BIO RAD LABORATORIES INC filed this 8-K on 02/27/2014
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BIO-8K 2.27.2014


 


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:   February 27, 2014
(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 February 27, 2014, Bio-Rad Laboratories, Inc. announced its financial results for the quarter and year ended December 31, 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 February 27, 2014





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:
February 27, 2014
 
By:
/s/ Christine A. Tsingos
 
 
 
 
Christine A. Tsingos
 
 
 
 
Executive Vice President, Chief Financial Officer

EXHIBIT INDEX
 
 
 
 
Exhibit
Number
 
Description
99.1
 
Press release of Bio-Rad Laboratories, Inc. dated February 27, 2014



BIO-8K 2.27.2014-EX99.1


Exhibit 99.1


        
Press Release


Bio-Rad Reports Fourth-Quarter and Full-Year 2013 Financial Results

HERCULES, CA - February 27, 2014 - Bio-Rad Laboratories, Inc. (NYSE: BIO and BIOb), a global manufacturer and distributor of life science research and clinical diagnostic products, announced financial results today for the fourth quarter and fiscal year ended December 31, 2013.

Fourth-quarter 2013 reported revenues were $602.6 million, up 5.0% compared to $573.8 million reported for the fourth quarter of 2012. These results included $6.0 million of sales resulting from the Company’s acquisition of AbD Serotec in January 2013. On a currency-neutral basis, quarterly revenues increased 5.7% compared to the same period in 2012. Fourth-quarter gross margin was 53.6% compared to 54.8% during the same quarter in 2012.

Net income for the fourth quarter of 2013 was $30.1 million, or $1.04 per share on a fully diluted basis, compared to $43.3 million, or $1.51 per share during the same period in 2012. These results included an accrued expense of $15 million in connection with the Company’s efforts to resolve the previously disclosed investigation of the Company in connection with the United States Foreign Corrupt Practices Act; this is in addition to an accrued expense of $20 million in the third quarter of 2013.

For the full year of 2013, sales were $2,132.7 million compared to $2,069.2 million in 2012, an increase of 3.1%, or 3.9% on a currency neutral basis.

Full-year net income in 2013 was $77.8 million, or $2.69 per share on a fully diluted basis, compared to $165.5 million, or $5.78 per share in 2012. Full-year gross margin was 55.3% compared to 55.8% reported in 2012. The decrease in net income in 2013 was primarily due to higher SG&A expenses resulting from employee expenses associated with acquisitions; the $35 million legal accrual mentioned above, which includes $5 million in interest; and expenses associated with the enterprise resource planning (ERP) implementation. Also in 2013, interest expense increased primarily due to our decision to redeem certain bonds in the third quarter of 2013, which resulted in related expenses of $15.6 million.




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In addition, certain events occurred during 2012 that favorably impacted results that year and include reductions in the valuation of the contingent consideration associated with the QuantaLife acquisition of $16.1 million, as well as higher “other income” resulting from certain investment gains.
 
“Even though 2013 results were negatively impacted by some one-time events, we are encouraged by the results in the fourth quarter, which reflect strength across many of our product lines,” said Norman Schwartz, Bio-Rad President and Chief Executive Officer. “Our 2013 results were also tempered by continued investments in new products and systems that will provide the company greater operating leverage for the future.”

Life Science
The Life Science segment net sales for the fourth quarter were $220.5 million, up 8.0% compared to the same period in 2012. On a currency-neutral basis, Life Science segment sales increased by 9.4%. The sales increase during the quarter was primarily driven by sales of antibodies and reagents from the Company’s acquisition of AbD Serotec, the QX200 Droplet Digital PCR (ddPCR) system, as well as other recently introduced products including the NGC family of chromatography systems and the S3 cell sorter. During the quarter Bio-Rad’s installed base of ddPCR systems exceeded 500 units; the system has been featured in 75-peer-reviewed publications since it was first introduced. Full-year reported revenues for the Life Science segment were $710 million, up 3.1% compared to 2012, or an increase of 4.5% on a currency-neutral basis.

