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| LIFE > SEC Filings for LIFE > Form 10-Q on 5-Nov-2009 | All Recent SEC Filings |
5-Nov-2009
Quarterly Report
assets and liabilities directly attributable to the joint venture. The Company
does not believe the sale, excluding transaction fees, will result in a material
loss upon completion.
We offer many different products and services, and are continually developing
and/or acquiring others. Some of our specific product categories include the
following:
• "High-throughput" gene cloning and expression technology, which allows
customers to clone and expression-test genes on an industrial scale.
• Pre-cast electrophoresis products, which improve the speed, reliability and convenience of separating nucleic acids and proteins.
• Antibodies, which allow researchers to capture and label proteins, visualize their location through use of Molecular Probes dyes and discern their role in disease.
• Magnetic beads, which are used in a variety of settings, such as attachment of molecular labels, nucleic acid purification, and organ and bone marrow tissue type testing.
• Molecular Probes fluorescence-based technologies, which facilitate the labeling of molecules for biological research and drug discovery.
• Transfection reagents, which are widely used to transfer genetic elements into living cells enabling the study of protein function and gene regulation.
• PCR and Real Time PCR systems and reagents, which enable researchers to amplify and detect targeted nucleic acids (DNA and RNA molecules) for a host of applications in molecular biology.
• Cell culture media and reagents used to preserve and grow mammalian cells, which are used in large scale cGMP bio-production facilities to produce large molecule biologic therapies.
• RNA Interference reagents, which enable scientists to selectively "turn off" genes in biology systems to gain insight into biological pathways.
• Capillary electrophoresis and massively parallel SOLiD(tm) DNA sequencing systems and reagents, which are used to discover sources of genetic and epigenetic variation, to catalog the DNA structure of organisms de novo, to verify the composition of genetic research material, and to apply these genetic analysis discoveries in markets such as forensic human identification.
• High performance mass spectrometer systems which are used in numerous applications such as drug discovery and clinical development of therapeutics as well as in basic biological research, food and beverage quality testing, environmental testing, and other applied or clinical research applications.
The principal markets for our products include the life sciences research
market and the biopharmaceutical production market. We divide our principal
market and customer base into principally three categories:
Life science researchers. The life sciences research market consists of
laboratories generally associated with universities, medical research centers,
government institutions such as the United States National Institutes of Health,
or the NIH, and other research institutions as well as biotechnology,
pharmaceutical, diagnostic, energy, agricultural, and chemical companies.
Researchers at these institutions are using our products and services in a broad
spectrum of scientific activities, such as: searching for drugs or other
techniques to combat a wide variety of diseases, such as cancer and viral and
bacterial disease; researching diagnostics for disease identification or
prognosis or for improving the efficacy of drugs to targeted patient groups; and
assisting in vaccine design, bioproduction, and agriculture. Our products and
services provide the research tools needed for genomics studies, proteomics
studies, gene splicing, cellular analysis, and other key research applications
that are required by these life science researchers. In addition, our research
tools are important in the development of diagnostics for disease determination
as well as identification of patients for more targeted therapy.
Commercial producers of biopharmaceutical and other high valued proteins. We
serve industries that apply genetic engineering to the commercial production of
useful but otherwise rare or difficult to obtain substances, such as proteins,
interferons, interleukins, t-PA and monoclonal antibodies. The manufacturers of
these materials require larger quantities of the same sera and other cell growth
media that we provide in smaller quantities to researchers. Industries involved
in the commercial production of genetically engineered products include the
biotechnology, pharmaceutical, food processing and agricultural industries.
Users who apply our technologies to enable or improve particular activities.
We provide tools that apply our technology to enable or improve activities in
particular markets, which we refer to as applied markets. The current focus of
our products for these markets is in the areas of: forensic analysis, which is
used to identify individuals based on their DNA; quality and safety testing,
such as testing required to measure food, beverage, or environmental quality,
and pharmaceutical manufacturing quality and safety; and biosecurity, which
refers to products needed in response to the threat of biological terrorism and
other malicious, accidental, and natural biological dangers. The Applied
Biosystems branded forensic testing and human identification products and
services are innovative and market-leading tools that have been widely accepted
by investigators and laboratories in connection with, for example, criminal
investigations, the exoneration of individuals wrongly accused or convicted of
crimes, identifying victims of disasters, and paternity testing.
