UTAH MEDICAL PRODUCTS INC - Quarter Report: 2007 September (Form 10-Q)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
Quarterly
Report Under Section 13 or 15(d) of
The
Securities Exchange Act of 1934
For
quarter ended: September 30, 2007
|
Commission
File No. 0-11178
|
UTAH
MEDICAL PRODUCTS, INC.
(Exact
name of Registrant as specified in its charter)
UTAH
|
87-0342734
|
(State
or other jurisdiction of
incorporation
or organization)
|
(I.R.S.
Employer
Identification
No.)
|
7043
South 300 West
Midvale,
Utah 84047
Address
of principal executive offices
Registrant's
telephone number: (801)
566-1200
Indicate
by check mark whether the registrant (1) has filed all reports required to
be
filed by Sections 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 o
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 o
|
Accelerated
filer x
|
Non-accelerated
filer o
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act). Yes o No x
Indicate
the number of shares outstanding of each of the issuer’s classes of common stock
as of November 5,
2007: 3,918,000.
UTAH
MEDICAL PRODUCTS, INC.
INDEX
TO FORM 10-Q
PART
I - FINANCIAL INFORMATION
|
PAGE
|
|
Item
1.
|
Financial
Statements
|
|
Consolidated
Condensed Balance Sheets as of September 30, 2007 and December 31,
2006
|
1
|
|
Consolidated
Condensed Statements of Income for the three and nine months ended
September 30, 2007 and September 30, 2006
|
2
|
|
Consolidated
Condensed Statements of Cash Flows for the nine months ended September
30,
2007 and September 30, 2006
|
3
|
|
Notes
to Consolidated Condensed Financial Statements
|
4
|
|
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
6
|
Item
3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
11
|
Item
4.
|
Controls
and Procedures
|
11
|
PART
II – OTHER INFORMATION
|
||
Item
1.
|
Legal
Proceedings
|
12
|
Item
1A.
|
Risk
Factors
|
12
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
12
|
Item
5.
|
Other
Information
|
13
|
Item
6.
|
Exhibits
|
13
|
SIGNATURES
|
14
|
PART
I - FINANCIAL INFORMATION
Item
1. Financial Statements
UTAH
MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED
CONDENSED BALANCE SHEETS AS OF
SEPTEMBER
30, 2007 AND DECEMBER 31, 2006
(in
thousands)
(unaudited)
|
(audited)
|
|||||||
SEPTEMBER
30, 2007
|
DECEMBER
31, 2006
|
|||||||
ASSETS
|
||||||||
Current
assets:
|
||||||||
Cash
|
$ |
1,102
|
$ |
610
|
||||
Investments,
available-for-sale
|
21,113
|
20,439
|
||||||
Accounts
& other receivables, net
|
3,990
|
3,746
|
||||||
Inventories
|
3,419
|
3,037
|
||||||
Other
current assets
|
607
|
579
|
||||||
Total
current assets
|
30,231
|
28,411
|
||||||
Property
and equipment, net
|
8,477
|
8,331
|
||||||
Goodwill
|
7,191
|
7,191
|
||||||
Other
intangible assets
|
2,618
|
2,588
|
||||||
Other
intangible assets - accumulated amortization
|
(2,370 | ) | (2,334 | ) | ||||
Other
intangible assets, net
|
248
|
254
|
||||||
TOTAL
|
$ |
46,147
|
$ |
44,187
|
||||
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable
|
$ |
595
|
$ |
599
|
||||
Accrued
expenses
|
2,546
|
2,341
|
||||||
Current
portion of note payable
|
455
|
441
|
||||||
Total
current liabilities
|
3,596
|
3,381
|
||||||
Note
payable
|
4,025
|
4,383
|
||||||
Deferred
income taxes
|
326
|
308
|
||||||
Total
liabilities
|
7,947
|
8,072
|
||||||
Stockholders'
equity:
|
||||||||
Preferred
stock - $.01 par value; authorized - 5,000 shares; no shares issued
or
outstanding
|
||||||||
Common
stock - $.01 par value; authorized - 50,000 shares; issued - September
30,
2007, 3,916 shares and December 31, 2006, 3,944 shares
|
39
|
39
|
||||||
Accumulated
other comprehensive income
|
(759 | ) | (720 | ) | ||||
Retained
earnings
|
38,919
|
36,796
|
||||||
Total
stockholders' equity
|
38,200
|
36,115
|
||||||
TOTAL
|
$ |
46,147
|
$ |
44,187
|
see
notes to consolidated condensed financial statements
-
1
-
UTAH
MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED
CONDENSED STATEMENTS OF INCOME FOR THE
THREE
AND NINE MONTHS ENDED SEPTEMBER 30, 2007 AND SEPTEMBER 30, 2006
(in
thousands - unaudited)
THREE
MONTHS
ENDED
|
NINE
MONTHS
ENDED
|
|||||||||||||||
SEPTEMBER
30,
|
SEPTEMBER
30,
|
|||||||||||||||
2007
|
2006
|
2007
|
2006
|
|||||||||||||
Sales,
net
|
$ |
7,097
|
$ |
7,001
|
$ |
21,426
|
$ |
21,398
|
||||||||
Cost
of goods sold
|
3,124
|
3,030
|
9,511
|
9,343
|
||||||||||||
Gross
margin
|
3,973
|
3,971
|
11,915
|
12,055
|
||||||||||||
Operating
expense
|
||||||||||||||||
Selling,
general and administrative
|
1,165
|
1,154
|
3,494
|
3,728
|
||||||||||||
Research
& development
|
88
|
81
|
293
|
363
|
||||||||||||
Total
|
1,253
|
1,235
|
3,787
|
4,092
|
||||||||||||
Income
from operations
|
2,720
|
2,736
|
8,128
|
7,963
|
||||||||||||
Other
income
|
365
|
268
|
979
|
1,253
|
||||||||||||
Income
before provision for income taxes
|
3,085
|
3,004
|
9,107
|
9,216
|
||||||||||||
Provision
for income taxes
|
1,064
|
1,000
|
3,157
|
3,118
|
||||||||||||
Net
income
|
$ |
2,021
|
$ |
2,003
|
$ |
5,950
|
$ |
6,098
|
||||||||
Earnings
per common shares (basic)
|
$ |
0.52
|
$ |
0.51
|
$ |
1.51
|
$ |
1.55
|
||||||||
Earnings
per common share (diluted)
|
$ |
0.51
|
$ |
0.50
|
$ |
1.49
|
$ |
1.51
|
||||||||
Shares
outstanding - basic
