BIO RAD LABORATORIES INC filed this 8-K on 11/07/2013
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BIO-8K 11.7.13 R


 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K

 


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report:   November 7, 2013
(Date of earliest event reported)
 
 


BIO-RAD LABORATORIES, INC.
(Exact name of registrant as specified in its charter)
 

 


Commission File Number: 1-7928
 
Delaware
 
94-1381833
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
1000 Alfred Nobel Dr.
Hercules, California 94547
(Address of principal executive offices, including zip code)
 
(510) 724-7000
(Registrant’s telephone number, including area code)
 
 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
  






ITEM 2.02    Results of Operations and Financial Condition

On November 7, 2013, Bio-Rad Laboratories, Inc. announced its financial results for the quarter ended September 30, 2013.  A copy of the press release is furnished as Exhibit 99.1 to this report.

In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01    Financial Statements and Exhibits

Exhibit
Number 
 
Description
99.1 
 
Press release of Bio-Rad Laboratories, Inc. dated November 7, 2013









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 hereunto duly authorized.
  

 
 
 
BIO-RAD LABORATORIES, INC.
 
 
 
 
 
Date:
November 7, 2013
 
By:
/s/ Christine A. Tsingos
 
 
 
 
Christine A. Tsingos
 
 
 
 
Executive Vice President and Chief Financial Officer





EXHIBIT INDEX

Exhibit
Number 
 
Description
99.1 
 
Press release of Bio-Rad Laboratories, Inc. dated November 7, 2013



BIO-8K 11.7.2013-EX99.1 R


Exhibit 99.1


Press Release


Bio-Rad Reports Third-Quarter 2013 Financial Results

HERCULES, CA - November 7, 2013 - Bio-Rad Laboratories, Inc. (NYSE: BIO and BIOb), a multinational manufacturer and distributor of life science research and clinical diagnostic products, announced financial results today for the third quarter ended September 30, 2013.

Third-quarter reported revenues were $505.1 million, an increase of 1.3% compared to $498.7 million reported for the third quarter of 2012. These results include $5.5 million of sales resulting from the Company’s acquisition of AbD Serotec in January 2013. On a currency-neutral basis, quarterly revenues increased 1.8% compared to the same period last year. Third-quarter gross margin was 56.3%, compared to 54.9% during the same quarter in 2012.

The Company recorded a net loss for the third quarter of ($7.1) million, or ($0.25) per share on a fully diluted basis versus net income of $42.6 million, or $1.49 per share reported for the same period last year. These results include interest expense of $15.6 million associated with our decision to redeem certain bonds in the third quarter of 2013 as well as the recording of an accrued expense of $20 million in connection with the Company’s initial efforts to resolve the previously disclosed investigation of the Company in connection with the United States Foreign Corrupt Practices Act.

Year-to-date revenues were $1.53 billion, an increase of 2.3% compared to $1.50 billion reported in the first three quarters of 2012. Adjusting for the impact of currency, year-to-date revenue growth was 3.1%.

Year-to-date net income for the first three quarters of 2013 was $47.7 million, or $1.65 per share on a fully diluted basis compared to $122.2 million, or $4.27 per share reported during the same period in 2012.

In addition to the impact of the bond redemption and legal accrual mentioned above, the lower net income in the third quarter and year-to-date of 2013, when compared to the third quarter and year-to-date of 2012, was the result of higher SG&A expense, primarily due to employee expenses associated with acquisitions; expenses associated with the enterprise resource planning (ERP) implementation; as well as certain events that occurred during the first three quarters of 2012 that favorably impacted results in 2012 including reductions in the valuation of the contingent consideration associated with the

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QuantaLife acquisition of $8.5 million in the third quarter of 2012 and $16.0 million in the nine months ended September 30, 2012.

“As anticipated, third-quarter results continued the modest pace of growth set in the first half of the year,” said Norman Schwartz, Bio-Rad President and Chief Executive Officer. “We continued to see a softness in some of our markets this quarter, which impacted our results. Although we expect more of the same for the rest of 2013, we remain focused on new products and investments in our future.”


