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INTERNATIONAL ISOTOPES INC - Quarter Report: 2008 June (Form 10-Q)

International Isotopes Inc.




UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C.  20549


FORM 10-Q


(Mark One)


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


For the quarterly period ended June 30, 2008


OR


o 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:

0-22923


INTERNATIONAL ISOTOPES INC.

(Exact name of registrant as specified in its charter)


Texas

 

74-2763837

(State of incorporation)

 

(IRS Employer Identification Number)


4137 Commerce Circle

Idaho Falls, Idaho,  83401

(Address of principal executive offices)


(208) 524-5300

(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.


ý Yes  ¨ No


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer," "accelerated filer” and "smaller reporting company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer ¨

Accelerated Filer  ¨

Non-accelerated filer   ¨ (Do not check if smaller reporting company)

Smaller Reporting Company ý


Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).


¨ Yes  ý No


As of August 14, 2008 the number of shares of Common Stock, $.01 par value, outstanding was 280,403,608.



1






INTERNATIONAL ISOTOPES INC.



TABLE OF CONTENTS


 

PAGE

PART 1 – FINANCIAL INFORMATION

 

Item 1 – Financial Statements

 

Unaudited Condensed Consolidated Balance Sheets at June 30, 2008 and December 31, 2007

3

Unaudited Condensed Consolidated Statements of Operations for the Three  and Six Months Ended June 30, 2008 and 2007

4

Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months Ended

June 30, 2008 and 2007

5

Notes to Unaudited Condensed Consolidated Financial Statements

6

Item 2 – Management's Discussion and Analysis of Operations or Plan of Operation

12

Item 3 – Quantitative and Qualitative Disclosures About Market Risk

14

Item 4 – Disclosure, Controls, and Procedures

14

 

 

PART II – OTHER INFORMATION

 

Item 6 – Exhibits

15

 

 

Signatures

15




2






Part I.  Financial Statements

Item 1.  Financial Statements

INTERNATIONAL ISOTOPES INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Balance Sheets


Assets

June 30,

2008

 

December 31,

2007

Current assets

 

 

 

 

 

Cash and cash equivalents

$

1,172,030 

 

$

121,887 

Accounts receivable

 

564,763 

 

 

518,464 

Inventories

 

2,505,487 

 

 

2,502,266 

Prepaids and other current assets

 

60,393 

 

 

94,936 

Total current assets

 

4,302,673 

 

 

3,237,553 

 

 

 

 

 

 

Long-term assets

 

 

 

 

 

Restricted certificate of deposit

 

258,000 

 

 

184,937 

Property, plant and equipment, net

 

3,020,306 

 

 

2,095,610 

Capitalized lease disposal costs, net

 

94,390 

 

 

83,271 

Investment

 

1,290,000 

 

 

330,000 

Patents, net

 

99,315 

 

 

91,857 

Total long-term assets

 

4,762,011 

 

 

2,785,675 

Total assets

$

9,064,684 

 

$

6,023,228 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

$

261,983 

 

$

441,910 

Accrued liabilities

 

390,542 

 

 

402,950 

Current installments of capital leases  

 

31,349 

 

 

29,648 

Current installments of notes payable

 

1,448,528 

 

 

937,969 

Total current liabilites

 

2,132,402 

 

 

1,812,477 

 

 

 

 

 

 

Long-term liabilities

 

 

 

 

 

Obligation for lease disposal costs

 

253,801 

 

 

221,742 

Capital leases, excluding current installments

 

64,027 

 

 

80,138 

Notes payable, excluding current installments

 

112,121 

 

 

669,859 

Mandatorily redeemable convertible preferred stock

 

850,000 

 

 

850,000 

Total long-term liabilities

 

1,279,949 

 

 

1,821,739 

Total liabilities

 

3,412,351 

 

 

3,634,216 

 

 

 

 

 

 

Stockholders' Equity

 

 

 

 

 

Common stock, $0.01 par value; 500,000,000 shares authorized; 280,395,304 and

250,481,324 shares issued and outstanding respectively

 

2,803,953 

 

 

2,504,811 

Additional paid-in capital

 

96,113,740 

 

 

92,436,907 

Accumulated deficit

 

(93,265,360)

 

 

(92,552,706)

Total stockholders' equity

 

5,652,333 

 

 

2,389,012 

Total liabilities and stockholders' equity

$

9,064,684 

 

$

6,023,228 


See accompanying notes to condensed consolidated financial statements.