CRITICAL ACCOUNTING POLICIES
In connection with the acquisition of AB and resulting reorganization, the
Company has determined in accordance with The ASC Topic of Segment Reporting to
operate as one operating segment. The Company believes our chief operating
decision maker (CODM) makes decisions based on the Company as a whole. In
addition, the Company shares the common basis of organization, types of products
and services which derive revenues, and the economic environments. Accordingly,
we believe it is appropriate to operate as one reporting segment. The Company
will disclose the revenues for each of its internal divisions to allow the
reader of the financial statements the ability to gain transparency into the
operations of the Company. We have restated historical divisional revenue
information to conform to the current year presentation. Other than this, there
were no significant changes in critical accounting policies from those at
December 31, 2008.
During the current fiscal year, the Company has adopted, The FASB Accounting
Standards Codification™ and the Hierarchy of Generally Accepted Accounting
Principles-a replacement of FASB Statement No. 162. Accordingly the Company has
adopted the Codification as the source of authoritative U.S. generally accepted
accounting principles (GAAP) and disclosed as such. The Company has also adopted
the bifurcation requirement on our convertible debt as prescribed by The ASC
Topic of Debt with Conversion and Other Options. The Topic required a
retrospective application upon adoption, hence there was a material adverse
impact on the results of operations and earnings per share in the current and
preceeding fiscal years. In addition, the Company changed the measurement
techniques of assets acquired and liabilities assumed by the business
combination required in favor of a fair value method prescribed by The ASC Topic
of Business Combinations and The ASC Topic of Fair Value Measurements and
Disclosures, and the Company redefined the definitions of fair value,
established a framework for measuring fair value, and expanded disclosures about
fair value measurements accordingly. The Company also adopted a guidance on the
determination of whether an instrument or embedded feature is indexed to an
entity's own stock under The ASC Topic of Derivatives and Hedging. For
additional information on the recent accounting pronouncements impacting our
business, see Note 1 of the Notes to Consolidated Financial Statements.
RESULTS OF OPERATIONS
Third Quarter of 2009 Compared to the Third Quarter of 2008
The following table compares revenues and gross margin for the third quarter
of 2009 and 2008:
Three months ended
September 30,
(in millions) (unaudited) 2009 2008 Increase % Increase
Molecular Biology Systems $ 393.9 $ 162.9 $ 231.0 142 %
Cell Systems 189.2 186.0 3.2 2 %
Genetic Systems 216.4 12.8 203.6 NM
Corporate and other 1.2 - 1.2 NM
Total revenues $ 800.7 $ 361.7 $ 439.0 121 %
Total gross profit $ 462.8 $ 218.2 $ 244.6 112 %
Total gross profit margin % 57.8 % 60.3 %
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Revenue
The Company's revenues increased by $439.0 million or 121% for the third
quarter of 2009 compared to the third quarter of 2008. The increase in revenue
is driven primarily by an increase of $441.2 million due to the acquisition of
AB. The remaining year over year change in revenue was due to increases of
$8.5 million in volume and pricing offset by decreases of $11.0 million in
unfavorable currency impacts including hedging.
As of January 1, 2009, we aligned our business under four divisions -
Molecular Biology Systems, Genetic Systems, Cell Systems and Mass Spectrometry.
The Mass Spectrometry division is comprised of a 50% interest in a joint venture
that the Company acquired as a part of the AB acquisition. The Company accounts
for this investment using the equity method. Our share of earnings or losses,
including revenue, is included in other income. The Molecular Biology Systems
(MBS) division includes the molecular biology based technologies including basic
and real-time PCR, RNAi, DNA synthesis, thermo-cycler instrumentation, cloning
and protein expression profiling and protein analysis. Revenue in this division
increased by $231.0 million or 142% in the third quarter of 2009 compared to the
third quarter of 2008. This increase was driven primarily by $226.5 million from
the acquisition of AB and $9.3 million in increased volume and pricing,
partially offset by $5.1 million in unfavorable currency impacts including
hedging. The Cell Systems (CS) division includes all product lines used in the
study of cell function, including cell culture media and sera, stem cells and
related tools, cellular imaging products, antibodies, drug discovery services,
and cell therapy related products. Revenue in this division increased
$3.2 million or 2% in the third quarter of 2009 compared to the third quarter of
2008. This increase was driven primarily by $10.9 million from the acquisition
of AB, partially offset by $5.3 million in unfavorable currency impacts
including hedging and $2.6 million in decreased volume and pricing. The Genetic
System (GS) division includes sequencing systems and reagents, including
capillary electrophoresis and the SOLiD system, as well as reagent kits
developed specifically for applied markets, such as forensics, food safety and
pharmaceutical quality monitoring. Revenue in this division increased by
$203.6 million in the third quarter of 2009 compared to the third quarter of
2008 driven primarily by the acquisition of AB.
