U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

 

(Mark One)

 

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

For the quarterly period ended September 30, 20172021 .

 

 

TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________________ to _________________

 

 

Commission File Number: COMMISSION FILE NUMBER: 1-10526

 

UNITED-GUARDIAN, INC..

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware11-1719724
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
Incorporation or Organization)

 

230 Marcus Boulevard, Hauppauge, New York 11788

(Address of Principal Executive Offices)

 

(631) 273-0900

(Registrants Telephone Number)

(631) 273-0900
(Registrant’s Telephone Number)

N/A

(Former name, former address, and former fiscal year, if changed since last report)

 

 

Cover Page 1 of 2


Securities registered pursuant to Section 12(b) of the Act:

Title of each class

N/A

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.10 par value per share

(Former name, former address and former fiscal year, if changed since last report)

UG

NASDAQ Global Market

 

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 pastpreceding 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 No

 

Cover Page 1 of 2

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes  No

 

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

 

Large accelerated filerAccelerated filer 
Non-accelerated filer Smaller reporting company 
 Non-accelerated filer     (Do not check if a smaller reporting company)
Accelerated filer 
Smaller reporting company 
Emerging growth company

                  

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)Yes No 

Yes No

 

Indicate the number of shares outstanding of each of the issuer'sissuers classes of common stock, as of the latest practicable date:

 

As of November 1, 2021, the Registrant had issued and outstanding 4,594,319 shares of common stock,Common Stock, $.10 par value $.10 per share

(as of November 1, 2017) ("Common Stock").

 

 

Cover Page 2 of 2


 

UNITED-GUARDIAN, INC.

INDEX TO FINANCIAL STATEMENTS

         

 Page No.

Part I. FINANCIAL INFORMATION

 
  

Item 1 - Condensed Financial Statements:Statements (unaudited unless indicated otherwise)

 
  

Statements of Income - Three and Nine Months ended September 30, 20172021 and 20162020

2

  

Balance Sheets – September 30, 2021 (unaudited) and December 31, 2020 (audited)

3-4

Statements of Comprehensive Income -Changes in Stockholders’ Equity – Three and Nine Months ended September 30, 20172021 and 20162020

35

  

Balance Sheets –Statements of Cash Flows - Nine Months ended September 30, 20172021 and December 31, 20162020

4-56

  

Notes to Condensed Financial Statements of Cash Flows –  Nine months ended September 30, 2017 and 2016

67-15

  
Notes to Condensed Financial Statements7-12

Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations

12-1815-22

  

Item 3 - Quantitative and Qualitative Disclosures About Market Risk

1822

  

Item 4 - Controls and Procedures

1823

  

Part II. OTHER INFORMATION

 
  

Item 1 - Legal Proceedings

1823

  

Item 1A - Risk Factors

1823-24

  

Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds

1924

  

Item 3 - Defaults Upon Senior Securities

1924

  

Item 4 - Mine Safety Disclosures

1924

  

Item 5 - Other Information

1924

  

Item 6 - Exhibits

1925

  

Signatures

1925

 

Page

1 of 19

25

Part I. FINANCIAL INFORMATION

ITEM 1.Condensed Financial Statements

UNITED-GUARDIAN, INC.

STATEMENTS OF INCOME
(UNAUDITED)

  THREE MONTHS ENDED
SEPTEMBER 30,
 

NINE MONTHS ENDED

SEPTEMBER 30,

  2017 2016 2017  2016
         
Sales:                
Gross sales $3,304,489  $3,567,565  $10,068,868  $8,114,093 
Sales allowances and returns  (126,697)  (109,932)  (329,937)  (254,719)
Net Sales  3,177,792   3,457,633   9,738,931   7,859,374 
                 
Costs and expenses:                
Cost of sales  1,110,806   1,594,198   4,042,015   3,499,589 
Operating expenses  438,257   460,401   1,320,342   1,393,286 
Research and development  159,531   158,593   507,535   494,054 
Total costs and expenses  1,708,594   2,213,192   5,869,892   5,386,929 
                 
Income from operations  1,469,198   1,244,441   3,869,039   2,472,445 
Investment income  114,250   64,644   239,918   190,862 
                 

Income before provision for income taxes 

  1,583,448   1,309,085   4,108,957   2,663,307 
                 
Provision for income taxes  493,125   408,950   1,280,050   832,700 
                 
Net Income $1,090,323  $900,135  $2,828,907  $1,830,607 
                 

Earnings per common share (Basic and Diluted)

 $0.24  $0.20  $0.62  $0.40 
                 
Weighted average shares – basic and diluted  4,594,319   4,594,319   4,594,319   4,594,319 

 

See Notes to Condensed Financial Statements

Page 2 of 19

UNITED-GUARDIAN, INC.

STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

  

Three months ended

SEPTEMBER 30,

 

NINE months ended

SEPTEMBER 30,

  2017 2016 2017 2016
         
Net income $1,090,323  $900,135  $2,828,907  $1,830,607 
                 
Other comprehensive income:                
Unrealized gain on marketable securities  56,536   88,765   284,666   363,250 
Income tax expense related to other comprehensive  (19,221)  (30,180)  (96,786)  (123,505)
Total other comprehensive income, net of tax                
   37,315   58,585   187,880   239,745 
Total comprehensive income $1,127,638  $958,720  $3,016,787  $2,070,352 

See Notes to Condensed Financial Statements

Page 3 of 19

UNITED-GUARDIAN, INC.

BALANCE SHEETS

  SEPTEMBER 30,
2017
 DECEMBER 31,
2016
  (UNAUDITED) (AUDITED)
Current assets:        
Cash and cash equivalents $643,479  $424,301 
Marketable securities  11,607,031   10,218,009 
Accounts receivable, net of allowance for doubtful accounts of $16,943 at September 30, 2017 and December 31, 2016  1,958,653   1,597,997 
Inventories (net)  1,211,726   1,255,813 
Prepaid expenses and other current assets  143,866   135,320 
Prepaid income taxes  ---   82,732 
Total current assets  15,564,755   13,714,172 
         
         
Property, plant and equipment:        
Land  69,000   69,000 
Factory equipment and fixtures  4,351,779   4,342,629 
Building and improvements  2,787,503   2,776,602 
Total property, plant and equipment  7,208,282   7,188,231 
Less: Accumulated depreciation  6,236,579   6,097,640 
Total property, plant and equipment, net  971,703   1,090,591 
         
Deferred income taxes (net)  ---   2,382 
         
Other assets (net)  48,177   59,295 
TOTAL ASSETS $16,584,635  $14,866,440 

See Notes to Condensed Financial Statements

Page 4 of 19

 

UNITED-GUARDIAN, INC.

 

BALANCE SHEETS

(continued)Part I. FINANCIAL INFORMATION

 

LIABILITIES AND STOCKHOLDERS’ EQUITYITEM 1. Condensed Financial Statements

 

  

SEPTEMBER 30,
2017

 

DECEMBER 31,
2016

  (UNAUDITED) (AUDITED)
Current liabilities:        
Accounts payable $348,281  $82,821 
Accrued expenses  917,619   848,328 
Income taxes payable  197,318   --- 
Dividends payable  119,350   114,802 
Total current liabilities  1,582,568   1,045.951 
         
Deferred income taxes (net)  94,405   --- 
         
Commitments and contingencies        
         
Stockholders’ equity:        
Common stock $.10 par value, authorized, 10,000,000 shares; 4,594,319 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively.  459,432   459,432 
Accumulated other comprehensive income  363,514   175,634 
Retained earnings  14,084,716   13,185,423 
Total stockholders’ equity  14,907,662   13,820,489 
         

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 $16,584,635  $14,866,440 

STATEMENTS OF INCOME
(UNAUDITED)

 

  

THREE MONTHS ENDED
SEPTEMBER 30,

  

NINE MONTHS ENDED

SEPTEMBER 30,

 
  

2021

  

2020

  

2021

  

2020

 
                 

Net Sales

 $3,179,746  $2,336,360  $10,268,592  $8,613,918 
                 

Costs and expenses:

                

Cost of sales

  1,320,509   974,763   4,180,912   3,634,528 

Operating expenses

  458,582   493,204   1,428,721   1,520,114 

Research and development

  130,742   114,836   349,053   331,134 

Total costs and expenses

  1,909,833   1,582,803   5,958,686   5,485,776 

Income from operations

  1,269,913   753,557   4,309,906   3,128,142 
                 

Other Income:

                

