Management does not currently anticipate a
significant increase in research expenses as a result of this study.
Sales and Marketing Expenses. Sales and marketing expenses for the quarter
ended September 30, 1996 were $867,240, an increase of $575,505, when compared
to $291,735 for the quarter ended September 30, 1995. Sales and marketing
expenses for the nine months ended September 30, 1996 were $1,699,434 an
increase of $759,552 when compared to $939,882 for the nine months ended
September 30, 1995. The increase is primarily due to the additional expenses
associated with BioSource Europe which has a direct sales and marketing presence
in four European locations and worldwide distribution. BioSource Europe sales
and marketing expenses were $547,900 for the quarter ended September 30, 1996.
General and Administrative Expenses. General and administrative expenses
for the quarter ended September 30, 1996 were $852,913, an increase of $436,046
when compared to $416,867
12
<PAGE> 13
for the quarter ended September 30, 1995. General and administrative expenses
for the nine months ended September 30, 1996 were $1,669,503, an increase of
$498,233 as compared to $1,171,270 for the nine months ended September 30, 1995.
The increase in general and administrative expenses for the quarter were due to
the additional expenses associated with Biosource Europe, and specifically
administrative and employee relocation costs incurred resulting from the
BioSource Europe acquisition. General and administrative expenses for BioSource
Europe were $408,900 for the quarter ended September 30, 1996.
Provision of Income Taxes. The provision for income taxes for the nine
months ended September 30, 1996 was calculated using the effective rate of
approximately 31%, which includes the tax benefits realized from net operating
loss carryforwards, a foreign sales corporation and tax credits recognized from
increasing research and development expenses. Foreign taxes have been provided
at a rate of 39% which approximates the tax rate in Belgium.
Net Earnings. Net earnings for the quarter ended September 30, 1996 were
$806,380, an increase of $415,444 or 106% when compared to $390,936 for the
quarter ended September 30, 1995. Net earnings for the nine months ended
September 30, 1996 were $1,917,028, an increase of $1,123,512 or 142% when
compared to $793,516 for the nine months ended September 30, 1995. The increase
in consolidated earnings is attributable to the increased revenue from all
product lines, particularly the ELISA test kits, and the contribution associated
with higher gross margins. In addition, net earnings were increased by the
addition of $246,000 in net earnings from BioSource Europe.
LIQUIDITY AND CAPITAL RESOURCES
At September 30, 1996, the Company's current ratio was 7.6 to 1 compared
to 4.8 to 1 at December 31, 1995. Cash provided by operating activities for the
nine months ended September 30, 1996 was $2,420,855 as compared to $531,059
for the nine months ended September 30, 1995. At September 30, 1996 cash and
cash equivalents on hand was $14,269,404 as compared to $1,393,092 at December
31, 1995. The Company invests the cash on hand in low risk short term commercial
paper and tax-exempt mutual funds. The Company's policy is to maintain liquidity
in its investments to provide working capital and have the ability to react to
future potential long term investment opportunities in complementary business,
products or technologies.
The substantial increase in cash on hand was due to the Company completing
a secondary offering of 2.5 million shares of its common stock, which included
138,000 shares offered by then current shareholders, which resulted in raising
approximately $19.9 million dollars. The offering was completed on June 5,
1996. Simultaneously with the offering, the Company completed the acquisition
of the in vitro business of Medgenix for a total purchase price of $6.9 million.
For the nine months ended September 30, 1996, purchases of property and
equipment amounted to $3,395,581. On March 29, 1996 the Company purchased its
corporate headquarters and manufacturing facilities located in Camarillo,
California. The property was purchased for $1,496,000. Capital improvements
and expansion of office and laboratory facilities totaled $353,000 through the
nine months ended June 30, 1996. The majority of the remaining capital
expenditures was from the
13
<PAGE> 14
purchases of BioSource Europe net fixed assets which included laboratory,
production and office equipment.
The Company's credit agreement with Silicon Valley Bank, as extended,
provides for borrowings of up to $1.0 million limited to 75% of eligible
accounts receivable. The credit line expires on December 31, 1996. Interest on
the line of credit is at prime plus .75%. At September 30, 1996 no amounts have
been drawn of the line of credit. On June 6, 1996 the Company paid down the
remaining $89,286 due on its $150,000 installment note payable to Silicon Valley
Bank.
Management believes with the positive increase in working capital provided
by operations and the cash generated from its secondary offering, the Company
has sufficient working capital to meet its operating and capital needs.
14
<PAGE> 15
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
15
<PAGE> 16
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.
BIOSOURCE INTERNATIONAL, INC.
By: /s/ Anna Anderson
------------------------------------------
Anna Anderson
November 13, 1996 Vice President and Chief Financial Officer
/s/ James H. Chamberlain
------------------------------------------
James H. Chamberlain
November 13, 1996 President and Chief Executive Officer
16
<TABLE> <S> <C>
<ARTICLE> 5
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE-RATE> 1
<CASH> 14,269,404
<SECURITIES> 0
<RECEIVABLES> 4,188,299
<ALLOWANCES> 0
<INVENTORY> 7,112,446
<CURRENT-ASSETS> 27,937,613
<PP&E> 4,011,857
<DEPRECIATION> 0
<TOTAL-ASSETS> 32,384,683
<CURRENT-LIABILITIES> 3,674,079
<BONDS> 1,321,715
0
0
<COMMON> 8,313
<OTHER-SE> 27,305,576
<TOTAL-LIABILITY-AND-EQUITY> 32,384,683
<SALES> 10,820,724
<TOTAL-REVENUES> 10,820,724
<CGS> 3,875,821
<TOTAL-COSTS> 3,875,821
<OTHER-EXPENSES> 4,353,442
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 65,451
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