|
3,918
|
3,929
|
3,931
|
3,943
|
||||||||||||
Shares
outstanding - diluted
|
3,975
|
4,021
|
3,995
|
4,045
|
see
notes to consolidated condensed financial statements
-
2
-
UTAH
MEDICAL PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED
CONDENSED STATEMENTS OF CASH FLOWS
FOR
THE NINE MONTHS ENDED SEPTEMBER 30, 2007 AND SEPTEMBER 30, 2006
(in
thousands - unaudited)
SEPTEMBER
30,
|
||||||||
2007
|
2006
|
|||||||
CASH
FLOWS FROM OPERATING ACTIVITIES:
|
||||||||
Net
income
|
$ |
5,950
|
$ |
6,098
|
||||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||
Depreciation
and amortization
|
443
|
606
|
||||||
Gain
on investments
|
(780 | ) | (1,120 | ) | ||||
Provision
for (recovery of) losses on accounts receivable
|
(1 | ) |
8
|
|||||
Deferred
income taxes
|
-
|
(11 | ) | |||||
Stock-based
compensation expense
|
70
|
108
|
||||||
Tax
benefit attributable to exercise of stock options
|
46
|
2,186
|
||||||
Changes
in operating assets and liabilities:
|
||||||||
Accounts
receivable - trade
|
(341 | ) | (132 | ) | ||||
Accrued
interest and other receivables
|
147
|
756
|
||||||
Inventories
|
(342 | ) | (307 | ) | ||||
Prepaid
expenses and other current assets
|
(29 | ) | (21 | ) | ||||
Accounts
payable
|
(4 | ) |
168
|
|||||
Accrued
expenses
|
204
|
105
|
||||||
Total
adjustments
|
(588 | ) |
2,345
|
|||||
Net
cash provided by operating activities
|
5,362
|
8,443
|
||||||
CASH
FLOWS FROM INVESTING ACTIVITIES:
|
||||||||
Capital
expenditures for:
|
||||||||
Property
and equipment
|
(214 | ) | (361 | ) | ||||
Intangible
assets
|
(30 | ) |
-
|
|||||
Purchases
of investments
|
(1,500 | ) | (5,200 | ) | ||||
Proceeds
from the sale of investments
|
1,570
|
3,804
|
||||||
Net
cash provided by (used in) investing activities
|
(174 | ) | (1,757 | ) | ||||
CASH
FLOWS FROM FINANCING ACTIVITIES:
|
||||||||
Proceeds
from issuance of common stock - options
|
151
|
533
|
||||||
Common
stock purchased and retired
|
(1,570 | ) | (1,804 | ) | ||||
Common
stock purchased and retired - options
|
-
|
(2,488 | ) | |||||
Repayments
of note payable
|
(687 | ) | (711 | ) | ||||
Payment
of dividends
|
(2,562 | ) | (2,116 | ) | ||||
Net
cash used in financing activities
|
(4,668 | ) | (6,586 | ) | ||||
Effect
of exchange rate changes on cash
|
(28 | ) | (8 | ) | ||||
NET
INCREASE (DECREASE) IN CASH
|
492
|
93
|
||||||
CASH
AT BEGINNING OF PERIOD
|
610
|
703
|
||||||
CASH
AT END OF PERIOD
|
$ |
1,102
|
$ |
796
|
||||
SUPPLEMENTAL
DISCLOSURE OF CASH FLOW INFORMATION:
|
||||||||
Cash
paid during the period for income taxes
|
$ |
2,827
|
$ |
924
|
||||
Cash
paid during the period for interest
|
203
|
196
|
see
notes to consolidated condensed financial statements
-
3
-
UTAH
MEDICAL PRODUCTS, INC.
NOTES
TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
(1) The
unaudited financial statements have been prepared in accordance with the
instructions to form 10-Q and do not include all of the information and note
disclosures required by accounting principles generally accepted in the United
States. These statements should be read in conjunction with the
financial statements and notes included in the Utah Medical Products, Inc.
("UTMD" or "the Company") annual report on form 10-K for the year ended December
31, 2006. In the opinion of management, the accompanying financial
statements include all adjustments (consisting only of normal recurring
adjustments) necessary to summarize fairly the Company's financial position
and
results of operations. Dollar amounts are in thousands except
per-share amounts, and where noted.
(2) Inventories
at September 30, 2007 and December 31, 2006 (in thousands) consisted of the
following:
September
30,
|
December
31,
|
|||||||
2007
|
2006
|
|||||||
Finished
goods
|
$ |
1,013
|
$ |
1,002
|
||||
Work-in-process
|
971
|
984
|
||||||
Raw
materials
|
1,435
|
1,051
|
||||||
Total
|
$ |
3,419
|
$ |
3,037
|
(3) In
June 2006, the Financial Accounting Standards Board (FASB) issued FASB
Interpretation No. 48, “Accounting for Uncertainty in Income Taxes—an
interpretation of FASB Statement No. 109.” This statement
clarifies the accounting for uncertainty in income tax positions. The
Company or one of its subsidiaries files or has filed income tax returns in
the
U.S. federal jurisdiction, in various states and in Ireland. With few
exceptions, UTMD is no longer subject to U.S. federal, state and local, or
non-U.S. income tax examinations by tax authorities for years before
2003. In 2005, the Internal Revenue Service examined the Company’s
federal income tax returns for 2002 – 2004 and suggested one immaterial
adjustment which the Company made.
The
Company adopted the provisions of FIN 48 on January 1, 2007. UTMD did
not make any adjustment to opening retained earnings as a result of the
implementation. The Company recognizes interest accrued related to
unrecognized tax benefits along with penalties in operating
expenses. During the three and nine month periods ended September 30,
2007 and 2006, the Company did not recognize any interest and penalties relating
to income taxes. UTMD did not have any accrual for the payment of
interest and penalties at September 30, 2007 or December 31, 2006.
