Management`s Discussions: 10QSB, BIOPOOL INTERNATIONAL INC
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Company Name: BIOPOOL INTERNATIONAL INC (SYMBOL:BIPL)
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Founded in 1987, Biopool International develops, manufactures, and markets a full range of test kits to assess and diagnose disorders of blood coagulation, thrombotic risk factors, fibrinolysis, platelet function, and the vascular system, as well as specialty toxicology controls used to monitor and measure the presence of drugs of abuse. Effective with our merger with Xtrana, the Company also develops nucleic acid-based tests for use in drug discovery, detection of environmental and food contaminants, forensics and identity testing, human and animal diseases, genetic predisposition to disease, and other applications.
MERGER WITH XTRANA, INC.
On August 10, 2000, stockholders approved the merger with Xtrana, Inc. Xtrana was incorporated in Delaware in 1997. Xtrana, based in Denver, Colorado, has developed new proprietary nucleic acid (DNA/RNA) testing technology, which it plans to commercialize. Potential markets for this testing technology include the detection of food and environmental contamination, forensics and paternity identity testing, infectious human disease testing including bacterial warfare, and research and other clinical applications. In connection with the merger, we issued 9,369,461 shares of common stock, 936,946 shares of which are held in escrow subject to the achievement of certain sales objectives for the Xtrana business as described in the Company's current report on Form 8-K filed with the Securities and Exchange Commission on August 11, 2000, and amended on October 24, 2000. We recognized $913,600 in costs associated with the merger, all of which were capitalized as of August 10, 2000.
SALE OF BLOOD GROUP SEROLOGY DIVISION
On April 30, 1999, we consummated the sale of certain business assets of BCA for $4.45 million in cash. BCA ceased operations to our benefit effective May 1, 1999, but continued to convert certain inventory items on behalf of the buyer through June 30, 1999. The Consolidated Statements of Operations have been restated to reflect ongoing operations. The sale of BCA will reduce the Company's future sales by approximately 50%; however, the impact on future net income will be negligible.
RESULTS OF OPERATIONS
Sales were $2.4 million for the three-month period and $7.7 million for the nine-month period ended September 30, 2000, compared with $2.0 million and $6.5 million for the corresponding periods of 1999. The 2000 sales represent increases of 20% and 18%, respectively, over the 1999 periods. These increases primarily resulted from further development of our private label products and increased penetration of international markets.
Cost of goods sold was $1.4 million for the three months and $3.9 million for the nine months ended September 30, 2000, compared with $1.0 million and $3.3 million for the same periods in 1999. Gross margin was 42% for the three-month period and 50% for the nine-month period ended September 30, 2000, compared with 50% and 49% for the corresponding periods in 1999. Gross margins were reduced by 3% for the three-month period in 2000 as a result of the addition of the Xtrana business. Historically, the Xtrana operations have generated gross margin levels in excess of 50%. For the period ended September 30, 2000, Xtrana margins were negative due to the expiration of certain grants. The Company expects these trends to continue through the end of 2000, when it is anticipated that new grants will begin to come on line and revenue from the sale of XtraAmp(TM), Xtrana's first commercial product, wiLL begin to have a positive impact. Margins were also negatively impacted as a result of reduced fixed overhead absorption to inventory as a part of a program to reduce inventory.
Operating expenses were $1.3 million and $3.3 million for the three months and nine months ended September 30, 2000, compared with $0.9 million and $2.5 million for the same periods of 1999. Operating expenses increased by $0.3 million during the third quarter as a result of the addition of the Xtrana business. The remaining increase was due to certain bonus payments and severance obligations resulting from the merger of $0.1 million and increased spending on marketing, research and development, and quality assurance.
The 2000 Other income primarily relates to interest income. The 1999 Other expenses primarily related to costs incurred to move our Swedish operations (Biopool Sweden) into larger facilities.
The 1999 Gain on Sale of discontinued operations reflect the sale of inventory and receivables in the second quarter of 1999 and the anticipated sale of the facilities, which occurred in the second quarter of 2000.
FINANCIAL CONDITION
As of September 30, 2000, working capital was $7.2 million, with a current ratio of 6.7 to 1.0. In May 2000, we sold the BCA facilities for $2 million cash. We have a $2 million revolving credit facility that is unused and available.
Our current availability of cash, unused line of credit, working capital, and cash flow from operations are adequate to meet our ongoing needs for at least the next twelve months. However, we may investigate and pursue additional financing options in the near term to accelerate the development and commercialization of the Xtrana technologies.
We issued 8,829,461 shares of Biopool Common Stock to the Xtrana stockholders on August 10, 2000 and 815,000 warrants to certain financial advisors. This issuance will have a dilutive effect on earnings per share in the near term.
FORWARD LOOKING STATEMENTS
Except for the historical information contained herein, this report contains forward-looking statements (identified by the words "estimate," "anticipate," "expect," "believe," and similar expressions) which are based upon management's current expectations and speak only as of the date made. These forward-looking statements are subject to risks, uncertainties and factors that could cause actual results to differ materially from the results anticipated in the forward-looking statements and include, but are not limited to, competitors' pricing strategies and technological innovations, changes in health care and government regulations, litigation claims, foreign currency fluctuation, product acceptance, as well as other factors discussed in the Company's last Report on Form 10-KSB.
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Received by Edgar Online: Nov. 14, 2000
CIK Code: 0000830736 SEC Accession Number: 0000830736-00-000012
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