3






INTERNATIONAL ISOTOPES INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Operations



 

Three Months ended June 30,

 

Six Months ended June30,

 

2008

 

2007

 

2008

 

2007

Sale of product

$

1,876,042 

 

$

1,203,305 

 

$

3,183,980 

 

$

2,105,937 

Cost of product

 

925,371 

 

 

647,888 

 

 

1,534,907 

 

 

1,176,907 

Gross profit

 

950,671 

 

 

555,417 

 

 

1,649,073 

 

 

929,030 

 

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

Salaries and contract labor

 

507,865 

 

 

358,560 

 

 

1,020,477 

 

 

694,822 

General, administrative and consulting

 

663,415 

 

 

496,491 

 

 

1,280,582 

 

 

1,072,196 

Research and development

 

6,390 

 

 

10,061 

 

 

22,118 

 

 

18,919 

Total operating expenses

 

1,177,670 

 

 

865,112 

 

 

2,323,177 

 

 

1,785,937 

 

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

(226,999)

 

 

(309,695)

 

 

(674,104)

 

 

(856,907)

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

Other income

 

8,386 

 

 

 

 

20,402 

 

 

68,870 

Interest income

 

8,042 

 

 

2,082 

 

 

13,356 

 

 

4,018 

Interest expense

 

(36,139)

 

 

(43,835)

 

 

(72,308)

 

 

(85,975)

Total other expense

 

(19,711)

 

 

(41,753)

 

 

(38,550)

 

 

(13,087)

Net loss

$

(246,710)

 

$

(351,448)

 

$

(712,654)

 

$

(869,994)

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per common share – basic and diluted

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

$

(0.00)

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding –

basic and diluted

 

277,122,436 

 

 

238,935,747 

 

 

270,055,656 

 

 

229,244,222 


See accompanying notes to condensed consolidated financial statements.




4






INTERNATIONAL ISOTOPES INC. AND SUBSIDIARIES

Unaudited Condensed Consolidated Statements of Cash Flows


 

Six Months ended June 30,

 

2008

 

2007

Cash flows from operating activities:

 

 

 

 

 

Net loss

$

(712,654)

 

$

(869,994)

Adjustments to reconcile net loss to net cash used in operating activities

 

 

 

 

 

Depreciation and amortization

 

193,390 

 

 

165,767 

Accretion of obligation for lease disposal costs

 

13,524 

 

 

7,645 

Compensation expense related to issuance of options

 

179,585 

 

 

88,467 

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable

 

(46,299)

 

 

(308,932)

Prepaids and other assets

 

34,543 

 

 

57,329 

Inventories

 

(3,221)

 

 

(161,894)

Accounts payable and accrued liabilities

 

(192,333)

 

 

165,123 

Net cash used in operating activities

 

(533,465)

 

 

(856,489)

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Restricted certificate of deposit

 

(73,063)

 

 

(3,952)

Purchase of RadQual interest

 

 

 

(275,000)

Purchase of property, plant and equipment

 

(1,118,130)

 

 

(228,534)

Net cash used in investing activites

 

(1,191,193)

 

 

(507,486)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from exercise of warrants

 

2,799,997 

 

 

269,539 

Proceeds from sale of stock

 

36,393 

 

 

1,203,800 

Principal payments on notes payable and capital leases

 

(61,589)

 

 

(154,887)

Net cash provided by financing activities

 

2,774,801 

 

 

1,318,452 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

1,050,143 

 

 

(45,523)

Cash and cash equivalents at beginning of period

 

121,887 

 

 

169,702 

Cash and cash equivalents at end of period

$

1,172,030 

 

$

124,179 

 

 

 

 

 

 

Supplemental disclosure of cash flow activities:

 

 

 

 

 

Cash paid for interest

$

102,535 

 

$

115,758 

 

 

 

 

 

 

Supplemental disclosure of noncash transactions:

 

 

 

 

 

Conversion of note payable and accrued interest into common stock

$

 

$

673,614 

Issuance of note payable for property and equipment

$

 

$

42,499 

Issuance of 392,620 shares of common stock at $0.14 per share to acquire investment

$

 

$

55,000 

Increase in Lease Disposal Costs

$

18,535 

 

$

Acquisition of interest in RadQual LLC in exchange for issuance of 1,370,753 shares of stock.

$

960,000 

 

$


See accompanying notes to condensed consolidated financial statements.




5






INTERNATIONAL ISOTOPES INC. AND SUBSIDIARIES

Notes to Unaudited Condensed Consolidated Financial Statements


(1)

The Company and Basis of Presentation


International Isotopes Inc. (the Company) was incorporated in Texas in November 1995. The consolidated financial statements include all the accounts of the Company and its wholly owned subsidiaries, International Isotopes Idaho Inc., International Isotopes Fluorine Products Inc., and International Isotopes Transportation Services Inc., all of which are Idaho corporations.  The Company’s headquarters and all operations are located in Idaho Falls, Idaho.


