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                       SECURITIES AND EXCHANGE COMMISSION


                           WASHINGTON, D. C.   20549


                                   FORM 10-Q


  [X]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
                              EXCHANGE ACT OF 1934

                 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1995


                                       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 #0-4829-03



                        NORTH AMERICAN BIOLOGICALS, INC.
                        --------------------------------
             (Exact name of registrant as specified in its charter)


           Delaware                                       59-1212264
- -------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)



        1111 Park Centre Boulevard, Third Floor, Miami, Florida   33169
        --------------------------------------------------------------------
        (Address of principal executive offices)                  (Zip Code)



(Registrant's telephone number, including area code):      (305) 625-5303
                                                      ------------------------

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, and (2) has been subject to such filing
requirements for the past 90 days.



                               YES (X)     NO ( )

The number of shares outstanding of registrant's common stock at May 8, 1995
was 19,441,134 shares.
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                  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                        NORTH AMERICAN BIOLOGICALS, INC.

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Page INDEX No. ----- --- PART I FINANCIAL INFORMATION: ITEM 1. FINANCIAL STATEMENTS Consolidated Balance Sheet, March 31, 1995 and December 31, 1994 3 Consolidated Statement of Operations for the three month periods ended March 31, 1995 and 1994 4 Consolidated Statement of Cash Flows for the three month periods ended March 31, 1995 and 1994 5 Notes to Consolidated Financial Statements 6 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 7 PART II OTHER INFORMATION: Signatures 10 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 9 Exhibit 11 - Calculation of Earnings per Share Exhibit 27 - Financial Data Schedule (for SEC use only).
2 3 Part I Financial Information Item 1 Financial Statements NORTH AMERICAN BIOLOGICALS, INC. CONSOLIDATED BALANCE SHEET ($ THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED) March 31, December 31, 1995 1994 ----------- ------------ ASSETS - ------ CURRENT ASSETS: Cash $ 1,766 $ 1,982 Trade accounts receivable, net 22,568 22,875 Inventories 20,279 20,713 Prepaid expenses and other assets 3,188 2,485 ------- ------- TOTAL CURRENT ASSETS 47,801 48,055 PROPERTY AND EQUIPMENT, NET 17,571 14,225 OTHER ASSETS: Excess of acquisition cost over net assets acquired, net 16,564 16,696 Intangible assets, net 10,270 10,616 Other assets 4,508 4,225 ------- ------- TOTAL ASSETS $96,714 $93,817 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY - ------------------------------------ CURRENT LIABILITIES: Trade accounts payable $ 6,117 $ 6,559 Accrued expenses 10,159 10,465 Notes payable 7,485 5,479 ------- ------- TOTAL CURRENT LIABILITIES 23,761 22,503 NOTES PAYABLE 18,181 19,549 ------- ------- TOTAL LIABILITIES 41,942 42,052 ------- ------- STOCKHOLDERS' EQUITY: Convertible preferred stock, par value $.10 per share: 5,000 shares authorized; no shares outstanding -- -- Common stock, par value $.10 per share: 50,000 shares authorized, 19,456 and 19,308 shares issued and outstanding, respectively 1,946 1,931 Capital in excess of par value 37,719 37,781 Retained earnings 15,234 12,179 Treasury stock, at cost, 20 shares (127) -- ------- ------- 54,772 51,891 Note receivable from stockholder -- (126) ------- ------- TOTAL STOCKHOLDERS' EQUITY 54,772 51,765 ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $96,714 $93,817 ======= =======
The accompanying Notes are an integral part of these Financial Statements. 3 4 NORTH AMERICAN BIOLOGICALS, INC. CONSOLIDATED STATEMENT OF OPERATIONS ($ THOUSANDS, EXCEPT PER SHARE DATA)
(UNAUDITED) Three Months Ended March 31, -------------------- 1995 1994 ---- ---- Sales $46,477 $35,636 Costs and expenses: Cost of products sold 37,135 28,299 Selling, general and administrative expenses 3,026 2,924 Other operating expenses 1,093 968 ------- ------- Operating income 5,223 3,445 Interest expense, net 295 837 ------- ------- Income before provision for income taxes 4,928 2,608 Provision for income taxes 1,873 991 ------- ------- Net income $ 3,055 $ 1,617 ======= ======= Earnings per share $ 0.15 $ 0.10 ======= ======= Weighted average number of shares and common share equivalents (thousands) 20,244 16,262 ======= =======
The accompanying Notes are an integral part of these Financial Statements. 4 5 NORTH AMERICAN BIOLOGICALS, INC. CONSOLIDATED STATEMENT OF CASH FLOWS ($ THOUSANDS)