Investment income

  38,747   38,932   124,147   131,318 

Net (loss) gain on marketable securities

  (25,108)  113,248   40,419   143,832 

Total other income

  13,639   152,180   164,566   275,150 

Income before provision for income taxes

  1,283,552   905,737   4,474,472   3,403,292 
                 

Provision for income taxes

  267,046   188,205   932,240   708,842 

Net Income

 $1,016,506  $717,532  $3,542,232  $2,694,450 
                 

Earnings per common share (Basic and Diluted)

 $0.22  $0.16  $0.77  $0.59 
                 

Weighted average shares basic and diluted

  4,594,319   4,594,319   4,594,319   4,594,319 

 

See Notes to Condensed Financial Statements

 

Page 5

2 of 1925

 

UNITED-GUARDIAN, INC.

 

STATEMENTS OF CASH FLOWS

(UNAUDITED)BALANCE SHEETS

 

  NINE MONTHS ENDED
SEPTEMBER 30,
  2017 2016
Cash flows from operating activities:        
Net income $2,828,907  $1,830,607 
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation and amortization  150,057   134,063 
Realized (gain) loss on sale of marketable securities  (54,302)  1,063 
(Decrease) increase in cash resulting from changes in operating assets and liabilities:        
Accounts receivable  (360,656)  (892,593)
Inventories  44,087   22,152 
Prepaid expenses and other current assets  (8,546)  12,214 
Prepaid income taxes  82,732   95,767 
Accounts payable  265,460   13,653 
Accrued expenses  69,291   449,555 
Income taxes payable  197,318   --- 
Net cash provided by operating activities  3,214,348   1,666,481 
         
Cash flows from investing activities:        
Acquisition of property, plant and equipment  (20,051)  (123,943)
Proceeds from sale of marketable securities  540,472   1,437,832 
Purchases of marketable securities  (1,590,525)  (1,429,979)
Net cash used in investing activities  (1,070,104)  (116,090)
         
Cash flows from financing activities:        
Dividends paid  (1,925,066)  (1,603,871)
Net cash used in financing activities  (1,925,066)  (1,603,871)
         
Net increase (decrease) in cash and cash equivalents  219,178   (53,480)
Cash and cash equivalents at beginning of period  424,301   1,080,489 
Cash and cash equivalents at end of period $643,479  $1,027,009 
         
Supplemental disclosure of cash flow information        
Taxes paid $1,000,000  $400,300 
Dividend payable $4,952  $4,141 

ASSETS

 

  

SEPTEMBER 30, DECEMBER 31,

 
  

2021

  2020 
  

(UNAUDITED)

  (AUDITED) 

Current assets:

        

Cash and cash equivalents

 $691,921  $591,444 

Marketable securities

  8,893,454   7,591,381 

Accounts receivable, net of allowance for doubtful accounts of $27,296 at September 30, 2021 and $14,017 at December 31, 2020

  1,930,183   1,387,698 

Inventories, net

  1,287,234   1,415,773 

Prepaid expenses and other current assets

  159,361   161,208 

Prepaid income taxes

  ---   99,107 

Total current assets

  12,962,153   11,246,611 
         

Net property, plant, and equipment:

        

Land

  69,000   69,000 

Factory equipment and fixtures

  4,571,364   4,516,335 

Building and improvements

  2,853,718   2,848,585 

Total property, plant, and equipment

  7,494,082   7,433,920 

Less: Accumulated depreciation

  6,830,549   6,760,255 

Total property, plant, and equipment, net

  663,533   673,665 
         

TOTAL ASSETS

 $13,625,686  $11,920,276 

 

See Notes to Condensed Financial Statements

3 of 25

Page

UNITED-GUARDIAN, INC.

BALANCE SHEETS

(continued)

LIABILITIES ANDSTOCKHOLDERS EQUITY

  

SEPTEMBER 30, DECEMBER 31,

 
  

2021

  

2020

 
  (UNAUDITED)  (AUDITED) 

Current liabilities:

 

 

  

 

 

Accounts payable

 $87,158  $31,800 

Accrued expenses and other current liabilities

  1,542,760   1,363,457 

Income taxes payable

  57,614   --- 

Dividends payable

  19,685   19,028 

Total current liabilities

  1,707,217   1,414,285 
         

Deferred income taxes

  227,203   151,684 
         

Commitments and contingencies

          
         

Stockholders equity:

        

Common stock (at $.10 par value) (10,000,000 shares authorized; 4,594,319 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)

  459,432   459,432 

Retained earnings

  11,231,834   9,894,875 

Total stockholders equity

  11,691,266   10,354,307 
         

TOTAL LIABILITIES AND STOCKHOLDERS EQUITY

 $13,625,686  $11,920,276 

See Notes to Condensed Financial Statements         

4 of 25

UNITED-GUARDIAN, INC.

STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021

   Common stock   Retained     
   Shares    Amount   Earnings   Total 

Balance, January 1, 2021

  4,594,319  $459,432  $9,894,875  $10,354,307 

Net income

  ---   ---   1,181,202   1,181,202 

Balance, March 31, 2021

  4,594,319  $459,432  $11,076,077  $11,535,509 

Net income

  ---   ---   1,344,524   1,344,524 

Dividends declared and paid ($0.48 per share)

  ---   ---   (2,204,616

)

  (2,204,616

)

Dividends declared, not paid ($0.48 per share)

  ---   ---   (657

)

  (657

)

Balance, June 30, 2021

  4,594,319  $459,432  $10,215,328  $10,674,760 

Net income

  ---   ---   1,016,506   1,016,506 

Balance, September 30, 2021

  4,594,319  $459,432  $11,231,834  $11,691,266 

THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2020

   Common stock   Retained     
   Shares   Amount   Earnings   Total 

Balance, January 1, 2020

  4,594,319  $459,432  $10,173,466  $10,632,898 

Net income

  ---   ---   790,307   790,307 

Balance, March 31, 2020

  4,594,319  $459,432  $10,963,773  $11,423,505 

Net income

  ---   ---   1,186,611   1,186,611 

Dividends declared and paid ($0.42 per share)

  ---   ---   (1,928,969

)

  (1,928,969

)

Dividends declared, not paid ($0.42 per share)

  ---   ---   (645

)

  (645

)

Balance, June 30, 2020

  4,594,319  $459,432  $10,220,770  $10,680,202 

Net income

  ---   ---   717,532   717,532 

Balance, September 30, 2020

  4,594,319  $459,432  $10,938,302  $11,397,734 

See Notes to Condensed Financial Statements

5 of 25

UNITED-GUARDIAN, INC.

STATEMENTS OF CASH FLOWS
(UNAUDITED)

  

NINE MONTHS ENDED

 
  

SEPTEMBER 30,

 
  

2021

  

2020

 

Cash flows from operating activities:

        

Net income

 $3,542,232  $2,694,450 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Depreciation and amortization

  106,928   121,669 

Net gain on marketable securities

  (40,419

)

  (143,832

)

Gain on sale of asset

  (14,799

)

  --- 

Allowance for doubtful accounts

  13,279   (992

)

Deferred income taxes

  75,519   (155,127

)

(Increase) decrease in operating assets:

        

Accounts receivable

  (555,764

)

  815,808 

Inventories

  128,539   (327,542

)

Prepaid expenses and other current assets

  1,847   4,185 

Prepaid income taxes

  99,107   38,969 

Increase (decrease) in operating liabilities:

        

Accounts payable

  55,358   (30,460

)

Accrued expenses and other current liabilities

  179,303   29,233 

Income taxes payable

  57,614   --- 

Dividends payable

  ---   (124,657

)

Net cash provided by operating activities

  3,648,744   2,921,704 
         

Cash flows from investing activities:

        

Acquisition of property, plant and equipment

  (81,997

)

  (25,437

)

Proceeds from sale of marketable securities

  1,832,829   3,802,205 

Purchases of marketable securities

  (3,094,483

)

  (4,932,754

)

Net cash used in investing activities

  (1,343,651

)

  (1,155,986

)

         

Cash flows from financing activities:

        

Dividends paid

  (2,204,616

)

  (1,928,969

)

Net cash used in financing activities

  (2,204,616

)

  (1,928,969

)

Net increase (decrease) in cash and cash equivalents

  100,477   (163,251

)

         

Cash and cash equivalents at beginning of period

  591,444   1,048,311 

Cash and cash equivalents at end of period

 $691,921  $885,060 
         

Supplemental disclosure of cash flow information:

        

Taxes paid

 $700,000  $825,000 

Supplemental disclosure of non-cash items:

        

Dividends payable

 $657  $645 

Trade-in received from sale of asset

 $29,000  $--- 

See Notes to Condensed Financial Statements

6 of 19

25

UNITED-GUARDIAN, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(UNAUDITED)

 

1.Nature of Business

1.       Nature of Business

 

United-Guardian, Inc. (the “Company”) is a Delaware corporation that, through its Guardian Laboratories Division,division, conducts research, product development, manufacturing and marketing of cosmetic ingredients, personal and health care products, pharmaceuticals, medical products and proprietary specialty industrial products.