Nature of Operations –The Company’s business consists of six major business segments which include: Nuclear Medicine, Cobalt Products, Radiochemical Products, Fluorine Products, Radiological Services, and Transportation.


With the exception of certain unique products, the Company’s normal operating cycle is considered to be one year.  Due to the time required to produce some cobalt products, the Company’s operating cycle for those products is considered to be three years.  All assets expected to be realized in cash or sold during the normal operating cycle of business are classified as current assets.


 Principles of Consolidation – The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries International Isotopes Idaho Inc., International Isotopes Fluorine Products Inc., and International Isotopes Transportation Services Inc.  All significant intercompany accounts and transactions have been eliminated in consolidation.


Interim Financial Information – The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission.  Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements.  In the opinion of management, all adjustments and reclassifications considered necessary in order to make the financial statements not misleading and for a fair and comparable presentation have been included and are of a normal recurring nature.  Operating results for the three and six-month periods ending June 30, 2008, are not necessarily indicative of the results that may be expected for the year ending December 31, 2008.  The accompanying financial statements should be read in conjunction with the Company’s most recent audited financial statements.


Recent Accounting Standards - In September 2006, the Financial Accounting Standards Board (FASB) issued SFAS No. 157, Fair Value Measurements, which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. SFAS No. 157 is effective for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. In February 2008, the FASB issued FASB Staff Position (FSP FIN) No. 157-2 which extended the effective date for certain nonfinancial assets and nonfinancial liabilities to fiscal years beginning after November 15, 2008.  The adoption of the portions of SFAS No. 157 that were not postponed by (FSP FIN) No. 157-2 did not have a material impact on our consolidated financial statements. The Company does not expect the adoption of the postponed portions of SFAS No. 157 to have a material impact on our consolidated financial statements.


(2)

Current Developments and Liquidity


Business Condition – Since inception, the Company has suffered substantial losses. During the six-month period ended June 30, 2008, the Company had a loss of $712,654 and operations used cash of $533,465.  During the same period in 2007, the Company had a loss of $869,994 and operations used cash of $856,489. During the three-month period ended June 30, 2008, the Company had a loss of $246,710 as compared to a loss of $351,448 for the similar period in 2007. The Company believes that continued growth in their major business segments, and the start of the fluorine product sales will lead to increased revenue and improved cash flow for the Company.  Based upon these improvements to business conditions, management expects to generate sufficient cash flows to meet operational needs during 2008; however, there is no assurance that these cash flows will occur.



6







(3)

Net Loss Per Common Share - Basic and Diluted


At June 30, 2008, and 2007, the Company had the following common stock equivalents outstanding that were not included in the computation of diluted net loss per common share as their effect would have been anti-dilutive, thereby decreasing the net loss per common share:


 

 

June 30,

 

 

2008

 

2007

Stock options

 

18,780,000

 

22,650,000

Series B warrants

 

-   

 

4,061,058

Class C warrants

 

-   

 

13,333,331

Class D warrants

 

-   

 

13,333,331

Class E warrants

 

13,333,331

 

-   

850 shares of Series B redeemable

 

 

 

 

   convertible preferred stock

 

425,000

 

425,000

 

 

32,538,331

 

53,802,720


(4)

Inventories


Inventories consist of the following at June 30, 2008 and December 31, 2007:


 

June 30, 2008

 

December 31, 2007

Raw materials

$

254,343

 

$

260,611

Work in progress

 

2,251,144

 

 

2,241,655

 

$

2,505,487

 

$

2,502,266



(5)

Asset Acquisition


In May 2008, the Company entered into an Asset Purchase Agreement with Sequoyah Fuels Corporation to which the Company purchased certain tangible and intangible assets related to Sequoyah’s depleted uranium hexafluoride to depleted uranium tetrafluoride conversion facility located in Gore, Oklahoma.  On May 30, 2008, the Company and Sequoyah entered into a Technical Support Services Agreement pursuant to which Sequoyah will perform up to 500 hours of certain technical services to support the Acquired Assets.  As consideration for the acquired assets and the service agreement, the Company paid Sequoyah $900,000 cash.  The Company is currently considering how to allocate the purchase price among tangible assets, intangible assets and the service agreement and currently  has the entire $900,000 recorded as production equipment.  These assets are not being depreciated until such time as the assets are placed into service.


(6)

Stockholders’ Equity and Warrants


Options


During the six months ended June 30, 2008, certain option holders exercised 470,000 options under cashless exercises and the Company issued 366,568 shares of common stock. Certain option holders also exercised 1,500,000 options at $0.20 per share for $30,000 and the Company issued 1,500,000 shares of common stock.