Clinical Diagnostics
The Clinical Diagnostics segment reported net sales of $377.9 million for the fourth quarter, up 3.3% compared to the same period in 2012. On a currency-neutral basis, net sales were up 3.6%. Performance in the Clinical Diagnostics segment in the fourth quarter reflected growth across all product lines, most notably the Company’s quality controls, diabetes monitoring, and autoimmune testing products. Full-year reported revenues for the Clinical Diagnostics segment were $1,408.0 million, up 3.1% compared to the same period in 2012. On a currency-neutral basis, full-year sales increased 3.6% compared to 2012.










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2013 Full-Year Highlights
Full-year, sales were $2,132.7 million compared to $2,069.2 million in 2012. After normalizing for the impact of currency effects, full year revenues increased 3.9%.
Year-over-year net income was $77.8 million, or $2.69 per share on a fully diluted basis, compared to $165.5 million, or $5.78 per share in 2012.
In January, Bio-Rad purchased AbD Serotec, one of the world’s leading antibody manufacturers offering over 15,000 antibodies, kits, and accessories.
During the second quarter, the Company introduced the S3 cell sorter, an easy-to-use, automated and affordable benchtop cell sorter designed for both core facilities and individual research labs.
Also in the second quarter, Bio-Rad launched the Geenius HIV 1/2 Confirmatory for markets outside the U.S. The Geenius HIV 1/2 Confirmatory is a complete system that offers several advantages over classic confirmatory methods.
In July, the Company launched its PrimePCR assays for Droplet Digital PCR. These new predesigned assays for mutation detection and copy number variation have been experimentally validated to provide single-copy PCR resolution without a standard curve.
In October, Bio-Rad launched its TGX FastCast and TGX Stain-Free FastCast acrylamide kits for gel electrophoresis, which provide researchers who handcast their own gels access to Bio-Rad’s TGX gel chemistry, previously available only in precast gels.

In connection with the engagement of new auditors during the third quarter of 2013, the Company will delay the filing of its Form 10-K for the year ended December 31, 2013, to allow the newly appointed auditors adequate time to complete their procedures related to the Company’s financials for 2013. Bio-Rad will file a Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission.

Management will discuss these results in a conference call at 2 PM Pacific Time (5 PM Eastern Time) February 27, 2014. Interested parties may access the call by dialing 866-314-5232 (in the U.S.) or 617-213-8052 (international), access number 92640314. A live webcast of the conference call may be accessed in the "Investor Relations" section 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 92261486, 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" section of www.bio‑rad.com.







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About Bio-Rad
Bio-Rad Laboratories, Inc. (NYSE: BIO and BIOb) designs, manufactures, and distributes a broad range of innovative products and solutions for the life science research and clinical 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 healthcare industry customers through its global network of operations. The company employs approximately 7,750 people worldwide and had revenues exceeding $2 billion in 2013. For more information, visit our website 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 and Quarterly Reports on Form 10-Q. 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 and Treasurer
510-724-7000
investor_relations@bio-rad.com


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

 
Three Months Ended
 
Year Ended
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
Net sales
$
602,635

 
$
573,839

 
$
2,132,694

 
$
2,069,235

Cost of goods sold
279,886

 
259,293

 
954,216

 
914,077

Gross profit
322,749

 
314,546

 
1,178,478

 
1,155,158

Selling, general and administrative expense
214,584

 
188,865

 
798,070

 
681,778

Research and development expense
55,848

 
58,567

 
210,952

 
209,204

Income from operations
52,317

 
67,114

 
169,456

 
264,176

Interest expense
7,019

 
13,614

 
61,271

 
51,112

Foreign exchange losses, net
2,843

 
1,532

 
8,566

 
5,040

Other (income) expense, net
(2,055
)
 
(7,191
)
 
(12,766
)
 
(21,883
)
Income before income taxes
44,510

 
59,159

 
112,385

 
229,907

Provision for income taxes
(14,374
)
 
(15,986
)
 
(34,574
)
 
