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 (Date of earliest event reported) September 21, 2015

 

 

NEOGEN CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

MICHIGAN   0-17988   38-2367843

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

620 Lesher Place Lansing, Michigan   48912
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code 517-372-9200

(Former name or former address, if changed since last report.)

 

 

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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ 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 September 21, 2015, Neogen Corporation issued a press release announcing results of operations for the fiscal quarter and year to date period ended August 31, 2015. A copy of the press release is attached as Exhibit 99.1 to this report. This Form 8-K and the attached exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not incorporated by reference into any filing of the Registrant, whether made before or after the date of this report, regardless of any general incorporation language in the filing.

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

 

  99.1 Press Release dated September 21, 2015

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.

 

    NEOGEN CORPORATION
    (Registrant)

Date: September 21, 2015

   
    /s/ Steven J. Quinlan
    Steven J. Quinlan
    Vice President & CFO


Exhibit 99.1

FOR IMMEDIATE RELEASE

CONTACT: Steven J. Quinlan, Vice President and CFO

                      517/372-9200

Neogen reports 11% revenue increase

LANSING, Mich., Sept. 21, 2015 — Neogen Corporation (Nasdaq: NEOG) announced today that revenues for the first quarter of its 2016 fiscal year, which ended Aug. 31, were $74,860,000 — an 11% increase compared to revenues of $67,599,000 in the first quarter of last year.

First quarter net income increased 5% to $9,323,000, or $0.25 per share, from the previous year’s first quarter income of $8,883,000, or $0.24 a share. The revenues and net income represent first quarter records for the 33-year-old company.

“We are pleased to report a solid start to our new fiscal year, despite facing the same currency headwinds that all U.S. companies with significant international sales have been facing in recent months,” said James Herbert, Neogen’s chief executive officer and chairman. “We were able to complete two strategic acquisitions in the quarter, while building our core business through broad-based increases in sales across many of our diverse product lines and market segments.”

The first quarter was the 94th of the past 99 quarters that Neogen reported revenue increases compared with the previous year — including all consecutive quarters in the last 10 years.

“The continuing double-digit organic growth in our food safety diagnostic product lines, such as our tests for food allergens and mold toxins in grains, points to the effectiveness of recent sales and marketing initiatives,” said Richard Calk, Neogen’s president and chief operating officer. “As provisions of the Food Safety Modernization Act, or FSMA, continue to be refined and implemented, we have positioned ourselves to be the food industry’s partner in FSMA compliance. We have initiated a similar approach in our Animal Safety segment, as we partner with animal protein producers as they implement programs such as ‘Raised Without Antibiotics.’ Many poultry and pork producers are pursuing these programs to satisfy the increasing consumer demand for meat products that are virtually guaranteed not to contain antibiotics.”

Expressed as a percentage of sales, operating income was 19.9% for the quarter, the same as last year’s first quarter. Neogen’s gross margin was 50.5% of sales in its first quarter of the current year, compared to the 50.4% recorded in the company’s first quarter of its 2015 fiscal year.

“In most respects, our first quarter delivered solid financial results, including nearly reaching our goal of reporting operating income that is 20% of our sales,” said Steve Quinlan, Neogen’s chief financial officer. “However, currency fluctuations continued to negatively impact both our top and bottom lines, and resulted in an adverse currency effect of about $0.02 per share to earnings for the first quarter. These impacts were especially felt in conversions to the U.S. dollar from the Brazilian real and Mexican peso. Despite the difficult currency environment, our Mexican subsidiary was still able to achieve a 26% increase in sales in the first quarter, and our Brazilian subsidiary recorded a 16% increase.”

Revenues for the company’s Food Safety segment increased 11% during the first quarter compared to the prior year’s first three months. Sales of Neogen’s general microbiology products increased 65% in the first quarter of fiscal 2016 compared to the prior year, aided by the Oct. 1, 2014 acquisition of BioLumix®. The increase was also fueled by a 24% improvement in sales of the company’s consumable Soleris® vials to detect microorganisms in food, nutraceuticals and other consumer items. The BioLumix and Soleris test systems both detect spoilage organisms in much less time than traditional microbiology methods. Overall organic growth for the Food Safety segment was 7% for the quarter.


Sales of Neogen’s rapid tests for mycotoxins, which are mold toxins primarily found in grains, increased 12% in the current first quarter, as sales of tests for all six of the major mycotoxins increased compared to the previous fiscal year. Sales of Neogen’s rapid tests for food allergens, such as gluten and peanuts, increased 17% in the quarter compared to the prior year. The growth was aided by increased global regulatory efforts and consumer demand to ensure products represented as being free of food allergens are correctly labeled. The company’s sales of its general sanitation diagnostics, which includes its recently launched AccuPoint® Advanced ATP Hygiene Monitoring System, increased 12% in the current quarter when compared to the prior year.