Life Science
The Life Science segment net sales for the third quarter were $162.9 million, down 2.5% compared to the same period last year. On a currency-neutral basis, Life Science segment sales decreased by 1.2% compared to the third quarter of 2012. Third-quarter 2013 results reflected continued slowness in the research spending environment. Performance of the Life Science segment was positively impacted by sales of antibodies and reagents from the Company’s acquisition of AbD Serotec, as well as sales of biochromatography and cell sorting instruments.

Clinical Diagnostics
Reported net sales for the Clinical Diagnostics segment in the third quarter were $338.8 million, an increase of 3.2% compared to the third quarter in 2012 on both a reported and currency-neutral basis. During the quarter, the Clinical Diagnostics segment had growth across most product lines most notably from quality controls, diabetes, and autoimmune products. Strength in China and Latin America markets was offset by weakness of sales in Western Europe.

Management will discuss these results in a conference call at 2 PM Pacific Time (5 PM Eastern Time) November 7, 2013. Interested parties may access the call at 866-543-6403 (in the U.S.) or 617-213-8896 (international), access number 45118924.

A live webcast of the conference call may be accessed in the Investor Relations area of www.bio-rad.com. A replay of the call will be available at 888-286-8010 (in the U.S.) or 617-801-6888 (international), access number 78604858, for seven days following the call. The webcast of the call will be archived on the Bio-Rad site for replay for up to a year and may be accessed in the Investor Relations area of www.bio-rad.com.


About Bio-Rad
Bio-Rad Laboratories, Inc. (NYSE: BIO and BIOb) has been at the center of scientific discovery for 60 years, manufacturing and distributing a broad range of products for life science research and clinical

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diagnostic markets. The company is renowned for its commitment to quality and customer service among university and research institutions, hospitals, public health and commercial laboratories, as well as the biotechnology, pharmaceutical, and food safety industries. Founded in 1952, Bio-Rad is based in Hercules, California, and serves more than 100,000 research and industry customers through its global network of operations. The company employs approximately 7,600 people worldwide and had revenues exceeding $2 billion in 2012. Visit us at www.bio‑rad.com.


This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements generally can be identified by the use of forward-looking terminology such as, “believe,” “expect,” “may,” “will,” “intend,” “estimate,” “continue,” or similar expressions or the negative of those terms or expressions. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. For further information regarding the Company's risks and uncertainties, please refer to the “Risk Factors” in the Company’s public reports filed with the Securities and Exchange Commission, including the Company’s most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. The Company cautions you not to place undue reliance on forward-looking statements, which reflect an analysis only and speak only as of the date hereof. Bio-Rad Laboratories, Inc., disclaims any obligation to update these forward-looking statements.

Investor and Financial Contacts:
Bio-Rad Laboratories, Inc.
Christine Tsingos, Executive Vice President and Chief Financial Officer
Ron Hutton, Vice President, Treasurer
510-724-7000
investor_relations@bio-rad.com

 


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Bio-Rad Laboratories, Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
(Unaudited)

 
Three Months Ended
 
Nine Months Ended
 
September 30,
 
September 30,
 
2013
 
2012
 
2013
 
2012
Net sales
$
505,066

 
$
498,697

 
$
1,530,059

 
$
1,495,396

Cost of goods sold
220,850

 
224,927

 
674,330

 
654,784

Gross profit
284,216

 
273,770

 
855,729

 
840,612

Selling, general and administrative expense
202,238

 
160,134

 
583,486

 
492,913

Research and development expense
52,920

 
47,795

 
155,104

 
150,637

Income from operations
29,058

 
65,841

 
117,139

 
197,062

Interest expense
31,611

 
11,901

 
54,252

 
37,498

Foreign exchange losses, net
3,330

 
448

 
5,723

 
3,508

Other (income) expense, net
(667
)
 
(1,511
)
 
(10,711
)
 
(14,692
)
(Loss) income before income taxes
(5,216
)
 
55,003

 
67,875

 
170,748

Provision for income taxes
(1,883
)
 
(12,383
)
 
(20,200
)
 
(48,375
)
Net (loss) income including noncontrolling interests 
(7,099
)
 
42,620

 
47,675

 
122,373

Net (income) loss attributable to noncontrolling interests

 
13

 
(21
)
 