(4) Stock-Based
Compensation. At September 30, 2007 the Company had stock-based
employee compensation plans, which authorized the grant of stock options to
eligible employees and directors. Effective January 1, 2006, the
Company adopted Statement of Financial Accounting Standards (SFAS) 123R,
Share-Based Payment, using the modified prospective
method. This statement requires the Company to recognize compensation
cost based on the grant date fair value of options granted to employees and
directors. In the quarters ended September 30, 2007 and 2006, the
Company recognized $25 and $33, respectively, in compensation cost related
to
adoption of the statement. In the nine months ended September
30, 2007 and 2006, the Company recognized $70 and $108, respectively, in
compensation cost related to adoption of the statement.
(5) Comprehensive
Income. Comprehensive income for the three and nine months ending
September 30, 2007 was $2,050 and $5,982, net of taxes,
respectively. The components used to adjust net income in order to
obtain comprehensive income were foreign currency translation adjustments of
$29
and $32, respectively.
-
4
-
(6) Warranty
Reserve. The Company accrues provisions for estimated costs
that may be incurred for product warranties and uncollectible
accounts. The amount of the provision is adjusted, as required, to
reflect historical experience. The following table summarizes changes
to UTMD’s warranty reserve during 3Q 2007:
Beginning
Balance, July 1, 2007
|
$ |
40
|
||
Changes
in Warranty Reserve during 3Q 2007:
|
||||
Aggregate
reductions for warranty repairs
|
-
|
|||
Aggregate
changes for warranties issued during reporting period
|
-
|
|||
Aggregate
changes in reserve related to preexisting warranties
|
-
|
|||
Ending
Balance, September 30, 2007
|
$ |
40
|
(7) Investments. As
of September 30, 2007, all of the Company’s investments are held in Fidelity
Institutional Money Market Treasury Portfolio – Class 1 and Fidelity Cash
Reserves. Changes in the unrealized holding gain on investment
securities available-for-sale and reported as a separate component of
accumulated other comprehensive income are as follows:
3Q
2007
|
3Q
2006
|
|||||||
Balance,
beginning of period
|
$ |
-
|
$ | (17 | ) | |||
Reversal
of unrealized gain from securities included in beginning balance,
realized
in the period
|
-
|
-
|
||||||
Unrealized
holding gains (losses), in equity securities
|
-
|
10
|
||||||
Deferred
income taxes on unrealized holding gain (loss)
|
-
|
(3 | ) | |||||
Balance,
end of period
|
$ |
-
|
$ | (10 | ) |
(8) Forward-Looking
Information. This report contains certain forward-looking
statements and information relating to the Company that are based on the beliefs
of management as well as assumptions made by, and information currently
available to, management. When used in this document, the words
“anticipate,” “believe,” “should,” “project,” “estimate,” “expect,”
“intend” and similar expressions, as they relate to the Company or its
management, are intended to identify forward-looking statements. Such
statements reflect the current view of the Company respecting future events
and
are subject to certain risks, uncertainties, and assumptions, including the
risks and uncertainties noted throughout this document. Although the
Company has attempted to identify important factors that could cause the actual
results to differ materially, there may be other factors that cause the forward
statement not to come true as anticipated, believed, projected, expected, or
intended. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual results
may differ materially from those described herein as anticipated, believed,
projected, estimated, expected, or intended.
General
risk factors that may impact the Company’s revenues include the market
acceptance of competitive products; administrative practices of group purchasing
organizations; obsolescence caused by new technologies; the possible
introduction by competitors of new products that claim to have many of the
advantages of UTMD’s products at lower prices; the timing and market acceptance
of UTMD’s own new product introductions; changes in clinical practices; UTMD’s
ability to efficiently and responsively manufacture its products; including
the
possible effects of lack of performance of suppliers; success in gaining access
to important global distribution channels; budgetary constraints; the timing
of
regulatory approvals for newly introduced products; regulatory intervention
in
current operations; and third party reimbursement of health care costs of
customers.
Risk
factors, in addition to the risks outlined in the previous paragraph that may
impact the Company’s assets and liabilities, as well as cash flows, include:
risks inherent to companies manufacturing products used in healthcare, including
claims resulting from the improper use of devices and other product liability
claims; defense of the Company’s intellectual property or claims of patent
infringement by others; productive use of assets in generating revenues;
management of working capital, including inventory levels required to meet
delivery commitments at a minimum cost; and timely collection of accounts
receivable.
Additional
risk factors that may affect non-operating income include: the continuing
viability of the Company’s technology licensing agreements; actual cash and
investment balances; asset dispositions; and acquisition activities that may
require external funding.
-
5
-
Item
2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
General
UTMD
manufactures and markets a well-established range of primarily single-use
specialty medical devices. The Company’s Form 10-K Annual Report for
the year ended December 31, 2006 provides a detailed description of products,
technologies, markets, regulatory issues, business initiatives, resources and
business risks, among other details, and should be read in conjunction with
this
report. Because of the relatively short span of time, results for any
given three month period in comparison with a previous three month period may
not be indicative of comparative results for the year as a
whole. Dollar amounts in the report are in thousands, except
per-share amounts or where otherwise noted.