Sales of the company’s Acumedia® dehydrated culture media products increased significantly in the quarter when compared to the first quarter of fiscal 2015, primarily the result of a large order for a customer’s research project. Neogen’s Aug. 27 acquisition of United Kingdom-based Lab M Holdings, a developer, manufacturer and supplier of microbiological culture media and diagnostic systems, is expected to complement Neogen’s existing culture media business, as well as enhance its ability to improve its food safety diagnostics.

Neogen’s Animal Safety segment reported a revenue increase of 10%, almost entirely organic, in its 2016 first quarter when compared to 2015. The segment’s revenues included a minor contribution from the company’s new operations in India. On June 1, Neogen acquired the assets of Sterling Test House, and announced that the acquired business will serve as a base for the company’s new operations in India.

Sales of the company’s rodenticides increased approximately 39% in the current quarter compared to the prior year, as its products continue to make gains in the important global agricultural rodenticide market. Sales of Neogen’s small animal supplements increased 53% in the current year when compared to the prior year, as the company responded to a market need for supplements used for thyroid hormone replacement therapy in dogs.

Revenues from the company’s GeneSeek® veterinary genomic operations in Lincoln, Neb., rose approximately 12% in the first quarter of 2016 compared to fiscal 2015. This growth resulted from increased market penetration of its proprietary genomic products and new poultry business.

Neogen Corporation develops and markets products dedicated to food and animal safety. The company’s Food Safety Division markets dehydrated culture media and diagnostic test kits to detect foodborne bacteria, natural toxins, food allergens, drug residues, plant diseases and sanitation concerns. Neogen’s Animal Safety Division is a leader in the development of animal genomics along with the manufacturing and distribution of a variety of animal healthcare products, including diagnostics, pharmaceuticals, veterinary instruments, wound care and disinfectants.

Certain portions of this news release that do not relate to historical financial information constitute forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties. Actual future results and trends may differ materially from historical results or those expected depending on a variety of factors listed in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the Company’s most recently filed Form 10-K.


NEOGEN CORPORATION UNAUDITED SUMMARIZED CONSOLIDATED OPERATING DATA

(In thousands, except for per share and percentages)

 

     Quarter ended Aug. 31  
     2015     2014  

Revenue

    

Food Safety

   $ 34,459      $ 30,963   

Animal Safety

     40,401        36,636   
  

 

 

   

 

 

 

Total revenue

     74,860        67,599   

Cost of sales

     37,068        33,523   
  

 

 

   

 

 

 

Gross margin

     37,792        34,076   

Operating expenses

    

Sales & marketing

     13,571        12,220   

Administrative

     6,753        6,013   

Research & development

     2,573        2,404   
  

 

 

   

 

 

 

Total operating expenses

     22,897        20,637   
  

 

 

   

 

 

 

Operating income

     14,895        13,439   

Other income (expense)

     (456     270   
  

 

 

   

 

 

 

Income before tax

     14,439        13,709   

Income tax

     5,150        4,800   
  

 

 

   

 

 

 

Net income

   $ 9,289      $ 8,909   

Net loss (income) attributable to non-controlling interest

   $ 34      $ (26
  

 

 

   

 

 

 

Net income attributable to Neogen Corp

   $ 9,323      $ 8,883   

Net income attributable to Neogen Corp per diluted share

   $ 0.25      $ 0.24   

Other information:

    

Shares to calculate per share

     37,755        37,290   

Depreciation & amortization

   $ 2,707      $ 2,514   

Interest income

     68        45   

Gross margin (% of sales)

     50.5     50.4

Operating income (% of sales)

     19.9     19.9

Revenue increase vs. FY 2015

     10.7  

Net income vs. FY 2015

     5.0  

NEOGEN CORPORATION SUMMARIZED CONSOLIDATED BALANCE SHEET DATA

(In thousands)

  

  

     Aug. 31
2015
    May 31
2015
 
     (Unaudited)     (Audited)  

Assets

  

Current assets

  

Cash & investments

   $ 110,955      $ 114,164   

Accounts receivable

     59,041        59,208   

Inventory

     56,107        51,601   

Other current assets

     9,258        6,222   
  

 

 

   

 

 

 

Total current assets

     235,361        231,195   

Property & equipment, net

     49,294        44,473   

Goodwill & other assets

     123,948        116,513   
  

 

 

   

 

 

 

Total assets

   $ 408,603      $ 392,181   

Liabilities & Equity

  

Current liabilities

   $ 26,900      $ 25,456   

Other long-term liabilities

     15,797        15,762   

Equity: Shares outstanding 37,372 in Aug. & 37,128 in May

     365,906        350,963   
  

 

 

   

 

 

 

Total liabilities & equity

   $ 408,603      $ 392,181   
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