(64,361
)
Net income including noncontrolling interests 
30,136

 
43,173

 
77,811

 
165,546

Net loss (income) attributable to noncontrolling interests

 
79

 
(21
)
 
(69
)
Net income attributable to Bio-Rad
$
30,136

 
$
43,252

 
$
77,790

 
$
165,477

 
 
 
 
 
 
 
 
Basic earnings per share:
 
 
 
 
 
 
 
Net income per basic share attributable to Bio-Rad
$
1.05

 
$
1.52

 
$
2.72

 
$
5.85

Weighted average common shares - basic
28,708

 
28,394

 
28,586

 
28,290

 
 
 
 
 
 
 
 
Diluted earnings per share:
 
 
 
 
 
 
 
Net income per diluted share attributable to Bio-Rad
$
1.04

 
$
1.51

 
$
2.69

 
$
5.78

Weighted average common shares - diluted
28,988

 
28,712

 
28,906

 
28,642


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


 
December 31,
2013
 
December 31,
2012
 
 (Unaudited)
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
331,551

 
$
463,388

Short-term investments
277,369

 
457,685

Accounts receivable, net
422,660

 
398,739

Inventories, net
501,291

 
455,120

Other current assets
214,985

 
161,750

Total current assets
1,747,856

 
1,936,682

 
 
 
 
Property, plant and equipment, net
429,355

 
416,938

Goodwill, net
517,770

 
495,418

Purchased intangibles, net
266,188

 
260,939

Other assets
427,621

 
333,526

Total assets
$
3,388,790

 
$
3,443,503

 
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
148,510

 
$
130,867

Accrued payroll and employee benefits
130,658

 
135,955

Notes payable and current maturities of long-term debt
1,786

 
1,750

Income and other taxes payable
33,555

 
34,779

Other current liabilities
172,963

 
169,049

Total current liabilities
487,472

 
472,400

 
 
 
 
Long-term debt, net of current maturities
435,615

 
732,414

Other long-term liabilities
278,981

 
223,149

Total liabilities
1,202,068

 
1,427,963

 
 
 
 
Bio-Rad stockholders’ equity
2,186,722

 
2,015,005

Noncontrolling interests

 
535

Total stockholders’ equity
2,186,722

 
2,015,540

Total liabilities and stockholders’ equity
$
3,388,790

 
$
3,443,503



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


 
Year Ended
 
December 31,
 
2013
 
2012
 
(Unaudited)
 
 
Cash flows from operating activities:
 
 
 
Cash received from customers
$
2,090,030

 
$
2,063,805

Cash paid to suppliers and employees
(1,797,688
)
 
(1,654,943
)
Interest paid
(61,233
)
 
(46,369
)
Income tax payments
(71,144
)
 
(93,697
)
Other operating activities
15,511

 
7,232

Net cash provided by operating activities
175,476

 
276,028

Cash flows from investing activities:
 
 
 
Payments for acquisitions and long-term investments
(72,054
)
 
(39,443
)
Other investing activities
66,633

 
(370,491
)
Net cash used in investing activities
(5,421
)
 
(409,934
)
Cash flows from financing activities:
 
 
 
Payments on long-term borrowings
(300,228
)
 
(620
)
Other financing activities
(11,469
)
 
13,208

Net cash (used in) provided by financing activities
(311,697
)
 
12,588

Effect of foreign exchange rate changes on cash
9,805

 
10,475

Net decrease in cash and cash equivalents
(131,837
)
 
(110,843
)
Cash and cash equivalents at beginning of year
463,388

 
574,231

Cash and cash equivalents at end of year
$
331,551

 
$
463,388

Reconciliation of net income including noncontrolling interests to net cash provided by operating activities:
 
 
 
Net income including noncontrolling interests
$
77,811

 
$
165,546

Adjustments to reconcile net income including noncontrolling interests to net cash provided by operating activities:
 
 
 
Depreciation and amortization
147,157

 
130,424

Changes in working capital
(66,610
)
 
(4,506
)
Other
17,118

 
(15,436
)
Net cash provided by operating activities
$
175,476

 
$
276,028


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