7






Warrants


During January 2008, 13,333,331 Series D warrants were exercised for cash totaling $1,466,666.  In April 2008, the holders of all Class C warrants agreed to amend the terms of the Class C warrant to allow for the Company’s call of those warrants.  Subsequent to completing this modification, all Class C warrants were exercised for cash totaling $1,333,333 and the Company issued 13,333,331 exchange (Class E) warrants in accordance with the terms of the Class C warrant. Class E warrants entitle the holder to purchase shares of common stock, $0.01 par value per share, at an exercise price equal to $0.869 per share. Class E warrants expire March 20, 2011.


Employee Stock Purchase


During the six months ended June 30, 2008, the Company issued 9,998 shares of common stock to employees for proceeds of $6,393.  All of these shares were issued in accordance with the Company’s employee stock purchase plan.


Stock-based Compensation Plans  


The Company accounts for issuances of stock-based compensation to employees under the provisions of Statement of Financial Accounting Standards (SFAS) No. 123(R). SFAS 123R requires the recognition of the cost of employee services received in exchange for an award of equity instruments in the financial statements and is measured based on the grant date fair value of the award. SFAS 123R also requires the stock option compensation expense to be recognized over the period during which an employee is required to provide service in exchange for the award (the vesting period).


The Company accounts for its issuances of stock-based compensation to non-employees for services using the measurement date guidelines enumerated in SFAS 123(R) and EITF 96-18.  Accordingly, the value of any awards that were vested and non forfeitable at their date of issuance were measured based on the fair value of the equity instruments at the date of issuance.  The non-vested portion of awards that are subject to the future performance of the counterparty are adjusted at each reporting date to their fair values based upon the then current market value of the Company’s stock and other assumptions that management believes are reasonable.  The fair value of the stock options granted was calculated using the Black-Scholes option pricing model.

In January 2008, the Company granted stock options to a consultant to purchase 400,000 shares of common stock, with an exercise price of $0.77 per share.  The options vest at the rate of 25% each year over four years beginning one year from the date granted.  The options had a grant date fair value of $258,012 or $0.65 per share as calculated using the Black-Scholes option pricing model.  


The weighted average assumptions for options granted during the six months ended June 30, 2008 used an expected dividend yield of zero and a risk-free interest rate of 3.33%. The expected volatility factor used was 110.92% with an expected life of 6.26 years.  Weighted average fair value per share was assumed to be $0.62.


In accordance with EITF 96-18, as of June 30, 2008, the options awarded to consultants were re-valued using the Black-Scholes option pricing model and had a fair value of $227,130 or $0.57 per share with the following assumptions: volatility of 89.28%, remaining expected life of six years, risk free interest rate of 3.48% and no dividends.


The expected life of stock options represents the period of time that the stock options granted are expected to be outstanding based on historical exercise trends.  The expected volatility is based on the historical price volatility of the Company’s common stock.  The risk-free interest rate represents the U.S. Treasury bill rate for the expected life of the related stock options.  The dividend yield represents the anticipated cash dividend over the expected life of the stock options.


Compensation expense charged against income for stock based awards during the six months ended June 30, 2008 was $179,588, as compared to $88,467 for the six months ended June 30, 2007, and is included in general and administrative expense in the accompanying financial statements.




8






A summary of the status of the stock options as of June 30, 2008, and changes during the six months ended June 30, 2008, is as follows:


 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

Average

 

Aggregate

 

 

 

Average

 

Remaining

 

Intrinsic

Fixed Options

Shares

 

Exercise Price

 

Term

 

Value

Outstanding at December 31, 2007

21,350,000 

 

$

0.05

 

 

 

 

 

Granted

400,000 

 

 

0.77

 

 

 

 

 

Exercised

(1,970,000)

 

 

0.07

 

 

 

$

1,521,500

Forfeited

(1,000,000)

 

 

0.17

 

 

 

 

 

Outstanding at June 30, 2008

18,780,000 

 

 

0.09

 

5.2

 

$

13,324,600

 

 

 

 

 

 

 

 

 

 

Exercisable at June 30, 2008

15,455,000 

 

 

0.04

 

4.5

 

$

11,707,600


The intrinsic value of outstanding and exercisable shares is based on a June 30, 2008 closing price of the Company’s common stock of $0.80 per share.


As of June 30, 2008, there was approximately $438,098 of unrecognized compensation cost related to stock options that will be recognized over a weighted average period of 2.1 years.


