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ROCM > SEC Filings for ROCM > Form 10-Q on 11-Aug-2008All Recent SEC Filings

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Form 10-Q for ROCHESTER MEDICAL CORPORATION


11-Aug-2008

Quarterly Report


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
We develop, manufacture and market a broad line of innovative, technologically enhanced PVC-free and latex-free urinary continence and urine drainage care products for the extended care and acute care markets. Our products are comprised of our base products, which include our male external catheters and standard silicone Foley catheters, and our advanced products, which include our intermittent catheters, our anti-infection Foley catheters and our FemSoft Insert. We market our products under our Rochester Medical brand, and also supply our products to several large medical product companies for sale under brands owned by these companies, which are referred to as private label sales. The primary markets for our products are distributors, extended care facilities and individual hospitals and healthcare institutions. We sell our products both in the domestic market and internationally. For fiscal 2008, we are increasing the investment in our sales and marketing programs, primarily through cash generated from current operations, to support branded sales growth in the U.S. and Europe.
The following discussion pertains to our results of operations and financial position for the quarters ended June 30, 2008 and 2007. Results of the periods are not necessarily indicative of the results to be expected for the complete year. For the third quarter ended June 30, 2008, we reported a net income of $0.02 per diluted share, compared to a net income of $0.06 per diluted share for the same period last year. Loss from operations was $458,000 for the quarter ended June 30, 2008 compared to income from operations of $927,000 for the quarter ended June 30, 2007, while net income was $312,000 for the quarter ended June 30, 2008 compared to a net income of $807,000 for the same period last year.
Results of Operations
The following table sets forth, for the fiscal periods indicated, certain items from our statements of operations expressed as a percentage of net sales.

                                        Three Months Ended          Nine Months Ended
                                             June 30,                    June 30,
                                        2008            2007        2008           2007
     Net Sales                             100 %          100 %        100 %         100 %
     Cost of Sales                          55 %           47 %         53 %          48 %

     Gross Margin                           45 %           53 %         47 %          52 %

     Operating Expenses:
     Marketing and Selling                  29 %           22 %         27 %          19 %
     Research and Development                2 %            3 %          3 %           3 %
     General and Administrative             19 %           17 %         20 %          21 %

     Total Operating Expenses               50 %           42 %         50 %          43 %

     Income (loss) from Operations          (6 )%          11 %         (3 )%          9 %
     Interest Income (Expense), Net          2 %            4 %          2 %           2 %
     Other Income,                           0 %            0 %          0 %         159 %

     Net Income (loss) before taxes         (4 )%          15 %         (1 )%        170 %

     Income tax expense (benefit)           (8 )%           5 %         (2 )%         33 %

     Net Income after taxes                  4 %           10 %          2 %         137 %


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The following table sets forth, for the periods indicated, net sales information by product category (base products and advanced products), marketing method (private label and Rochester Medical® branded sales) and distribution channel (domestic and international markets) (all dollar amounts below are in thousands):

                                                                    Fiscal Quarter Ended June 30,
                                                      2008                                                    2007
                                Domestic          International          Total          Domestic          International          Total
Private label sales:
Base products                  $    1,605        $           474        $ 2,079        $    1,957        $         1,222        $ 3,179
Advanced products                     144                      -            144               309                      -            309

Total private label sales      $    1,749        $           474        $ 2,223        $    2,266        $         1,222        $ 3,488

Branded sales:
Base products                  $      930        $         4,245        $ 5,175        $      851        $         3,543        $ 4,394
Advanced products                     677                    166            843               439                     46            485

Total branded sales            $    1,607        $         4,411        $ 6,018        $    1,290        $         3,589        $ 4,879

Total net sales:               $    3,356        $         4,885        $ 8,241        $    3,556        $         4,811        $ 8,367




                                                                  Fiscal Year to Date Ended June 30,
                                                     2008                                                    2007
                               Domestic          International          Total          Domestic          International          Total
Private label sales:
Base products                  $   5,028        $         2,358        $  7,386        $   5,516        $         3,522        $  9,038
Advanced products                    749                      -             749              751                    550           1,301

Total private label sales      $   5,777        $         2,358        $  8,135        $   6,267        $         4,072        $ 10,339

Branded sales:
Base products                  $   2,927        $        12,387        $ 15,314        $   2,669        $         9,665        $ 12,334
Advanced products                  1,880                    351           2,231            1,258                    295           1,553

Total branded sales            $   4,807        $        12,738        $ 17,545        $   3,927        $         9,960        $ 13,887

Total net sales:               $  10,584        $        15,096        $ 25,680        $  10,194        $        14,032        $ 24,226

Three Month and Nine Month Periods Ended June 30, 2008 and June 30, 2007 Net Sales. Net sales for the third quarter of fiscal 2008 decreased 2% to $8,241,000 from $8,367,000 for the comparable quarter of last fiscal year. The sales decrease primarily resulted from an increase in sales of branded products both domestically and in the U.K offset by decreased private label sales. Domestic sales of branded products increased by 24% for the quarter compared to the same period last year. Our international branded sales increased 23% compared to the same period last year. Sales of branded products comprised 73% of total sales. Private label sales decreased 36% for the quarter compared to the same period last year. We believe the decrease in private label sales is primarily attributable to the timing of orders and ordering patterns of large private label customers that vary up and down in any given quarter.
Net sales for the nine months ended June 30, 2008 increased 6% to $25,680,000 from $24,226,000 for the comparable nine-month period of last fiscal year. Factors affecting the comparative nine-month sales are generally consistent with those discussed above for the current quarter.