(148
)
Net (loss) income attributable to Bio-Rad
$
(7,099
)
 
$
42,633

 
$
47,654

 
$
122,225

 
 
 
 
 
 
 
 
Basic (loss) earnings per share:
 
 
 
 
 
 
 
Net (loss) income per basic share attributable to Bio-Rad
$
(0.25
)
 
$
1.51

 
$
1.67

 
$
4.33

Weighted average common shares - basic
28,603

 
28,312

 
28,545

 
28,255

 
 
 
 
 
 
 
 
Diluted (loss) earnings per share:
 
 
 
 
 
 
 
Net (loss) income per diluted share attributable to Bio-Rad
$
(0.25
)
 
$
1.49

 
$
1.65

 
$
4.27

Weighted average common shares - diluted
28,603

 
28,645

 
28,870

 
28,609


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Bio-Rad Laboratories, Inc.
Condensed Consolidated Balance Sheets
(In thousands)


 
September 30,
2013
 
December 31,
2012
 
 (Unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
291,793

 
$
463,388

Short-term investments
270,027

 
457,685

Accounts receivable, net
383,471

 
398,739

Inventories, net
523,503

 
455,120

Other current assets
205,749

 
161,750

Total current assets
1,674,543

 
1,936,682

 
 
 
 
Property, plant and equipment, net
425,076

 
416,938

Goodwill, net
513,705

 
495,418

Purchased intangibles, net
276,054

 
260,939

Other assets
391,030

 
333,526

Total assets
$
3,280,408

 
$
3,443,503

 
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
131,899

 
$
130,867

Accrued payroll and employee benefits
133,218

 
135,955

Notes payable and current maturities of long-term debt
1,705

 
1,750

Income and other taxes payable
32,424

 
34,779

Other current liabilities
163,639

 
169,049

Total current liabilities
462,885

 
472,400

 
 
 
 
Long-term debt, net of current maturities
435,541

 
732,414

Other long-term liabilities
257,742

 
223,149

Total liabilities
1,156,168

 
1,427,963

 
 
 
 
Bio-Rad stockholders’ equity
2,124,240

 
2,015,005

Noncontrolling interests

 
535

Total stockholders’ equity
2,124,240

 
2,015,540

Total liabilities and stockholders’ equity
$
3,280,408

 
$
3,443,503



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Bio-Rad Laboratories, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

 
Nine Months Ended
 
September 30,
 
2013
 
2012
Cash flows from operating activities:
 
 
 
Cash received from customers
$
1,531,251

 
$
1,512,991

Cash paid to suppliers and employees
(1,341,006
)
 
(1,227,911
)
Interest paid
(50,188
)
 
(35,929
)
Income tax payments
(50,140
)
 
(77,411
)
Other operating activities
12,118

 
8,504

Net cash provided by operating activities
102,035

 
180,244

Cash flows from investing activities:
 
 
 
Payments for acquisitions and long-term investments
(68,510
)
 
(38,479
)
Other investing activities
105,425

 
(302,285
)
Net cash provided by (used in) investing activities
36,915

 
(340,764
)
Cash flows from financing activities:
 
 
 
Payments on long-term borrowings
(300,178
)
 
(496
)
Other financing activities
(15,287
)
 
9,569

Net cash (used in) provided by financing activities
(315,465
)
 
9,073

Effect of foreign exchange rate changes on cash
4,920

 
3,673

Net decrease in cash and cash equivalents
(171,595
)
 
(147,774
)
Cash and cash equivalents at beginning of period
463,388

 
574,231

Cash and cash equivalents at end of period
$
291,793

 
$
426,457

 
 
 
 
Reconciliation of net income including noncontrolling interests to net cash provided by operating activities:
 
 
 
Net income including noncontrolling interests
$
47,675

 
$
122,373

Adjustments to reconcile net income including noncontrolling interests to net cash provided by operating activities:
 
 
 
Depreciation and amortization
105,181

 
94,885

Changes in working capital
(59,545
)
 
(31,101
)
Other
8,724

 
(5,913
)
Net cash provided by operating activities
$
102,035

 
$
180,244


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