Gross Profit
Gross profit increased $244.6 million or 112% in the third quarter of 2009
compared to the third quarter of 2008. The increase in gross profit was
primarily due to the acquisition of AB, offset by an increase of $53.7 million
in purchased intangible assets amortization. Amortization expense related to
purchased intangible assets acquired in our business combinations was $71.4
million for the third quarter of 2009 compared to $17.7 million for the third
quarter of 2008. The increase was the result of the amortization of intangibles
resulting from the acquisition of AB.
Operating Expenses
The following table compares operating expenses for the third quarter of 2009
and 2008:
Three months ended September 30,
2009 2008
As a As a
Operating percentage of Operating percentage of $ Increase/
(in millions)(unaudited) expense revenues expense revenues (decrease) % Increase
Operating Expenses:
Selling, general and
administrative $ 240.0 30 % $ 118.3 33 % $ 121.7 103 %
Research and development 82.7 10 % 31.4 9 % 51.3 163 %
Business consolidation costs 23.3 3 % 14.2 4 % 9.1 64 %
In-process research and
development - - 18.9 5 % (18.9 ) NM
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Selling, general and administrative. For the third quarter of 2009, selling,
general and administrative expenses increased $121.7 million or 103% compared to
the third quarter of 2008. This increase was driven primarily by $111.5 million
related to the acquisition of AB and an increase of $12.9 million in
compensation, bonus and benefits, partially offset by $3.0 million in favorable
currency impacts.
Research and development. For the third quarter of 2009, research and
development expenses increased $51.3 million or 163% compared to the third
quarter of 2008. This increase was driven primarily by $49.5 million related to
the acquisition of AB and an increase of $2.0 million in compensation, bonus and
benefits, partially offset by $0.8 million in favorable currency impacts.
Business Consolidation Costs. Business consolidation costs for the third
quarter of 2009 were $23.3 million, compared to $14.2 million in the third
quarter of 2008, and represent costs associated with our integration efforts
related to AB and to realign our business and consolidate certain facilities.
The increase in costs year over year is due to the rampup of activities
performed in the integration post merger, which was completed in November of
2008. Included in these costs are various activities related to the acquisition
which were associated with combining the two companies and consolidating
redundancies. Also included in these expenses are one time expenses associated
with third party providers assisting in the realignment of the two companies. We
expect to continue to incur business consolidation costs throughout 2009 and
into 2010 as we further consolidate operations and facilities and realign the
previously existing businesses.
Other Income (Expense)
Interest Income
Interest income was $1.0 million for the third quarter of 2009 compared to
$6.3 million for the third quarter of 2008. The decrease was primarily due to
economic conditions leading to lower interest rates available on invested cash
balances.
Interest income in the future will be affected by changes in short-term
interest rates and changes in cash balances, which may materially increase or
decrease as a result of acquisitions, debt repayment, stock repurchase programs
and other financing activities.
Interest Expense
Interest expense was $47.8 million for the third quarter of 2009 compared to
$17.4 million for the third quarter of 2008. The increase in interest expenses
was primarily driven by the interest incurred on the $2,400.0 million of debt
issued in November 2008 in connection with the AB merger.
The Company adopted a bifurcation requirement on our convertible debt
prescribed by The ASC Topic of Debt with Conversion and Other Options in the
first quarter of 2009 and as a result has incurred an additional $10.8 million
in expense in the third quarter of 2009 and has restated the prior year results
of operations to include $10.1 million in expense related to the adoption in the
third quarter of 2008.
During the three months ended September 30, 2009, the Company made an early
principal repayment of $200.0 million on our term loan B, which resulted in the
Company writing off $6.8 million of deferred financing costs attributable to the
principal repaid. The loss is separately identified in our results from
operation as an "early extinguishment of debt".
Other Income (Expense), Net
Other income (expense), net, was $2.6 million for the third quarter of 2009
compared to $(0.6) million for the same period of 2008. Included in the third
quarter of 2009 was a net gain of $1.0 million related to our interest in the
joint venture. This gain included $6.0 million in income from operations of the
joint venture offset by $5.0 million in expenses associated with the
amortization of purchased intangibles and amortization of deferred revenue fair
market value adjustments, which all are directly attributable to the joint
venture. The gain also included $1.6 million in foreign currency gains and other
miscellaneous items.