(7)

Acquisition of Interest in RadQual, LLC


During April 2007, the Company acquired 6% of the equity interests of RadQual, LLC for a cash payment of $330,000.  In May 2008, the Company acquired an additional 18.5% interest by issuing 1,370,753 shares of common stock valued at $960,000 or $0.70 per share.  The remaining 75.5% ownership of RadQual is concentrated among a very small group of investors and due to this concentration the Company is unable to influence significant control.  The company did not receive financial information in a manner timely enough to convert to the equity method of accounting for this asset; accordingly, the investment in RadQual will continue to be recorded at the lower of cost or fair value in accordance with FASB Interpretation 35 “Criteria for Applying the Equity Method of Accounting for Investments in Common Stock.”  The 24.5% ownership of RadQual has been recorded at cost of $1,290,000.


(8)

Commitments and Contingencies


Dependence on Third Parties


The production of HSA Cobalt is dependent upon the U.S. Department of Energy, and its prime operating contractor, which controls the reactor operations and, therefore, controls the continued production of cobalt in the government funded reactor.  The revenue associated with the sale of HSA Cobalt is largely dependent on General Electric, the Company’s sole customer for this product.  Nuclear Medicine Reference and Calibration Standard manufacturing is conducted under an exclusive contract with another of our customers, RadQual, LLC, which in turn has an agreement in place with several companies for distributing the product.  A loss of either of these customers could adversely affect operating results by causing a delay in production or a possible loss of sales.


Contingencies


Because all of the Company’s business segments involve radioactive materials the Company is required to have an operating license from the Nuclear Regulatory Commission (“NRC”) and specially trained staff to handle these materials.  The Company has an NRC operating license and has amended this license several times to increase the amount of material permitted within the facility.   Additional processing capabilities and license amendments could be implemented that would permit processing of other reactor produced radioisotopes by the Company but this license does not currently restrict the volume of business operation performed or projected to be performed in the coming year.  An irrevocable, automatic renewable letter of credit against a Certificate of Deposit at Texas State Bank and Wells Fargo Bank has been used to provide the financial assurance required by the NRC for the Idaho facility license.




9






(9)

Segment Information


Segment information has been prepared in accordance with SFAS No. 131, “Disclosure About Segments of an Enterprise and Related Information.”


The Company has six reportable segments which include; Nuclear Medicine, Cobalt Products, Radiochemical Products, Fluorine Products, Radiological Services, and Transportation. Information regarding the operations and assets of these reportable business segments is contained in the following table:


 

 

Three Months ended June 30,

 

Six Months ended June 30,

Sale of Product

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

Radiochemical Products

 

$

349,990 

 

$

284,092 

 

$

668,398 

 

$

510,006 

Cobalt Products

 

 

879,516 

 

 

175,015 

 

 

1,150,044 

 

 

214,040 

Nuclear Medicine Standards

 

 

464,288 

 

 

455,910 

 

 

911,698 

 

 

919,778 

Radiological Services

 

 

166,548 

 

 

219,290 

 

 

412,270 

 

 

366,899 

Fluorine Products

 

 

 

 

 

 

 

 

Transportation

 

 

15,700 

 

 

68,998 

 

 

41,570 

 

 

95,214 

Total Segments

 

 

1,876,042 

 

 

1,203,305 

 

 

3,183,980 

 

 

2,105,937 

Corporate revenue

 

 

 

 

 

 

 

 

Total Consolidated

 

$

1,876,042 

 

$

1,203,305 

 

$

3,183,980 

 

$

2,105,937 


 

 

Three Months ended June 30,

 

Six Months ended June 30,

Depreciation and Amortization

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

Radiochemical Products

 

$

11,326 

 

$

11,326 

 

$

22,652 

 

$

22,721 

Cobalt Products

 

 

26,181 

 

 

15,906 

 

 

48,500 

 

 

31,812 

Nuclear Medicine Standards

 

 

846 

 

 

1,147 

 

 

1,692 

 

 

2,905 

Radiological Services

 

 

1,991 

 

 

144 

 

 

2,804 

 

 

458 

Fluorine Products

 

 

50,917 

 

 

38,258 

 

 

91,763 

 

 

77,789 

Transportation

 

 

4,666 

 

 

4,574 

 

 

9,257 

 

 

5,847 

Total Segments

 

 

95,927 

 

 

71,355 

 

 

176,668 

 

 

141,532 

Corporate depreciation and amortization

 

 

3,918 

 

 

13,254 

 

 

16,722 

 

 

24,235 

Total Consolidated

 

$

99,845 

 

$

84,609 

 

$

193,390 

 

$

165,767 


 

 

Three Months ended June 30,

 

Six Months ended June 30,

Segment Income (Loss)

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

Radiochemical Products

 

$

52,218 

 

$

39,425 

 

$

58,550 

 