Analysis
of Results of Operations
|
a)
|
Overview
|
In
third
quarter (3Q) 2007, UTMD’s consolidated global sales were 1% higher than in 3Q
2006. 3Q 2007 earnings per share (EPS) were $.51 compared to $.50 EPS
in 3Q 2006. UTMD achieved the following profitability measures for 3Q
2007 and 3Q 2006:
3Q
07
|
3Q
06
|
|||
Gross
Profit Margin:
|
56.0%
|
56.7%
|
||
Operating
Profit Margin:
|
38.3%
|
39.1%
|
||
Net
Income Margin:
|
28.5%
|
28.6%
|
For
three
quarters year-to-date (9M) 2007 and 9M 2006, UTMD’s total sales were about the
same. EPS for 9M 2007 were $1.49 compared to $1.51 EPS in 9M
2006. UTMD achieved the following profitability as a ratio of sales
in 9M 2007 and 9M 2006:
9M
07
|
9M
06
|
|||
Gross
Profit Margin:
|
55.6%
|
56.3%
|
||
Operating
Profit Margin:
|
37.9%
|
37.2%
|
||
Net
Income Margin:
|
27.8%
|
28.5%
|
|
b)
|
Revenues
|
The
Company recognizes revenue at the time of shipment as title generally passes
to
the customer at that time. Revenue recognized by UTMD is based upon
documented arrangements and fixed contracts in which the selling price is fixed
prior to completion of an order. Revenue from product and service
sales is generally recognized at the time the product is shipped or service
completed and invoiced, and collectibility is reasonably
assured. There are circumstances under which revenue may be
recognized when product is not shipped, which meet the criteria of SAB
104: the Company provides engineering services, for example, design
and production of manufacturing tooling that may be used in subsequent UTMD
manufacturing of custom components for other companies. This revenue
is recognized when UTMD’s service has been completed according to a fixed
contractual agreement.
Total
sales were up 1% in 3Q 2007 compared to 3Q 2006. International sales
were 31% higher while domestic sales were 8% lower. Domestic sales
were comprised of domestic OEM sales (sales of components to other companies
for
use in their products) which were up 17%, and domestic direct sales (sales
of
finished devices to users or distributors) which were down
9%. Domestic OEM sales and international sales have an uneven
quarter-to-quarter sales pattern because customers tend to purchase several
months’ supply of products at a time to minimize costs. Trade
shipments from UTMD’s Ireland facility were up 10% in EURO terms, and up 19% in
USD terms due to a weaker US Dollar.
Domestic
direct sales to hospitals were down substantially due to price reductions and
the continued trend of administrative arrangements limiting physician choice
of
devices used in L&D. UTMD’s objective is to replace sales lost due to
increased domestic competition by continued development of specialized products
that provide significant improvements in patient safety and effectiveness of
care.
Total
9M
2007 sales were about the same as in 9M 2006. International sales
increased 19% and domestic sales decreased 6%. International sales
were 30% of total sales in 9M 2007, up from 25% in 9M 2006. 9M 2007
trade shipments from UTMD’s Ireland facility were up 20% in US Dollar terms and
3% in EURO terms compared to 9M 2006.
-
6
-
The
following table provides the actual sales dollar amounts by general product
category for total sales and the subset of international sales:
Global
revenues by product category:
3Q
2007
|
3Q
2006
|
9M
2007
|
9M
2006
|
|||||||||||||
Obstetrics
|
$ |
2,157
|
$ |
2,355
|
$ |
6,460
|
$ |
7,124
|
||||||||
Gynecology/
Electrosurgery/ Urology
|
1,540
|
1,507
|
4,665
|
4,501
|
||||||||||||
Neonatal
|
1,761
|
1,827
|
5,253
|
5,312
|
||||||||||||
Blood
Pressure Monitoring and Accessories*
|
1,639
|
1,312
|
5,048
|
4,461
|
||||||||||||
Total:
|
$ |
7,097
|
$ |
7,001
|
$ |
21,426
|
$ |
21,398
|
||||||||
*includes
molded components sold to OEM customers.
|
International
revenues by product category:
3Q
2007
|
3Q
2006
|
9M
2007
|
9M
2006
|
|||||||||||||
Obstetrics
|
$ |
237
|
$ |
149
|
$ |
703
|
$ |
613
|
||||||||
Gynecology/
Electrosurgery/ Urology
|
538
|
428
|
1,540
|
1,379
|
||||||||||||
Neonatal
|
162
|
125
|
487
|
414
|
||||||||||||
Blood
Pressure Monitoring and Accessories*
|
1,172
|
905
|
3,693
|
3,000
|
||||||||||||
Total:
|
$ |
2,109
|
$ |
1,607
|
$ |
6,423
|
$ |
5,406
|
||||||||
*includes
molded components sold to OEM customers.
|
UTMD’s
future sales depend on its continued ability to retain medical staff involvement
in purchasing decisions for UTMD’s “physician-preference” products used in U.S.
hospitals where administrators are increasingly making the purchase decisions,
continued expansion in clinical acceptance of its newer specialty products,
release of new products after FDA concurrence with premarketing submissions
and
continued development of UTMD’s international distribution
channels.
|
c)
|
Gross
Profit
|
UTMD’s
average gross profit margin (GPM), gross profits as a percentage of sales,
was
56.0% and 55.6% in 3Q and 9M 2007, respectively, compared to 56.7% and 56.3%
in
3Q and 9M 2006, respectively. Except for L&D products, UTMD’s
prices for its products remained generally consistent with the prior
year. In 9M 2007 the sales mix has been more heavily weighted toward
lower margin products sold internationally. The Company is also
experiencing inflationary pressures in its manufacturing costs associated both
with labor and with raw materials. Since nearly all of UTMD’s
products are made of petroleum-based compounds, the worldwide substantial
increase in the cost of oil has a significant impact on raw materials
costs. In addition, the higher cost of oil has direct impact on
transportation cost, both those included in manufacturing overhead for shipping
and receiving products and raw materials, and those in operating expenses
associated with sales and marketing travel expenses. UTMD continues
to retain facilities and other manufacturing capabilities in excess of its
needs. As a result, it projects that the dilution of fixed overhead
costs that will occur with any increased sales during the remainder of 2007
will
help mitigate a continuing expected increase in incremental direct material
and
labor costs together with increased competitive pressure on
prices. The Company currently projects an overall 2007 GPM about
three-quarters of one percent lower than in 2006.