The Company’s research and development department modifies, refines, and expands the uses for existing products for additional uses and markets. It also develops new products using natural and environmentally friendly raw materials, which is important to many of the Company's cosmetic customers.

 

2.Basis of Presentation

2.       Basis of Presentation

 

Interim condensed financial statements of the Company are prepared in accordance with United States Generally Accepted Accounting Principles in the United States of America (“US GAAP”) for interim financial information, pursuant to the requirements for reporting on Form 10-Q10-Q and Regulation S-X. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been omitted or condensed pursuant to such regulations.S-X. In the opinion of management, all adjustments, consisting solely ofincluding normal recurring accruals, considered necessary for the fair presentation of financial statements for the interim periods have been included. The results of operations for the three and nine months ended September 30, 20172021 (also referred to as the "third quarter of 2021" and the "first nine months of 2021", respectively) are not necessarily indicative of results that ultimately may be achieved for any other interim period or for the year ending December 31, 2017. 2021. The interim unaudited condensed financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto contained in our Annual Report on Form 10-K10-K for the year ended December 31, 2016.

2020.

 

3.Use of Estimates

3.        Impact of Coronavirus (COVID-19)

While the coronavirus pandemic (“pandemic”) continues to impact the Company’s operations, the substantial impact the pandemic had on Company sales in 2020 significantly lessened in the firstnine months of 2021. The current impact is coming primarily from supply chain disruptions, which have resulted in increased packaging and shipping costs, and increases in the cost of some raw materials, although it has not significantly affected the ability of the Company to obtain raw materials. It has, however, resulted in some shipping delays due to the shortage of truck drivers. The Company has been able to maintain production throughout the pandemic.

Sales of the Company’s non-pharmaceutical medical products (“medical products”) had also been negatively impacted by the pandemic in 2020, but those impacts have lessened as well in the firstthree quarters of 2021. Sales of the Company’s pharmaceutical products were not impacted by the pandemic in 2020 or in the firstnine months of 2021.

There continues to be some uncertainty in regard to the future impact of the pandemic on the Company’s operations or financial results and as a result it is difficult for the Company to provide an accurate estimate or projection as to what the future impact of the pandemic will be on the Company’s future operations or financial results. The Company does not expect the carrying value of its assets or its liquidity to be impaired by the coronavirus pandemic.

7 of 25

4.        Use of Estimates

 

In preparing financial statements in conformity with US GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. Such estimated items include the allowance for bad debts, reserve for inventory obsolescence, accrued distribution fees, outdated material returns, possible impairment of marketable securities, and the allocation of overhead.

 

4.Marketable Securities

The fair values of the Company’s marketable securities are determined in accordance with GAAP, with fair value being defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company utilizes the three-tier value hierarchy, as prescribed by GAAP, which prioritizes the inputs used in measuring fair value, as follows:5.        Cash and Cash Equivalents

 

Level 1 -inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

Page 7 of 19

Level 2 -inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
Level 3 -inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The following available-for-sale securities, which comprise all the Company’s marketable securities, are re-measured to fair value on a recurring basis and are valued using Level 1 inputs, which are quoted prices (unadjusted) for identical assets in active markets:

September 30, 2017 (Unaudited) Cost Fair Value Unrealized
Gain
Available for Sale:            
Fixed income mutual funds $9,919,121  $10,051,757  $132,636 
Equity and other mutual funds  1,137,132   1,555,274   418,142 
Total marketable securities $11,056,253  $11,607,031  $550,778 
             
December 31, 2016 (Audited)      
Available for Sale:            
Fixed income mutual funds $9,339,352  $9,457,286  $117,934 
Equity and other mutual funds  612,545   760,723   148,178 
Total marketable securities $9,951,897  $10,218,009  $266,112 

Proceeds from the sale and redemption of marketable securities amounted to $540,472 for the nine months ended September 30, 2017, which included realized gains of $54,302. Proceeds from the sale and redemption of marketable securities amounted to $1,437,832 for the nine months ended September 30, 2016, which included realized losses of $1,063.