(UNAUDITED) Three Months Ended March 31, ---------------------- 1995 1994 ------ ------ CASH FLOW FROM OPERATING ACTIVITIES: Net income $3,055 $1,617 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,049 1,075 Imputed interest and amortization of debt discount 9 286 Provision for doubtful accounts (5) 104 Compensation under employee stock plan 13 13 Change in assets and liabilities: Decrease (increase) in accounts receivable 312 (216) Decrease (increase) in inventories 434 (1,764) Decrease (increase) in prepaid expenses and other assets (707) 75 Decrease (increase) in other assets (455) (125) Increase (decrease) in accounts payable and accrued liabilities (968) (1,468) ------ ------ Total adjustments (318) (2,020) ------ ------ NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES 2,737 (403) ------ ------ CASH FLOW FROM INVESTING ACTIVITIES: Collection on note receivable from stockholder 126 166 Cash of business acquired, net of transaction costs -- 652 Capital expenditures (3,759) (381) ------ ------ NET CASH (USED) PROVIDED BY INVESTING ACTIVITIES (3,633) 437 ------ ------ CASH FLOW FROM FINANCING ACTIVITIES: Borrowings under term debt agreement -- 6,125 Repayments of term debt (375) (4,875) Net borrowings (repayments) under line of credit agreement (585) (1,772) Other debt 1,589 694 Contingent royalty obligation payments -- (255) Proceeds from the exercise of options and warrants 51 81 ------ ------ NET CASH PROVIDED BY FINANCING ACTIVITIES 680 (2) ------ ------ NET (DECREASE) INCREASE IN CASH (216) 32 CASH AT BEGINNING OF PERIOD 1,982 824 ------ ------ CASH AT END OF PERIOD $1,766 $ 856 ====== ======
The accompanying Notes are an integral part of these Financial Statements. 5 6 NORTH AMERICAN BIOLOGICALS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 -- GENERAL The consolidated financial statements include the accounts of North American Biologicals, Inc. (the "Company") and its subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. These statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report to Stockholders for the year ended December 31, 1994. In the opinion of management, the unaudited consolidated financial statements include all adjustments necessary to present fairly the Company's consolidated financial position at March 31, 1995 and the consolidated results of its operations for the three months ended March 31, 1995 and 1994. The interim results of operations are not necessarily indicative of the results which may occur for the fiscal year. NOTE 2 -- INVENTORIES The components of inventories, stated at the lower of cost (FIFO) or market, are as follows:
(In Thousands) March 31, December 31, 1995 1994 ---- ---- Finished goods $13,978 $15,328 Work in process 2,134 1,343 Raw materials 4,167 4,042 ------- ------- $20,279 $20,713 ======= =======
NOTE 3 -- RECLASSIFICATIONS Certain items in the consolidated financial statements for the three months ended March 31, 1994 have been reclassified for comparative purposes. 6 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - -------------------------------------------------------------------------------- The following is a discussion and analysis of the major factors contributing to the Company's financial condition and results of operations for the three month periods ended March 31, 1995 and 1994. The discussion and analysis should be read in conjunction with the condensed consolidated financial statements and notes thereto. All amounts are expressed in thousands of dollars, except per share amounts. RESULTS OF OPERATIONS The following table sets forth the Company's results of operations expressed as a percentage of sales:
Three Months Ended March 31, ------------------------- 1995 1994 ---- ---- Sales 100.0% 100.0% Cost of products sold 79.9 79.4 ----- ----- Gross margin 20.1 20.6 Selling, general and administrative expenses 6.5 8.2 Other operating expenses 2.4 2.7 ----- ----- Operating income 11.2 9.7 Interest expense, net 0.6 2.4 ----- ----- Income before provision for income taxes 10.6 7.3 Provision for income taxes 4.0 2.8 ----- ----- Net income 6.6% 4.5% ===== =====
The following table sets forth certain information concerning sales by industry segment:
Three Months Ended March 31, --------------------------------------------- 1995 % 1994 % ------- ----- ------- ----- Plasma-Source $28,445 61.2% $22,435 63.0% -Specialty 13,661 29.4 8,262 23.2 ------- ----- ------- ----- 42,106 90.6 30,697 86.2 Therapeutic products 2,601 5.6 2,041 5.7 Diagnostic products and services 1,770 3.8 2,898 8.1 ------- ----- ------- ----- TOTAL $46,477 100.0% $35,636 100.0% ======= ===== ======= =====