OEM
sales
are sales of UTMD components that are marketed by other companies as part of
their product offerings. UTMD utilizes OEM sales as a means to help
maximize utilization of its assets and capabilities established to satisfy
its
direct sales business. As a general rule, prices for OEM sales
expressed as a multiple of direct variable manufacturing expenses are lower
than
for direct sales because, in the OEM and international channels, UTMD’s business
partners incur significant expenses of sales and marketing. Because
of UTMD’s small size and period-to-period fluctuations in OEM business activity,
nonvariable manufacturing overhead expenses cannot be meaningfully allocated
between direct and OEM sales. Therefore, UTMD does not report GPM by
sales channels.
|
d)
|
Operating
Profit
|
Operating
Profit, or income from operations, is the profit remaining after subtracting
operating expenses from gross profits. Operating expenses include
sales and marketing (S&M), research and development (R&D) and general
and administrative (G&A) expenses. Combined operating expenses in
3Q 2007 were $19 higher than in 3Q 2006, and $304 lower in 9M 2007 than in
9M
2006. Please see the table below. Operating expenses
increased in 3Q 2007 compared to 3Q 2006 because UTMD increased its direct
sales
force and advertising in the U.S. The increase in S&M expense
more than offset lower litigation costs as part of G&A
expenses. Option compensation expense, also included in G&A
expenses, was $7 lower in 3Q 2007 and $39 lower in 9M 2007 than in the same
2006
periods. As a percentage of sales, operating expenses were 17.7% in
3Q 2007 compared to 17.6% in 3Q 2006, and 17.7% of sales in 9M 2007 compared
to
19.1% in 9M 2006. For the year of 2007 as a whole, UTMD expects to
hold operating expenses as a percent of sales consistent with 9M 2007. Because
year end operating expenses are now projected to be lower as a percent of sales
by about the same amount that the gross profit margin is expected to be lower,
year 2007 operating profit margin, therefore, will be about the same as in
2006.
-
7
-
Because
UTMD sells internationally through third party distributors, its S&M
expenses are predominantly for U.S. business activity where it sells directly
to
clinical users. S&M expenses in 3Q 2007 were 7.7% of sales
compared to 7.1% of sales in 3Q 2006. S&M expenses in 9M 2007
were 7.3% of sales compared to 8.0% of sales in 9M 2006.
R&D
expenses in 3Q 2007 were 1.2% of sales, the same as in 3Q 2006, and 1.4% of
9M
2007 sales compared to 1.7% of sales in 9M 2006. For the full year of
2007, UTMD expects R&D spending at a slightly higher level as a percent of
sales than in 2006.
G&A
expenses in 3Q 2007 were 8.7% of sales compared to 9.4% of 3Q 2006
sales. G&A expenses in 9M 2007 were 9.0% of sales compared to
9.5% of 9M 2006 sales. In addition to litigation costs, G&A
expenses include the cost of outside auditors and corporate governance
activities relating to the implementation of SEC rules resulting from the
Sarbanes-Oxley Act of 2002 as well as stock-based compensation cost as required
by SFAS 123R. Excluding currently unknown litigation costs, UTMD
expects that G&A expenses for the year 2007 will be at a level consistent
with 9M 2007 as a percent of sales.
3Q
2007
|
3Q
2006
|
9M
2007
|
9M
2006
|
|||||||||||||
S&M
Expense
|
$ |
545
|
$ |
496
|
$ |
1,571
|
$ |
1,702
|
||||||||
R&D
Expense
|
88
|
81
|
293
|
363
|
||||||||||||
G&A
Expense
|
620
|
658
|
1,923
|
2,026
|
||||||||||||
Total
Operating Expenses:
|
$ |
1,253
|
$ |
1,235
|
$ |
3,787
|
$ |
4,091
|
|
e)
|
Non-operating
income
|
Non-operating
income in 3Q 2007 was $365 compared to $268 in 3Q 2006, and $979 in 9M 2007
compared to $1,253 in 9M 2006. UTMD received interest, dividends and
capital gains of $277 in 3Q 2007 and $797 in 9M 2007, compared to $234 in 3Q
2006 and $1,120 in 9M 2006, from investing its cash balances.
In
3Q and
9M 2007, UTMD paid $68 and $203, respectively, compared to $72 and $196 in
3Q
and 9M 2006, respectively, for interest expense. The interest expense
resulted from UTMD’s Ireland facility borrowing 4,500 EURO (€ - in thousands) in
December 2005 to allow the repatriation of profits generated by its Ireland
operations between 1996 and 2005. The average loan balance in 9M 2007
was €3,416 compared to €4,217 (both in thousands) in 9M 2006. Even though the
average loan balance in EURO terms was lower in 2007 compared to 2006, the
combination of a weaker US Dollar and a slightly higher variable interest rate
caused the interest expense stated in US Dollar terms to be higher in 9M
2007. The loan is being paid by the Ireland subsidiary from profits
generated there. It should take less than 5 more years to repay the
loan. The principal repayment schedule is set annually based on
projected profits of the Ireland subsidiary.
Royalty
income, which UTMD receives from licensing its technology to other companies,
was approximately the same in both years. Management currently
projects total 2007 non-operating income will be about $270 lower than in
2006. The actual amount of 2007 non-operating income may be lower if
UTMD utilizes its excess cash for an acquisition, unexpected litigation costs
or
more substantial share repurchases.
|
f)
|
Earnings
Before Income Taxes
|
Earnings
before income taxes (EBT) in 3Q 2007 were $3,085 compared to $3,004 in 3Q
2006. EBT in 9M 2007 were $9,107 compared to $9,216 in 9M
2006. EBT margins (EBT divided by sales) were 43.5% and 42.5% of
sales in 3Q and 9M 2007, respectively, compared to 42.9% and 43.1% in 3Q and
9M
2006, respectively.
|
g)
|
Net
Income and Earnings per Share
|
UTMD’s
net income was $2,021 in 3Q 2007 compared to $2,003 in 3Q 2006, and $5,950
in 9M
2007 compared to $6,098 in 9M 2006. Net profit margins (NPM), which
are net income (after tax) expressed as a percentage of sales, were 28.5%
in 3Q
2007 compared to 28.6% in 3Q 2006, and 27.8% in 9M 2007 compared to 28.5%
in 9M
2006. The income tax provision rates in 3Q and 9M 2007 were 34.5% and
34.7% of EBT, respectively, compared to 33.3% and 33.8% in 3Q and 9M 2006,
respectively. The increased tax rate resulted primarily from IRS
discontinuance of the extraterritorial income exclusion in 2007. UTMD
expects its consolidated income tax rate for 2007 will be about one-third
percentage point higher than in 2006, which was 34.2% for the
year.