Investment income consisted principally of realized gains and losses, interest income from fixed income mutual funds and dividend income from equity and other mutual funds.

Marketable securities include investments in fixed income and equity mutual funds, which are classified as “available-for-sale” securities and are reported at their fair values. Unrealized gains and losses on “available-for-sale” securities are reported as accumulated other comprehensive income in stockholders’ equity, net of the related tax effects. Investment income is recognized when earned. Realized gains and losses on the sales of investments are determined on a specific identification basis.

5.Inventories

  September 30,
2017
 December 31,
2016
  (UNAUDITED) (AUDITED)
Inventories consist of the following:        
Raw materials $333,154  $349,383 
Work in process  44,922   24,214 
Finished products  833,650   882,216 
 Total Inventories $1,211,726  $1,255,813 

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Inventories are valued at the lower of cost or current net realizable value. Cost is determined using the average cost method, which approximates cost determined by the first-in, first-out method. Finished product inventories at September 30, 2017 and December 31, 2016 are net of a reserve of $20,000 for slow-moving or obsolete inventory.

6.Income Taxes

The Company’s tax provision is based on its estimated annual effective rate. The Company continues to fully recognize its tax benefits, which are offset by a valuation allowance to the extent that it is more likely than not that the deferred tax assets will not be realized. As of September 30, 2017 and December 31, 2016, the Company did not have any unrecognized tax benefits.

7.Accumulated Other Comprehensive Income

Accumulated other comprehensive consists of unrealized gains and losses on marketable securities net of the related tax effect.

Changes in Accumulated Other
Comprehensive Income
 

Nine Months
Ended September 30,
2017

 

Year Ended
December 31,

2016

  (Unaudited) (Audited)
Beginning balance – net of tax $175,634  $72,361 
Unrealized gain on marketable securities before reclassifications - net of tax  152,041   104,284 
Realized gain (loss) on sale of securities reclassified from accumulated other comprehensive income-net of tax  35,839   (1,011)
Ending balance - net of tax $363,514  $175,634 

8.Defined Contribution Plan

The Company sponsors a 401(k) defined contribution plan ("DC Plan") that provides for a dollar-for-dollar employer matching contribution of the first 4% of each employee's pay that is deferred by the employee. Employees become fully vested in employer matching contributions after one year of employment. In addition, the Company has been accruing $175,000 per year ($43,750 per quarter) toward the payment of a discretionary 401(k) contribution that is apportioned among all employees using a “pay-to-pay” safe harbor formula in accordance with IRS regulations. In each of the three-month periods ended September 30, 2017 and 2016 the Company accrued contributions of $43,750 to the DC Plan, and it accrued a total of $131,250 towards the DC Plan in each of the nine-month periods ended September 30, 2017 and 2016. The Company did not make any discretionary contributions to the DC Plan in the three- and nine-month periods ended September 30, 2017 and 2016.

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9.Related-Party Transactions

During the nine-month periods ended September 30, 2017 and September 30, 2016, the Company paid to Bonamassa, Maietta and Cartelli, LLP $8,000 and $10,000 respectively, for accounting and tax services. Lawrence Maietta, a partner in Bonamassa, Maietta and Cartelli, LLP, is a director of the Company.

10.Other Information

Accrued Expenses

Accrued expenses comprise the following:

  September 30,
2017
 December 31,
2016
  (UNAUDITED) (AUDITED)
     
Bonuses $100,000  $200,000 
Distribution fees  242,782   225,879 
Payroll and related expenses  178,884   151,653 
Reserve for outdated material  138,123   101,177 
Company 401K contribution  131,250   - 
Annual report  48,014   63,447 
Audit fee  36,168   54,868 
Insurance  12,287   9,381 
Sales rebates  9,600   23,393 
Other  20,511   18,530 
Total Accrued Expenses $917,619  $848,328 

11.Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, “Revenue from Contracts with Customers.” This standard applies to any entity entering into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. It requires that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to receive for the exchange of goods or services. In August 2015, the FASB issued ASU 2015-14, deferring the effective date of implementation to annual periods beginning after December 15, 2017. The Company is still evaluating the potential impact on the Company’s financial statements.