$

58,308 

Cobalt Products

 

 

440,240 

 

 

23,324 

 

 

635,514 

 

 

30,411 

Nuclear Medicine Standards

 

 

219,897 

 

 

194,202 

 

 

393,867 

 

 

337,221 

Radiological Services

 

 

101,938 

 

 

140,721 

 

 

275,694 

 

 

216,521 

Fluorine Products

 

 

(310,003)

 

 

(223,137)

 

 

(598,358)

 

 

(491,914)

Transportation

 

 

(48,328)

 

 

3,189 

 

 

(83,287)

 

 

(21,856)

Total Segments

 

 

455,962 

 

 

177,724 

 

 

681,980 

 

 

128,691 

Corporate Loss

 

 

(702,672)

 

 

(529,172)

 

 

(1,394,634)

 

 

(998,685)

Net Loss

 

$

(246,710)

 

$

(351,448)

 

$

(712,654)

 

$

(869,994)




10







 

 

Three Months ended June 30,

 

Six Months ended June 30,

Expenditures for Segment Assets

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

Radiochemical Products

 

$

 

$

 

$

 

$

Cobalt Products

 

 

23,771 

 

 

83,958 

 

 

141,771 

 

 

83,958 

Nuclear Medicine Standards

 

 

 

 

 

 

 

 

Radiological Services

 

 

3,200 

 

 

 

 

51,995 

 

 

Fluorine Products

 

 

912,836 

 

 

101,099 

 

 

914,473 

 

 

128,911 

Transportation

 

 

6,633 

 

 

9,940 

 

 

6,633 

 

 

52,439 

Total Segments

 

 

946,440 

 

 

194,997 

 

 

1,114,872 

 

 

265,308 

Corporate purchases

 

 

 

 

4,536 

 

 

3,258 

 

 

5,725 

Total Consolidated

 

$

946,440 

 

$

199,533 

 

$

1,118,130 

 

$

271,033 


 

 

June 30,

 

December 31,

Segment Assets

 

2008

 

2007

 

 

 

 

 

 

 

Radiochemical Products

 

$

342,004 

 

$

311,278 

Cobalt Products

 

 

3,116,746 

 

 

2,915,698 

Nuclear Medicine Standards

 

 

474,522 

 

 

439,875 

Radiological Services

 

 

93,977 

 

 

28,374 

Fluorine Products

 

 

2,077,758 

 

 

1,255,049 

Transportation

 

 

57,142 

 

 

59,766 

Total Segments

 

 

6,162,149 

 

 

5,010,040 

Corporate assets

 

 

2,902,535 

 

 

1,013,188 

Total Consolidated

 

$

9,064,684 

 

$

6,023,228 




11






ITEM  2.   MANAGEMENT’S DISCUSSION AND ANALYSIS OF OPERATIONS


This Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and within the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  All statements, other than statements of historical fact, including statements regarding industry prospects and future results of operations or financial position, made in this Quarterly  Report are forward looking.  In particular, statements regarding growth in our business segments; increased cash flow to meet operational needs; improvement in our financial strength, debt ratio and attractiveness to investors and lenders; future liquidity requirements; NRC licensing requirements; and the consequences of the loss of any of our major customers are forward looking.  Forward-looking statements reflect management’s current expectations, plans or projections.   Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Certain risks and uncertainties that could cause our actual results to differ significantly from management’s expectations are described in the risk factors set forth in our annual report on Form 10-KSB for the fiscal year ended December 31, 2007 filed with the securities and Exchange Commission on March 28, 2008.  These factors, describe some but not all of the factors that could cause actual results to differ significantly from management’s expectations.  The Company will not publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Readers are urged, however, to review the factors set forth in reports that we file from time to time with the Securities and Exchange Commission.


RESULTS OF OPERATIONS


Three-month and six-month periods ended June 30, 2008, and 2007.  


Revenues for the three and six-month period ended June 30, 2008 were $1,876,042 and $3,183,980 as compared to $1,203,305 and $2,105,937 for the same periods in 2007, an increase of $672,737 and $1,078,043 or approximately 56% and 51% respectively.  The increase in total revenues was attributable to strong performance in cobalt products and radiochemical products business segments.  Revenues from the sale of cobalt products for the six-month period ending June 30, 2008 were $1,150,044 compared to $214,040 for the similar period in 2007.  Revenues from the sale of cobalt products for the three-month period ending June 30, 2008 were $879,516 compared to $175,015 for the similar period in 2007. This represents approximately a factor of five increase in revenue in the segment.  The increase is largely attributable to continued increased sales of sealed cobalt sources and teletherapy capsules to numerous customers.  The sales of bulk cobalt also had a significant impact upon revenues for the period.  The timing of large bulk cobalt product sales during the course of the calendar year has a significant impact upon period comparisons.