-
8
-
UTMD’s
net income divided by weighted average outstanding shares for the applicable
reporting period, diluted for unexercised employee and director options,
provides earnings per share (EPS):
3Q
2007
|
3Q
2006
|
9M
2007
|
9M
2006
|
|||||||||||||
Earnings
Per Share (EPS)
|
$ |
.508
|
$ |
.498
|
$ |
1.489
|
$ |
1.508
|
||||||||
Shares
(000), Diluted
|
3,975
|
4,021
|
3,995
|
4,045
|
Diluted
3Q 2007 Earnings per Share (EPS) were 2% higher than in 3Q 2006. Diluted 9M
2007
EPS were 1% lower than in 9M 2006. The Company expects to achieve
about $1.99 eps in 2007 compared to $2.02 in 2006. UTMD repurchased
9,966 shares in 3Q 2007 and 50,685 shares in 9M 2007. Exercises
of employee options in 3Q 2007 added 1,822 shares and 22,981 shares in 9M 2007
(net of 0 and 6,418 shares swapped or traded in 3Q and 9M, respectively, by
individuals in payment of the exercise price of the options). Options
outstanding at September 30, 2007 were about 219,100 shares at an average
exercise price of $21.46 per share.
Increases
and decreases in UTMD’s stock price affect EPS as a result of the dilution
calculation for unexercised options with exercise prices below the average
stock
market value during each period. The dilution calculation added
57,300 and 63,800 shares to actual weighted average shares outstanding in 3Q
and
9M 2007 respectively, compared to 91,800 and 102,000 in 3Q and 9M
2006. The decrease in dilution is primarily due to fewer unexercised
options outstanding. Actual outstanding common shares as of the end
of 3Q 2007 were 3,915,900 compared to 3,933,900 at the end of 3Q
2006.
|
h)
|
Return
on Equity
|
Return
on
equity (ROE) is the portion of net income retained by UTMD (after payment of
dividends) to internally finance its growth, divided by the average accumulated
shareholder equity for the applicable time period. Annualized ROE
(after payment of dividends) for 9M 2007 was 12% compared to 16% for 9M
2006. The lower ROE in 9M 2007 was due mainly to higher average
equity to date in 2007. Share repurchases have a beneficial impact on
ROE as long as the Company sustains net profit performance, because shareholder
equity is reduced by the cost of the shares repurchased. Holding a
large amount of cash earning 5% interest dilutes ROE performance. ROE in 2007
as
a whole is expected to be lower than 2006 as a result of substantially higher
dividends to shareholders, higher average shareholders’ equity and net profits
which are expected to be 3% lower than in the previous year. The
lower ROE in 2007 will not affect UTMD’s ability to internally finance its
future revenue growth.
Liquidity
and Capital Resources
|
i)
|
Cash
flows
|
Net
cash
provided by operating activities, including adjustments for depreciation and
other non-cash operating expenses, along with changes in working capital and
the
tax benefit attributable to exercise and subsequent sale of employee and
director stock options, totaled $5,362 in 9M 2007 compared to $8,443 in 9M
2006. A $2,140 smaller tax benefit from exercise of employee and
outside director stock options in 9M 2007 compared to 9M 2006 was the most
significant difference in the two periods, followed by a $609 smaller increase
in accrued interest and other receivables.
The
Company’s use of cash for investing activities was primarily as a result of
purchases of short-term investments, in an effort to maximize returns on excess
cash balances while maintaining safety and liquidity. Capital
expenditures for property and equipment were $214 in 9M 2007 compared to $361
in
9M 2006. This rate of investing in new property and equipment is
required to keep facilities, equipment and tooling in good working
condition.
In
9M
2007, UTMD received $151 and issued 23,000 shares of stock upon the exercise
of
employee stock options. Option exercises in 9M 2007 were at an
average price of $12.54 per share. Employees exercised a total of
29,400 option shares in 9M 2007, with 6,400 shares immediately being retired
as
a result of the individuals trading the shares in payment of the exercise price
of the options. For comparison, the Company received $533 from
issuing 136,300 shares of stock on the exercise of employee stock options in
9M
2006, net of 150,000 shares retired upon employees trading those shares in
payment of the stock option exercise price and related tax
withholding. UTMD used $2,488 in cash during 9M 2006 to meet tax
withholding requirements on options exercised. The Company
repurchased 50,700 shares of its stock in the open market at a cost of $1,570
during 9M 2007, an average cost of $30.97 per share including commissions and
fees. For comparison, UTMD repurchased 58,800 shares of stock in the
open market at a cost of $1,804 during 9M 2006.
UTMD
Ltd.
(Ireland subsidiary) made payments of $687 on its note payable during 9M
2007,
compared to $711 in 9M 2006. UTMD paid $2,562 in cash dividends in 9M
2007 compared to $2,116 in 9M 2006, a 21% increase.
-
9
-
Management
believes that future income from operations and effective management of working
capital will provide the liquidity needed to finance growth
plans. Planned capital expenditures during the remainder of 2007 are
expected to be less than $150 to keep facilities, equipment and tooling in
good
working order. In addition, UTMD may use cash for selective infusions
of technological, marketing or product manufacturing rights to broaden the
Company's product offerings; for continued share repurchases when the price
of
the stock is undervalued; and if available for a reasonable price, acquisitions
that may strategically fit UTMD’s business and are accretive to
performance. The revolving line of credit will continue to be
available for liquidity when the timing of acquisitions or repurchases of stock
require a large amount of cash in a short period of time not otherwise available
from existing cash and investment balances.
|
j)
|
Assets
and Liabilities
|
September
30, 2007 total assets were $1,960 higher than at December 31,
2006. Current assets increased $1,820, primarily from a $1,166
increase in cash and investments. A $244 increase in accounts and
other receivables includes a $391 increase in trade accounts receivable, net
of
allowance for doubtful accounts. Although inventories have increased $382
since December 31, 2006, the Company expects 2007-ending inventory balances
to
be about the same as 2006-ending balances. Other current assets
increased $28. Cash and investment balances increased despite paying
$2,562 in dividends, $1,570 to repurchase shares and $687 in repayments of
the
note payable in Ireland.