In accordance with the Company’s implementation of ASU 2015-17 “Income Taxes, Balance Sheet Classification of Deferred Taxes”, deferred tax assets and liabilities have been netted and presented as one noncurrent amount. The Company has applied this standard retroactively to all periods presented, and therefore reclassification was made to net a previously reported deferred tax liability of $252,135 at December 31, 2016 against a deferred tax asset of $254,517 at December 31, 2016, thereby reporting a net deferred tax asset of $2,382 at December 31, 2016. The implementation of this standard had no effect on previously reported net income.

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In July 2015, the FASB issued ASU 2015-11, “Inventory. Simplifying the Measurement of Inventory.” This amendment requires companies to measure inventory at the lower of cost or net realizable value. The Company adopted this amendment in the first quarter of 2017, and the implementation did not have a material impact on the Company’s financial statements.

In February 2016, the FASB issued ASU 2016-02, “Leases”, which is intended to improve financial reporting for lease transactions. This ASU will require organizations that lease assets, such as real estate and manufacturing equipment, to recognize both assets and liabilities on their balance sheet for the rights to use those assets for the lease term and obligations to make the lease payments created by those leases that have terms of greater than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. This ASU will also require disclosures to help investors and other financial statement users better understand the amount and timing of cash flows arising from leases. These disclosures will include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. This ASU will be adopted by the Company in the first quarter of 2019. We do not believe that this ASU will have a material impact on our financial statements.

In June 2016, the FASB issued ASU-2016-13 “Financial Instruments – Credit Losses”. This guidance affects organizations that hold financial assets and net investments in leases that are not accounted for at fair value with changes in fair value reported in net income. The guidance requires organizations to measure all expected credit losses for financial instruments at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. It is effective for fiscal years beginning after December 15, 2019. The Company is evaluating the potential impact on the Company’s financial statements.

12.Concentrations of Credit Risk

Cash and cash equivalents - For financial statement purposes, the Company considers as cash equivalents all highly liquid investments with an original maturity of three months or less when purchased.at the time of purchase. The Company deposits cash and cash equivalents with high credit quality financial institutions and believes that any amounts in excess of insurance limitations to be at minimal risk. Cash and cash equivalents held in these accounts are currently insured by the Federal Deposit Insurance Corporation (“FDIC”) up to a maximum of $250,000.$250,000. At September 30, 2017, 2021 and December 31, 2020, approximately $554,000$806,000 and $653,000 exceeded the FDIC limit.

 

6.        Revenue Recognition

The Company records revenue in accordance with ASC Topic 606 “Revenue from Contracts with Customers.” Under this guidance, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company’s principal source of revenue is product sales.

The Company’s sales, as reported, are subject to a variety of deductions, some of which are estimated. These deductions are recorded in the same period in which the revenue is recognized. Such deductions, primarily related to the sale of the Company’s pharmaceutical products, include chargebacks from the United States Department of Veterans Affairs (‘VA”), rebates in connection with the Company’s current participation in Medicare programs and its past participation in Medicaid programs, distribution fees, discounts, and outdated product returns. These deductions represent estimates of the related obligations and, as such, knowledge and judgment are required when estimating the impact of these revenue deductions on sales for a reporting period.

During 2021 and 2020, the Company participated in various government drug rebate programs related to the sale of Renacidin®, its most important pharmaceutical product. These programs include the Veterans Affairs Federal Supply Schedule (FSS), and the Medicare Part D Coverage Gap Discount Program (CGDP). These programs require the Company to sell its product at a discounted price. In addition, during 2020, the Company also participated in the Medicaid Drug Rebate Program (MDRP), which required the Company to pay a significant rebate to the various states where Renacidin was provided to Medicaid patients, as well as the Section 340B Drug Pricing Program (340B), which required the Company to sell Renacidin at a deeply discounted price. Due to the overly burdensome nature of the Medicaid rebates, and the deeply discounted pricing associated with the 340B Program, the Company terminated its participation in the MDRP and the 340B Programs, effective December 31, 2020. The Company’s sales, as reported, are net of these rebates, some of which are estimated and are recorded in the same period that the revenue is recognized.