Excluding bulk cobalt sales, revenues for the three-month period ended June 30, 2008, were $1,387,786 as compared to $1,203,305 for the same period in 2007, which represents an increase of $184,481 or 15%.   Excluding bulk cobalt product sales, revenues for the six-month period ended June 30, 2008, were $2,695,724 as compared to $2,105,937 for the same period in 2007, which represents an increase of $589,787 or 28%.  Management believes that excluding sales of bulk cobalt products from the period comparisons of revenues provides useful information to investors. Historically the Company has excluded all cobalt product sales for period comparisons.  However, the growth in sales of cobalt products, such as sealed sources warrants adjusting this comparison to only exclude bulk cobalt product sales revenues for the period comparisons. Please refer to the following tables for a further analysis of this measure:


Three-Month Financial Measure Reconciliation

 

Period ended June 30, 2008

Period ended June 30, 2007

Total Revenues

$1,876,042

$1,203,305

Bulk Cobalt Products Revenues

$488,256

$0

Total Revenues Excluding Cobalt Products Revenues

$1,387,786

$1,203,305

Six-Month Financial Measure Reconciliation

 

Period ended June 30, 2008

Period ended June 30, 2007

Total Revenues

$3,183,980

$2,105,937

Bulk Cobalt Products Revenues

$488,256

$0

Total Revenues Excluding Cobalt Products Revenues

$2,695,724

$2,105,937




12






Revenues from the sale of radiochemical products for the three-month period ending June 30, 2008, were $349,990 compared to $284,092 for the similar period in 2007.  Revenues from the sale of radiochemical products for the six-month period ending June 30, 2008, were $668,398 compared to $510,006 for the similar period in 2007.  These represent increases in revenue of $65,898, or about 23%, and $158,392, or about 31% for the three and six-month periods respectively.  Increases in the segment performance are attributable to increased sales of radiochemical iodine-131. Revenues from nuclear medicine products for the three-month period ending June 30, 2008 were $464,288 compared to $455,910 for the similar period in 2007. Revenues from the sale of nuclear medicine products for the six-month period ending June 30, 2008, were $911,698 compared to $919,778 for the similar period in 2007.  This represents an increase in income of $8,378 or 1.1% and a decrease in income of $8,080 or less than 1% respectively. Revenues from radiological services segment for the three-month period ending June 30, 2008, were $166,548 compared to $219,290 for the similar period in 2007; a decrease of $52,742 or 24%. Revenues from radiological services segment for the six-month period ending June 30, 2008, were $412,270 compared to $366,899 for the similar period in 2007.  This represents an increase in revenue of $45,371 or approximately a 12% increase and is primarily attributable to increased volumes of gemstone processing that have resulted following resolution of the regulatory issues that had limited revenues in this segment during 2007.  


Gross profit for the three and six-month period ended June 30, 2008, was $950,671 and $1,649,073 compared to $555,417 and $929,030 for the same periods in 2007.  These represent increases of $395,254 or 71%, and $720,043 or 78%, for the three and six month periods respectively.  Operating expenses increased to $1,177,670 and $2,323,177 for the three and six-month period ended June 30, 2008, compared to $865,112 and $1,785,937 for the same periods of 2007.  This represents an increase of $312,558 or 36%, and $537,240 or 30%, for the three and six-month periods respectively. However, overall operating costs declined from 85% and 72% of sales for the six and three-month periods in 2007, to 73% and 63% of sales for similar periods in 2008.  Salaries and contract labor expenses for the three and six-month periods ended June 30, 2008 were $507,865 and $1,020,477 as compared to $358,560 and $694,822 for the same periods of 2007. General administrative expenses totaled $663,415 and $1,280,582 for the three and six-month periods ended June 30, 2008 as compared to $496,491 and $1,072,196 for the same periods of 2007.  The increase in operating expense is attributed to the addition of full time staff, subcontractors, and legal counsel necessary to support continued growth of the fluorine products division including pilot plant demonstration and efforts related to equipment acquisition, raising capital, and protecting newly developed intellectual property. The Company also realized a significant increase in stock option expense.


Our net loss for the three and six-month periods ended June 30, 2008 was $246,710 and $712,654 compared to a loss of $351,448 and $869,994 for the same periods in 2007.  The reduction in loss was attributable to savings in overall cost of goods sold and operational expense as they relate directly to sales.  


Interest expense for the three and six-month period ended June 30, 2008, was $36,139 and $72,308 as compared to $43,835 and $85,975 for the same periods in 2007.  The reduction in interest expense was attributable to a reduction in the principal balance owed.