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Gross Margin. Our gross margin as a percentage of net sales for the third quarter of fiscal 2008 was 45% compared to 53% for the comparable quarter of last fiscal year. The decrease in gross margin this quarter was primarily due to material cost increases, a change in product mix and manufacturing variances resulting from lower volumes of private label products.
Marketing and Selling. Marketing and selling expense primarily includes costs associated with base salary paid to sales and marketing personnel, sales commissions, and travel and advertising expense. Marketing and selling expense for the third quarter of fiscal 2008 increased 30% to $2,350,000 from $1,810,000 for the comparable quarter of last fiscal year. The increase in marketing and selling expense is primarily due to increased sales personnel and related expenses incurred through the addition of sales and marketing staff in both our U.S. and U.K. operations, and increased advertising expense related to marketing in the U.K. and the U.S. acute care market, as part of our strategic plan for this fiscal year. Marketing and selling expense as a percentage of net sales for the fiscal quarters ended June 30, 2008 and 2007 was 29% and 22%, respectively.
Marketing and selling expense for the nine months ended June 30, 2008 increased 52% to $6,955,000 from $4,564,000 for the comparable nine-month period of last fiscal year. Factors affecting the comparative nine-month expense levels are generally consistent with those discussed above for the current quarter.
Research and Development. Research and development expense primarily includes internal labor costs, as well as expense associated with third-party vendors performing validation and investigative research regarding our products and development activities. Research and development expense for the third quarter of fiscal 2008 decreased $65,000 to $202,000 from $267,000 for the comparable quarter of last fiscal year. The decrease in research and development expense relates primarily to decreased expenses related to salaries and wages offset by increases in testing and development of new and enhanced products. Research and development expense as a percentage of net sales for the fiscal quarters ended June 30, 2008 and 2007 was 2% and 3%, respectively.
Research and development expense for the nine months ended June 30, 2008 increased 3% to $735,000 from $711,000 for the comparable nine-month period of last fiscal year. The increase in research and development expense for the nine months ended June 30, 2008 relates primarily to increases in testing and development of new and enhanced products.
General and Administrative. General and administrative expense primarily includes payroll expense relating to our management and accounting, information technology and human resources staff, as well as fees and expenses of outside legal counsel and accounting advisors. General and administrative expense for the third quarter of fiscal 2008 increased 9% to $1,578,000 from $1,444,000 for the comparable quarter of last fiscal year. The increase in general and administrative expense is primarily related to increased legal fees and audit related expenses. General and administrative expense as a percentage of net sales for the fiscal quarters ended June 30, 2008 and 2007 was 19% and 17%, respectively.
General and administrative expense for the nine months ended June 30, 2008 increased $7,000 to $5,210,000 from $5,203,000 for the comparable nine-month period of last fiscal year. The increase in general and administrative expenses for the nine month period primarily reflects a decrease in stock option compensation expense offset by an increase in legal and audit fees from the prior year.
Interest Income. Interest income for the third quarter of fiscal 2008 decreased 41% to $233,000 from $394,000 for the comparable quarter of last fiscal year. The decrease in interest income reflects lower amounts being invested than the previous year and at lower interest rates.
Interest income for the nine months ended June 30, 2008 increased 15% to $1,042,000 from $908,000 for the comparable nine-month period of last fiscal year. The increase reflects significantly higher investment balances for the entire nine months in fiscal 2008 resulting from proceeds of lawsuit settlements received late in the first quarter of fiscal 2007.