Working
capital was $26,635 at September 30, 2007, a $1,605 increase from 2006
year-end. Working capital continues in excess of UTMD’s normal
operating needs. Representing the most significant part of current
liabilities, accrued liabilities increased since December 31, 2006 by
$205. Accrued liabilities decreased $634 since March 31, 2007 as a
result of the timing of estimated income tax payments. UTMD’s current
ratio was 8.4 on September 30, 2007, compared to 8.4 at year-end 2006, and
7.5
on September 30, 2006.
Net
property and equipment increased $146 in 9M 2007 after additions of $214 and
an
increase in the dollar-denominated value of Ireland P&E, offset by
depreciation of $407. U.S. dollar-denominated assets in Ireland
increased about $254 (after depreciation) or 5.9% during 9M
2007. Goodwill resulting from prior acquisitions remained the same.
Net intangible assets excluding goodwill decreased $6 as a result of
amortization of intellectual property of $36, and additions to intangibles
of
$30. At September 30, 2007, net intangible assets including goodwill
were 16% of total assets, down from 17% at year-end 2006.
UTMD’s
long term liabilities are comprised of the Ireland note payable ($4,025 on
September 30, 2007) and deferred revenue and income taxes ($326 on September
30,
2007). As of December 31, 2006, those long term liabilities were
$4,383 and $308, respectively. As of September 30, 2007, UTMD’s total
debt ratio (total liabilities/ total assets) decreased to 17% from 18% on
December 31, 2006. In comparison, UTMD’s total debt ratio on
September 30, 2006 was 19%.
|
k)
|
Management's
Outlook.
|
As
outlined in its December 31, 2006 10-K report, UTMD’s plan for 2007 is
to
|
1)
|
retain
the significant U.S. market shares of key products, and continue
growth of
newer products;
|
|
2)
|
add
proprietary products helpful to clinicians through internal new product
development;
|
|
3)
|
continue
to disproportionately increase international
sales;
|
|
4)
|
make
effective adjustments to intracompany manufacturing operations to
minimize
consolidated manufacturing costs;
|
|
5)
|
continue
outstanding overall financial operating
performance;
|
|
6)
|
look
for new acquisitions to augment sales
growth; and
|
|
7)
|
utilize
current cash balances in shareholders’ best long-term
interest.
|
-
10
-
In
9M
2007, UTMD failed to meet its first objective with respect to its domestic
market share of Intran® Plus, the market-leading transducer-tipped intrauterine
pressure catheter (IUPC) used in L&D for close surveillance of active
management of difficult labor. Intran sales in 9M 2007 were down $582
compared to 9M 2006. UTMD believes this is the result of the success
of competitors in convincing hospital administrators that competing IUPC devices
convey close to the same expected clinical outcomes at a lower out-of-pocket
price, and the diminished role of physicians in purchase decisions of medical
devices used in hospital L&D units. For the remainder of 2007,
UTMD will increase S&M efforts to help convey the significant difference in
patient safety and effective outcomes when using Intran, thereby providing
the
least total cost of care alternative when the risk of complications and
unnecessary device utilization are included in the purchase
decision. As a further consideration looking forward, UTMD’s GPO
contract with Healthtrust Purchasing Group, representing Columbia/HCA hospitals
among others, for its L&D and NICU devices expired on August 31,
2007. HPG has decided to sole source its L&D devices with a
competitor, which UTMD believes is a violation of its code of ethics to provide
choice when it comes to “clinician-preference” products. HPG member
purchases in 2006 were about $100 per month. UTMD believes it can
retain a significant portion of its prior HPG member hospital business since
hospital members understand that medical devices which convey a significant
improvement in patient safety, effectiveness and cost do not need a GPO
contract. UTMD believes that its devices generally convey all three
significant improvements.
Although
domestic 9M 2007 sales of other devices are close to the beginning of year
plan,
and international sales are exceeding plan, UTMD currently expects lower overall
sales and profit performance than it had described in the SEC Form 10-K after
the end of 2006.
For
the
other beginning of year objectives, UTMD believes it is on generally on
track.
|
l)
|
Accounting
Policy Changes.
|
The
Company adopted FIN 48, Accounting for Uncertainty in Income Taxes during 9M
2007. Please see Note 3, above.
Item
3. Quantitative and Qualitative Disclosures about
Market Risk
UTMD
has
manufacturing operations, including related assets, in Ireland denominated
in
the EURO, and sells products under agreements denominated in various Western
European currencies. The EURO and other currencies are subject to
exchange rate fluctuations that are beyond the control of UTMD. The
exchange rate was 0.7055 EURO per USD as of September 30, 2007, and 0.7896
EURO
per USD as of September 30, 2006. UTMD manages its foreign currency
risk without separate hedging transactions by converting currencies to USD
as
transactions occur.
Item
4. Controls and Procedures
The
company’s management, under the supervision and with the participation of the
Chief Executive Officer and the Principal Financial Officer, evaluated the
effectiveness of the company’s disclosure controls and procedures (as defined in
Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) as of
September 30, 2007. Based on this evaluation, the Chief Executive Officer and
Principal Financial Officer concluded that, as of September 30, 2007, the
company’s disclosure controls and procedures were effective.
There
were no changes in the company’s internal controls over financial reporting that
occurred during the quarter ended September 30, 2007, that have materially
affected, or are reasonably likely to materially affect, the company’s internal
controls over financial reporting.
-
11
-
PART
II -
OTHER INFORMATION
Item
1. Legal Proceedings
As
an
update to the Company’s SEC Form 10-K, ITEM 3 - LEGAL PROCEEDINGS, for year-end
2006, the patent infringement lawsuit with Clinical Innovations Associates
(CIA)
has been resolved in favor of UTMD, including repayment of UTMD’s court costs.
In order to bring the matter to a final close, UTMD did not seek repayment
of
its litigation costs, and CIA did not appeal the U.S. District Court’s summary
judgment confirming UTMD’s non-infringement. UTMD’s litigation costs
of the lawsuit of $406 have been included in G&A Expenses (Operating
Expenses) spread over two years from inception of the lawsuit in 3Q 2005 through
3Q 2007.