LIQUIDITY AND CAPITAL RESOURCES


On June 30, 2008, we had cash and cash equivalents of $1,172,030.  For the six-months ended June 30, 2008, net cash used in operating activities was $533,465.  We used $1,191,193 for investing activities.  Financing activities provided $2,774,801 from exercise of warrants and issuance and sale of Company stock.  


At June 30, 2008, the Company had two outstanding loans with Texas State Bank. One loan carries an outstanding balance of $126,013 with an interest rate of 9.25% and matures September 15, 2011. The second loan has an outstanding balance of $567,246 with an interest rate of 10.25% , matures March 31, 2009, and is, therefore, reported as a current liability.


Our future liquidity and capital funding requirements will depend on numerous factors, including, contract manufacturing agreements, commercial relationships, technological developments, market factors, available credit, and voluntary warrant redemption by shareholders.  We have 13,333,331 Class E warrants still outstanding.




13






During January 2008, 13,333,331 Series D warrants were exercised for cash totaling $1,466,666.  In April 2008, the holders of all Class C warrants agreed to amend the terms of the Class C warrant to allow for the Company’s call of those warrants.  Subsequent to completing this modification, all Class C warrants were exercised for cash totaling $1,333,331 and the Company issued 13,333,331 exchange (Class E) warrants in accordance with the terms of the Class C warrant. Class E warrants entitle the holder to purchase shares of common stock, $0.01 par value per share, at an exercise price equal to $0.869 per share. Class E warrants expire March 20, 2011.


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.


We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.


ITEM 4.  CONTROLS AND PROCEDURES


Evaluation of Disclosure Controls and Procedures

The Company has established disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) to ensure that material information relating to the Company is made known to the officers who certify the Company’s financial reports and to other members of senior management and the Board of Directors. These disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports that are filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's (“SEC”) rules and forms. Under the supervision and with the participation of management, including the principal executive officer and principal financial officer an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2008 was completed based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).  Based on this evaluation, the principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures are functioning effectively.


Although our disclosure controls and internal controls were designed to provide reasonable assurance of achieving their objectives, and our principal executive officer and principal financial officer have determined that our disclosure controls and procedures are effective at doing so, a control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the system are met.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.  Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.  These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.  Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.  The design of any system of controls also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Changes in Internal Control over Financial Reporting

There was no change in the Company’s internal control over financial reporting during the Company’s most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.




14






PARTII.   OTHER INFORMATION


Item 6. Exhibits


3(i)

Second Amended and Restated Articles of Incorporation (incorporated by reference to Appendix C to the Company's definitive proxy statement on Schedule 14A filed on April 28, 2005).


3(ii)

Bylaws (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form  SB-2 filed on May 1, 1997 (Registration No. 333-26269)).


4.1

Form of Class E Warrant (incorporated by reference to Exhibit 4.1 of the Company's Current Report of Form 8-K filed on April 21, 2008).


10.1

Letter Agreement effective as of April 9, 2008 (incorporated by reference to Exhibit 99.1 of the Company's Current Report of Form 8-K filed on April 21, 2008).


31.1

Certification under Section 302 of the Sarbanes-Oxley Act of 2002 for Chief Executive Officer.


31.2

Certification under Section 302 of the Sarbanes-Oxley Act of 2002 for Chief Financial Officer.


32

Certification by the Chief Executive and Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002



SIGNATURES


In accordance with the requirements of the Exchange Act the registrant caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 

International Isotopes Inc.

 

(Registrant)

 

 

 

 

 

 

Date:  August 14, 2008

By:

/s/ Steve T. Laflin

 

 

 Steve T. Laflin

 

 

President and Chief Executive Officer




EXHIBIT INDEX

Exhibit

Number

Description of Document


3(i)

Second Amended and Restated Articles of Incorporation (incorporated by reference to Appendix C to the Company's definitive proxy statement on Schedule 14A filed on April 28, 2005).


3(ii)

Bylaws (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form SB-2 filed on May 1, 1997 (Registration No. 333-26269)).


4.1

Form of Class E Warrant (incorporated by reference to Exhibit 4.1 of the Company's Current Report of Form 8-K filed on April 21, 2008).


10.1

Letter Agreement effective as of April 9, 2008 (incorporated by reference to Exhibit 99.1 of the Company's Current Report of Form 8-K filed on April 21, 2008).


31.1

Certification under Section 302 of the Sarbanes-Oxley Act of 2002 for Chief Executive Officer.



15







31.2

Certification under Section 302 of the Sarbanes-Oxley Act of 2002 for Chief Financial Officer.


32

Certification by the Chief Executive and Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350 adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



16