UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 2, 2006
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 number 1-50761
AngioDynamics, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 11-3146460 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| 603 Queensbury Ave., Queensbury, New York | 12804 | |
| (Address of principal executive offices) | (Zip Code) | |
(518) 798-1215
Registrant’s telephone number, including area code
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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. Check one:
Large accelerated filer ¨ Accelerated filer x Non-accelerated filer ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
As of October 3, 2006, there were 15,623,743 shares of the issuer’s common stock outstanding.
EXPLANATORY NOTE
We are filing this Amendment No. 1 on Form 10-Q/A to make certain corrections to our Form 10-Q for the quarter ended September 2, 2006, as filed with the Securities and Exchange Commission (“SEC”) on October 11, 2006 (the “Form 10-Q”):
| 1. | We are correcting a typographical error under the heading classification “Income taxes payable” in our Consolidated Balance Sheet, Liabilities and Stockholders’ Equity, the income taxes payable of “407” was incorrectly included in the June 3, 2006 (audited) column and has been moved to the September 2, 2006 (unaudited) column, the change does not affect any of the calculations on the Consolidated Balance Sheet: |
| 2. | We are correcting a typographical error in Note F—Inventories under “Notes to Consolidated Financial Statements (continued)” by changing “6,073” of “Finished goods” for September 2, 2006 to “10,546.” |
| 3. | We are correcting a typographical error in Note F—Inventories under “Notes to Consolidated Financial Statements (continued)” by changing “10,546” of “Raw materials” for September 2, 2006 to “6,073.” |
To comply with certain technical requirements of the SEC’s rules in connection with the filing of this amendment on Form 10-Q/A and we are setting forth in this amendment a restatement of amended portions of the Form 10-Q, as amended hereby, and adding, as exhibits, certain current dated certifications of our principal executive and principal financial officers. Except for the matters described in this Explanatory Note, this amendment does not modify or update disclosures in, or exhibits to, the Form 10-Q originally filed on October 11, 2006. Furthermore, except for the matters described above, this amendment does not change any previously reported financial results, nor does it reflect events occurring after the date of the original Form 10-Q.
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AngioDynamics, Inc. and Subsidiary
INDEX
| Page | ||
| Part I: Financial Information | ||
| Item 1. Financial Statements |
||
| Consolidated Balance Sheets – September 2, 2006 (unaudited) and June 3, 2006 |
4 - 5 | |
| 6 | ||
| Part II: Other Information | ||
| Item 6. Exhibits |
35 | |
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AngioDynamics, Inc. and Subsidiary
CONSOLIDATED BALANCE SHEETS
(in thousands)
| September 2, 2006 |
June 3, 2006 | |||||
| (unaudited) | (audited) | |||||
| ASSETS |
||||||
| CURRENT ASSETS |
||||||
| Cash and cash equivalents |
$ | 70,786 | $ | 64,042 | ||
| Marketable securities, at fair value |
18,421 | 25,710 | ||||
| Accounts receivable - trade, net of allowance for doubtful accounts of $468 and $430, respectively |
12,135 | 13,486 | ||||
| Inventories, net |
18,421 | 15,968 | ||||
| Deferred income taxes |
814 | 822 | ||||
| Prepaid expenses and other |
1,421 | 2,128 | ||||
| Total current assets |
121,998 | 122,156 | ||||
| PROPERTY, PLANT AND EQUIPMENT - AT COST, less accumulated depreciation and amortization |
10,612 | 10,802 | ||||
| DEFERRED INCOME TAXES |
524 | 386 | ||||
| INTANGIBLE ASSETS, less accumulated amortization of $1,235 and $1,203, respectively |
8,534 | 3,565 | ||||
| OTHER ASSETS |
90 | 91 | ||||
| TOTAL ASSETS |
$ | 141,758 | $ | 137,000 | ||
The accompanying notes are an integral part of these consolidated financial statements.
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AngioDynamics, Inc. and Subsidiary
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
| September 2, 2006 |
June 3, 2006 |
|||||||
| (unaudited) | (audited) | |||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
| CURRENT LIABILITIES |
||||||||
| Accounts payable |
$ | 3,899 | $ | 5,791 | ||||
| Accrued liabilities |
4,059 | 4,836 | ||||||
| Income taxes payable |
407 | |||||||
| Current portion of long-term debt |
180 | 180 | ||||||
| Total current liabilities |
8,545 | 10,807 | ||||||
| LONG-TERM DEBT, net of current portion |
2,710 | 2,755 | ||||||
| OTHER LONG-TERM LIABILITIES |
3,500 | |||||||
| Total liabilities |
14,755 | 13,562 | ||||||
| COMMITMENTS AND CONTINGENCIES |
||||||||
| STOCKHOLDERS’ EQUITY |
||||||||
| Preferred stock, par value $.01 per share - 5,000,000 shares authorized; no shares issued and outstanding |
||||||||
| Common stock, par value $.01 per share - 45,000,000 shares authorized; issued and outstanding 15,541,236 shares at September 2, 2006 and 15,469,431 shares at June 3, 2006 |
155 | 155 | ||||||
| Additional paid-in capital |
121,872 | 120,219 | ||||||
| Retained earnings |
5,044 | 3,146 | ||||||
| Accumulated other comprehensive loss |
(68 | ) | (82 | ) | ||||
| Total stockholders’ equity |
127,003 | 123,438 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY |
$ | 141,758 | $ | 137,000 | ||||
The accompanying notes are an integral part of these consolidated financial statements.
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AngioDynamics, Inc. and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
September 2, 2006 and August 27, 2005
(unaudited)
NOTE F - INVENTORIES
Inventories consist of the following:
| September 2, 2006 |
June 3, 2006 | |||||
| (in thousands) | ||||||
| Finished goods |
$ | 10,546 | $ | 9,115 | ||
| Work in process |
1,802 | 2,239 | ||||
| Raw materials |
6,073 | 4,614 | ||||
| $ | 18,421 | $ | 15,968 | |||
Reserves for excess and obsolete inventory were $1,580,000 and $1,322,000 at September 2, 2006 and June 3, 2006, respectively.
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| Item 6. | Exhibits |
| No. | Description | |
| 31.1 | Certification pursuant to Rule 13a-14(a) or 15d-14 under the Securities Exchange Act of 1934 | |
| 31.2 | Certification pursuant to Rule 13a-14(a) or 15d-14 under the Securities Exchange Act of 1934 | |
| 32.1 | Certification of Chief Executive Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
| 32.2 | Certification of Chief Financial Officer pursuant to Title 18, United States Code, Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
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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.
| ANGIODYNAMICS, Inc. | ||||
| (Registrant) | ||||
| Date December 8, 2006 | /s/ Eamonn P. Hobbs | |||
| Eamonn P. Hobbs, President, | ||||
| Chief Executive Officer | ||||
| Date December 8, 2006 | /s/ Joseph G. Gerardi | |||
| Joseph G. Gerardi, Vice President | ||||
| Chief Financial Officer | ||||
| (Principal Financial and Chief Accounting Officer) | ||||