7 8 THREE MONTHS ENDED MARCH 31, 1995 AND 1994 The Company achieved record sales, operating income and net income for the quarter ended March 31, 1995. Operating income rose 52% to $5,223 in the first quarter of 1995 compared to $3,445 in the comparable 1994 quarter. Net income for the first quarter of 1995 was $3,055 or $0.15 per share, versus $1,617 or $0.10 per share in the first quarter of 1994. SALES Sales for the first quarter of 1995 rose 30% to $46,477 compared to $35,636 for the first quarter of 1994. The increase during the quarter was primarily attributable to increased volume of source and specialty plasma shipments. Premier BioResources, Inc. ("PBI") acquired on January 27, 1994, contributed approximately $10.9 million and $7.7 million of plasma sales during the quarters ended March 31, 1995 and 1994, respectively. GROSS MARGIN Gross margin in the first quarter of 1995 was $9,342 or 20.1% of sales compared to $7,337 or 20.6% of sales in the first quarter of 1994. The decline in gross margin as a percentage of sales was primarily attributable to increased lower margin source plasma sales contributed by PBI and start-up expenses associated with foreign operations. This was partially offset by an improved sales mix of higher margin specialty plasma, improved pricing under long-term plasma supply contracts, and the profit contribution from increased sales of therapeutic products. SELLING, GENERAL AND ADMINISTRATIVE EXPENSE Selling, general and administrative expenses were $3,026, or 6.5% of sales, for the first quarter of 1995 compared to $2,924 or 8.2% of sales in the first quarter of 1994. The reduction in these expenses as a percentage of sales reflects the full integration and economies associated with the PBI acquisition and ongoing cost containment measures. OTHER OPERATING EXPENSES Other operating expenses were $1,093 for the first quarter of 1995, compared to $968 for the first quarter of 1994, primarily as a result of additional freight expenses associated with the increased volume of sales during the quarter. INTEREST EXPENSE Interest expense decreased to $295 in the first quarter of 1995 from $837 in the first quarter of 1994 primarily due to the early retirement of the Company's subordinated and other debt in the fourth quarter of 1994. OTHER FACTORS The effective income tax rate of 38% was consistent with the first quarter of 1994 and differed from the federal statutory rate principally due to state income taxes and non-deductible foreign losses in 1995, offset by the effects of foreign trade income in both the current and comparable quarter. 8 9 LIQUIDITY AND CAPITAL RESOURCES As of March 31, 1995, the Company's current assets exceeded current liabilities by $24,040 as compared to a net working capital position of $25,552 at December 31, 1994. Approximately $9.5 million in a term loan and $6.8 million in revolving credit loans were outstanding under a credit agreement with the Company's principal lender at March 31, 1995. The credit agreement provides for $12 million in revolving credit borrowing capacity to satisfy the Company's working capital requirements. In addition, the Company had approximately $5.1 million in flexible term notes outstanding, the proceeds of which were used to finance the construction of a new biopharmaceutical facility. The flexible term note agreement provides for a maximum outstanding principal amount of $18 million. Projected capital expenditures for the remainder of 1995 include the substantial completion of construction of a new biopharmaceutical manufacturing facility, which will also include the Company's executive offices; plasma center renovations and relocations; and recurring improvements and continued automation of the Company's laboratories and warehouse facilities. Except for the new facility, the Company expects that these expenditures and the Company's working capital requirements will be furnished by a combination of funds on hand, cash flow from operations and bank borrowings, as required, under the Company's credit agreement. PART II -- OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits: 11 Calculation of Earnings Per Share 27 Financial Data Schedule (for SEC purposes only) b. Reports on Form 8-K: None 9 10 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. NORTH AMERICAN BIOLOGICALS, INC. DATE: May 10, 1995 By /s/ Alfred J. Fernandez --------------------------- ALFRED J. FERNANDEZ Vice President, Finance and Chief Financial Officer 10
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                                                                      EXHIBIT 11



                        NORTH AMERICAN BIOLOGICALS, INC.
                       CALCULATION OF EARNINGS PER SHARE
                     (IN THOUSANDS, EXCEPT PER SHARE DATA)



Three Months Ended March 31, ---------------------- 1995 1994 ------- ------- Net income $ 3,055 $ 1,617 ======= ======= Weighted average number of common shares outstanding during the period 19,392 14,737 Add dilutive effect of common stock equivalents: Stock options and warrants (as determined by the application of the treasury stock method) 852 1,525 ------- ------- Weighted average number of shares and common share equivalents used in primary earnings per share computations 20,244 16,262 ======= ======= Earnings per share $ 0.15 $ 0.10 ======= =======
 

5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AT MARCH 31, 1995 (UNAUDITED) AND THE CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1995 (UNAUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 US DOLLARS 3-MOS DEC-31-1995 JAN-01-1995 MAR-31-1995 1 1,766 0 22,568 0 20,279 47,801 17,571 0 96,714 23,761 18,181 1,946 0 0 52,826 96,714 46,477 46,477 37,135 37,135 4,119 0 295 4,928 1,873 3,055 0 0 0 3,055 0.15 0