Item
1A. Risk Factors
In
addition to the other information set
forth in this report,
investors should carefully
consider the factors discussed in Part I, “Item 1A. Risk Factors” in
UTMD’s Annual Report on
Form 10-K for the year ended December 31, 2006,
which could materially
affect
its business, financial
condition or future results. The
risks described in the
Annual Report on Form 10-K
are not the only risks
facing the
Company.
Additional risks and
uncertainties not currently
known to UTMD or currently
deemed
to be immaterial also may materially adversely
affect the
Company’s business,
financial condition and/or operating results.
Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds
The
following table details purchases by UTMD of its own securities during 3Q
2007.
ISSUER
PURCHASES OF EQUITY SECURITIES
Period
|
Total
Number of Shares Purchased (1)
|
Average
Price Paid per Share
|
Total
Number of Shares Purchased as Part of Publicly Announced Plans
or
Programs
(1)
|
Maximum
Number (or Approximate Dollar Value) of Shares that May be Purchased
Under
the Plans or
Programs
(1)
|
||||
7/01/07
- 7/31/07
|
5,766
|
$ 30.14
|
5,766
|
|||||
8/01/07
- 8/31/07
|
4,200
|
29.91
|
4,200
|
|||||
9/01/07
- 9/30/07
|
-
|
-
|
-
|
|||||
Total
|
9,966
|
$ 30.05
|
9,966
|
(1) In
3Q 2007 UTMD repurchased the above shares pursuant to a continued open market
repurchase program initially announced in August 1992. Since 1993
through 2Q 2007, the Company has repurchased 6.4 million shares at an average
cost of $11.81 per share including broker commissions and fees in open market
transactions. In addition, the Company conducted tender offer
transactions in which it purchased an additional 2.8 million shares at an
average cost of $9.76 per share including fees and administrative
costs. In total, UTMD has repurchased 9.1 million of its shares at an
average price of $11.18 per share since 1993. To complete the picture
relating to current shares outstanding, since 1993 the Company’s employees and
directors have exercised and purchased 1.6 million option shares at an average
price of $8.95 per share. All options were awarded at the market
value of the stock on the date of the award.
The
frequency of UTMD’s open market share repurchases depends on the availability of
sellers and the price of the stock. The board of directors has not
established an expiration date or a maximum dollar or share limit for UTMD’s
continuing and long term consistent pattern of open market share
repurchases.
The
purpose of UTMD’s ongoing share repurchases is to maximize the value of the
Company for its continuing shareholders, and maximize its return on shareholder
equity by employing excess cash generated by effectively managing its
business. UTMD
does not intend to repurchase shares that would result in terminating its NASDAQ
Global Market listing.
-
12
-
Item
5. Other Information
On
July
15, 2005, UTMD filed an administrative claim with the Department of Health
and
Human Services (HHS), the parent of the U.S. Food & Drug Administration
(FDA), under the Federal Tort Claims Act (FTCA), alleging abuse of process
in
relation to the negligence and wrongful acts of FDA employees while acting
within the scope of their employment during the inspections, review and
subsequent enforcement actions taken and/or attempted, including public
statements, during the period of 2001 through 2005.
On
February 14, 2006 (almost seven months later), UTMD received a letter from
HHS
dated February 10, 2006,
“This
letter constitutes the notice of final determination on this claim, as required
by 28 U.S.C. '1346(b). Your client’s [UTMD’s] claim is not cognizable
under the FTCA. Accordingly, the claim of Utah Medical Products, Inc,
is hereby denied.”
On
February 15, 2006, as part of informing public shareholders of the HHS denial,
UTMD indicated that it had an August 9, 2006 deadline to file suit against the
FDA in federal district court, or file a request for
reconsideration.
On
August
7, 2006, UTMD announced filing a Request for Reconsideration with HHS. The
Request for Reconsideration which was filed on July 12, 2006 was also publicly
posted on UTMD’s website because of UTMD’s strong belief that the claim is
valid. The remedies requested were for the FDA to remove discredited, knowingly
false inspection reports still publicly posted on the FDA website, conduct
an
independent and honest investigation of UTMD’s allegations and repay UTMD for
its costs of defense in the FDA’s failed specious and malicious enforcement
action.
On
August
30, 2007 (almost 13 months later), UTMD received an HHS letter dated August
25,
which stated,
“We
have again reviewed your client’s claim and determined that the initial decision
was correct. Accordingly, the administrative tort claim of Utah
Medical Products, Inc., is denied.
If
your client is dissatisfied with this determination, your client is entitled
to
file suit against the United States in the appropriate federal district court
within six (6) months from the date of mailing this
determination.”
Independent
of the administrative claim and request for reconsideration filed with HHS,
since 2006 UTMD has contacted and requested, on several occasions, an
investigation of its well-documented experience by the HHS Office of Inspector
General, the FDA Office of Internal Affairs, and the FDA Commissioner’s Office.
All have ignored or refused the request although clear evidence of FDA
malfeasance was provided. UTMD now has until February 25, 2008 to
file suit to obtain just remedies.
Item
6. Exhibits
Exhibit
#
|
SEC
Reference
#
|
Title
of Document
|
||
1
|
31
|
Certification
of CEO pursuant to Rule 13a-14(a) as adopted pursuant to Section
302 of
the Sarbanes-Oxley Act of 2002
|
||
2
|
31
|
Certification
of Principal Financial Officer pursuant to Rule 13a-14(a) as adopted
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
|
||
3
|
32
|
Certification
of CEO pursuant to 18 U.S.C. §1350, as Adopted Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
|
||
4
|
32
|
Certification
of Principal Financial Officer pursuant to 18 U.S.C. §1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
|
-
13
-
SIGNATURES
Pursuant
to the requirements of the Securities Exchanges Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
UTAH
MEDICAL PRODUCTS, INC.
|
|
REGISTRANT
|
|
Date:
11/5/07
|
By: /s/
Kevin L. Cornwell
|
Kevin
L. Cornwell
|
|
CEO
|
|
Date:
11/5/07
|
By: /s/
Paul O. Richins
|
Paul
O. Richins
|
|
Principal
Financial Officer
|
-
14 -