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Interest Expense. Interest expense for the third quarter of fiscal 2008 increased $27,000 to $117,000 from the comparable quarter of last fiscal year. The increase in interest expense reflects adjustments made in the prior year to true up interest expense when making our first annual term loan debt payment.
Interest expense for the nine months ended June 30, 2008 decreased $7,000 to $395,000 from $402,000 for the comparable nine-month period of last fiscal year. The decrease in interest expense reflects lower amounts of debt as a result of quarterly and annual debt payments.
Income Taxes. We recorded a valuation allowance to reduce the carrying value of our net deferred tax assets to the amount that is more likely than not to be realized. Prior to fiscal 2005, we recorded a full valuation allowance against our deferred tax assets due to the uncertainty of the realization and timing of the benefits from those deferred tax assets as we had not achieved a sufficient level of sustained profitability. During 2005, management concluded that we had attained a sufficient level of sustained profitability to allow the valuation allowance to be reduced to reflect management's estimate of the amount of deferred tax assets that will be realized in the near term. During the first quarter of fiscal 2007, our earnings fully offset the valuation allowance. We utilized our entire $20.7 million net operating loss carryforward during fiscal 2007. For the quarter ended June 30, 2008, we had an effective income tax rate of approximately (348%) due to tax adjustments and credits known after the tax return filing. In future periods of taxable earnings, we expect to report an income tax provision using an effective tax rate to be in the range of 34 - 35%. Liquidity and Capital Resources
Our cash, cash equivalents and marketable securities were $36.5 million at June 30, 2008 compared to $37.1 million at September 30, 2007, reflecting an increase in cash and cash equivalents offset by a decrease in marketable securities. The increase in cash and cash equivalents primarily resulted from cash provided from operations and the sale of common stock upon exercise of options offset by capital expenditures and repayment of long-term debt. As of June 30, 2008, we had $28.7 million invested in marketable securities as a result of the cash settlements received from lawsuits. The marketable securities primarily consist of $21 million invested in U.S. treasury bills, $4.8 million invested in a high quality, investment grade municipal bond issued by the State of New Jersey with a variable interest rate that matures within the next 12 months, and $3 million invested in mutual funds. We are currently reporting an unrealized loss of $59,375 with respect to the municipal bond because the secondary market for auction rate securities is currently illiquid, and an unrealized loss of $306,189 related to the mutual fund as a result of the recent fluctuations in the credit markets impacting the current market value. We consider these unrealized losses temporary as we have the intent and ability to hold these investments long enough to avoid realizing any significant losses.
During the nine-month period ended June 30, 2008, we generated $621,000 of cash from operating activities compared to $36,021,000 of cash being provided by operations during the comparable period of the prior fiscal year (which included cash received from lawsuit settlements). Decreased net cash from operating activities in the first nine months of fiscal 2008 primarily reflects net income before depreciation and amortization and increases in inventories and other current assets and decreases in accounts receivables, income tax payable and other current liabilities, offset by increases in accounts payable. Accounts receivable balances during this period decreased 3% or $187,000, primarily due to the timing of large shipments. Inventories increased 3% or $198,000. Accounts payable increased 103% or $1,120,000, primarily reflecting timing of expenses. Other current liabilities decreased 9% or $172,000, primarily reflecting payments of annual executive bonuses. Income taxes decreased $2,638,000 in the current period due to various state tax payments and a reclassification to other current assets. In addition, capital expenditures during this period were $1,112,000 compared to $1,964,000 for the comparable period last year.
In June 2006, we entered into a $7,000,000 credit facility with U.S. Bank National Association. The credit facility consists of a $5,000,000 term loan payable in five years and accruing interest at a rate equal to 6.83%, and a revolving line of credit of up to $2,000,000, maturing annually on March 31, with interest payable monthly at a floating rate based on the quoted one-month LIBOR rate plus 1.60%. We have renewed the revolving line of credit through March 31, 2009. As of June 30, 2008, we had no borrowings under the revolving line of credit and the term loan had an outstanding balance of $3,205,781. Our obligations are secured by our assets, including accounts receivable, investments, general intangibles, inventory, and equipment. In June 2008, we refinanced the term loan at a fixed rate of 4.77%. The term loan agreement and revolving credit agreement require us to comply with certain financial covenants,


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including a fixed charge coverage ratio and minimum working capital of $8 million, and restrict certain additional indebtedness and liens. As of June 30, 2008, we were in compliance with the bank covenants.
We believe that our capital resources on hand at June 30, 2008, together with cash generated from sales, will be sufficient to satisfy our working capital requirements for the foreseeable future as described in the Liquidity and Capital Resources portion of Management's Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended September 30, 2007. In the event that additional financing is needed, we may seek to raise additional funds through public or private financing. Any additional equity financing may be dilutive to shareholders, and debt financing, if available, may involve significant restrictive covenants. Failure to raise capital when needed could have a material adverse effect on our business, financial condition and results of operations. There can be no assurance that such financing, if required, will be available on terms satisfactory to us, if at all. Cautionary Statement Regarding Forward Looking Information Statements other than historical information contained herein constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may be identified by the use of terminology such as "believe," "may," "will," "expect," "anticipate," "predict," "intend," "designed," "estimate," "should" or "continue" or the negatives thereof or other variations thereon or comparable terminology. Such forward-looking statements involve known or unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, the following:
• the uncertainty of market acceptance of new product introductions;

• the uncertainty of gaining new strategic relationships;

• the uncertainty of timing of revenues from private label sales (particularly with respect to international customers);

• the uncertainty of successfully integrating and growing our new UK operations and the risks associated with operating an international business;

• FDA and other regulatory review and response times;

• the securing of Group Purchasing Organization contract participation;

• the uncertainty of gaining significant sales from secured GPO contracts;

and other risk factors listed from time to time in our SEC reports, including, without limitation, the section entitled "Risk Factors" in our Annual Report on Form 10-K for the year ended September 30, 2007.

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