Provision for Income Taxes
The provision for income taxes as a percentage of pre-tax income from
continuing operations was 37.4% for the third quarter of 2009 compared with
20.2% for the third quarter of 2008. The increase in the effective tax rate for
the third quarter of 2009 was primarily attributable to a recapture of
$9.3 million of a previously released valuation allowance benefit related to a
capital loss carry forward due to a revision in the Company's restructuring
plan, without which the effective tax rate would have been 23.2%.
First Nine Months of 2009 compared to First Nine Months of 2008
The following table compares revenues and gross margin for the first nine
months of 2009 and 2008:
Nine months ended
September 30, Increase /
(in millions) (unaudited) 2009 2008 (decrease) % Increase
Molecular Biology Systems $ 1,159.5 $ 487.9 $ 671.6 138 %
Cell Systems 577.3 554.9 22.4 4 %
Genetic Systems 672.5 36.9 635.6 NM
Corporate and other (0.1 ) - (0.1 ) NM
Total revenues $ 2,409.2 $ 1,079.7 $ 1,329.5 123 %
Total gross profit $ 1,329.1 $ 662.0 $ 667.1 101 %
Total gross profit margin % 55.2 % 61.3 %
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Revenue
The Company's revenues increased by $1,329.5 million or 123% for the first
nine months of 2009 compared to the first nine months of 2008. The increase in
revenue is driven primarily by an increase of $1,351.6 million due to the
acquisition of AB. The remaining year over year change in revenue was due to
increases of $33.7 million in volume and pricing offset by decreases of $4.9
million in lower settlement revenue and $51.7 million in unfavorable currency
impacts including hedging.
Revenue in the MBS division increased by $671.6 million or 138% for the first
nine months of 2009 compared to the same period of 2008. This increase was
driven primarily by $675.7 million from the acquisition of AB and $23.2 million
in increased volume and pricing, partially offset by $4.9 million in lower
settlement revenue and $24.2 million in unfavorable currency impacts including
hedging. Revenue in the CS division increased by $22.4 million or 4% for the
first nine months of 2009 compared to the first nine months of 2008. This
increase was driven primarily by $42.7 million from the acquisition of AB and
$5.8 million in increased volume and pricing, partially offset by $25.4 million
in unfavorable currency impacts including hedging. Revenue in the GS division
increased by $635.6 million in the first nine months of 2009 compared to the
first nine months of 2008 driven primarily by the acquisition of AB.
Gross Profit
Gross profit increased $667.1 million or 101% in the first nine months of
2009 compared to the same period of 2008. The increase in gross profit was
primarily due to the acquisition of AB, offset by an increase of $161.2 million
in purchased intangible assets amortization. Amortization expense related to
purchased intangible assets acquired in our business combinations was $213.2
million for the first nine months of 2009 compared to $52.0 million for the
first nine months of 2008. The increase was the result of the amortization of
intangibles resulting from the acquisition of AB.
Operating Expenses
The following table compares operating expenses for the first nine months of
2009 and 2008:
Nine months ended September 30,
2009 2008
As a As a
Operating percentage of Operating percentage of $ Increase /
(in millions)(unaudited) expense revenues expense revenues (decrease) % Increase
Operating Expenses:
Selling, general and
administrative $ 734.1 30 % $ 347.6 32 % $ 386.5 111 %
Research and development 244.8 10 % 95.2 9 % 149.6 157 %
Business consolidation costs 79.6 3 % 16.1 1 % 63.5 NM
In-process research and
development - - 18.9 2 % (18.9 ) NM
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Selling, general and administrative. For the first nine months of 2009,
selling, general and administrative expenses increased by $386.5 million or 111%
compared to the first nine months of 2008. This increase was driven primarily by
$350.6 million related to the acquisition of AB, an increase of $40.2 million in
compensation, bonus and benefits, an increase of $9.2 million in outside
services, an increase of $4.8 million related to a legal settlement charge, and
an increase of $3.4 million in depreciation and other expenses, partially offset
with $19.6 million in favorable currency impacts.
Research and development. For the first nine months of 2009, research and
development expenses increased by $149.6 million or 157% compared to the first
nine months of 2008. This increase was driven primarily by $143.0 million
related to the acquisition of AB, a $7.9 million increase in compensation,
bonus, benefits, and, partially offset by decreases in currency impacts of $3.5
million.
Business Consolidation Costs. Business consolidation costs for the first nine
. . .
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