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The Company recognizes revenue from sales of its cosmetic ingredients, medical, and industrial products when those products are shipped, as long as a valid purchase order has been received and future collection of the sale amount is reasonably assured. These products are shipped “Ex-Works” from the Company’s facility in Hauppauge, NY, and it is at this time that risk of loss and responsibility for the shipment passes to the customer and the Company’s performance obligation is satisfied. Sales of these products are deemed final, and there is no obligation on the part of the Company to repurchase or allow the return of these goods unless they are defective.

The Company’s pharmaceutical products are shipped via common carrier upon receipt of a valid purchase order, with, in most cases, the Company paying the shipping costs. Sales of pharmaceutical products are final, and revenue is recognized at the time of shipment, which is when the risk of loss and responsibility for the shipment passes to the customer, and the performance obligation of the Company is satisfied. Pharmaceutical products are returnable only at the discretion of the Company unless (a) they are found to be defective; (b) the product is damaged in shipping; or (c) the product is outdated (but not more than one year after their expiration date, which is a return policy which conforms to standard pharmaceutical industry practice). The Company estimates an allowance for outdated material returns based on prior year historical returns of its pharmaceutical products.

The Company does not make sales on consignment, and the collection of the proceeds of the sale of any of the Company’s products is not contingent upon the customer being able to sell the goods to a third party.

Any allowances for returns are taken as a reduction of sales within the same period the revenue is recognized. Such allowances are determined based on historical experience under ASC Topic 606-10-32-8. The Company has not experienced significant fluctuations between estimated allowances and actual activity.

The timing between recognition of revenue for product sales and the receipt of payment is not significant. The Company’s standard credit terms, which vary depending on the customer, range between 30 and 60 days. The Company uses its judgment on a case-by-case basis to determine its ability to collect outstanding receivables and provides allowances for any receivables for which collection has become doubtful. As of September 30, 2021 and December 31, 2020, the allowance for doubtful accounts receivable was $27,296 and $14,017, respectively. Prompt-pay discounts are offered to some customers; however, due to the uncertainty of the customers taking the discounts, the discounts are recorded when they are taken.

At September 30, 2021, the Company recorded an advance payment from one of its customers in the amount of $128,636. The related performance obligation associated with this payment had not been satisfied as of the balance sheet date. The deferred revenue related to this payment is included in accrued expenses and other current liabilities.

The Company has distribution fee contracts with certain distributors of its pharmaceutical products that entitles them to distribution and service-related fees. The Company records distribution fees and estimates distribution fees as offsets to revenue.

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Disaggregated sales by product class are as follows:

  Three months ended September 30,  Nine months ended September 30, 
  2021  2020  2021  2020 

Cosmetic Ingredients

 $1,578,650  $550,177  $5,065,022  $3,358,956 

Pharmaceutical

  1,216,747   1,232,586   3,509,235   3,463,738 

Medical

  343,884   517,036   1,580,657   1,683,682 

Industrial products

  40,465   36,561   113,678   107,542 

Total Sales

 $3,179,746  $2,336,360  $10,268,592  $8,613,918 

The Company’s cosmetic ingredients are marketed worldwide by five marketing partners, of which U.S.-based Ashland Specialty Ingredients (“ASI”) purchases the largest volume. Approximately 16% of the Company’s total sales in the third quarter of 2021 were to customers located outside of the United States, compared with approximately 22% in the third quarter of 2020. For the nine months ended September 30, 2021, approximately 21% of the Company’s total sales were to customers located outside of the United States, compared with approximately 20% for the nine months ended September 30, 2020.

Disaggregated sales by geographic region are as follows:

  Three months ended September 30,  Nine months ended September 30, 
  2021  2020  2021  2020 

United States*

 $2,670,515  $1,819,084  $8,115,145  $6,887,726 

Other countries

  509,231   517,276   2,153,447   1,726,192 

Total Sales

 $3,179,746  $2,336,360  $10,268,592  $8,613,918 

* Since substantially all purchases by ASI are shipped to ASI’s warehouses in the U.S., all sales to ASI are reported as U.S. sales for financial reporting purposes, even though a significant quantity of those purchases will be shipped by ASI to foreign customers. ASI has reported to the Company that approximately 76% of its sales of the Company’s products in the third quarter of 2021 were to foreign customers compared with 69% for the same period in 2020, with China representing approximately 29% of those foreign sales in the third quarter of 2021, compared with approximately 30% in the third quarter of 2020.

For the nine months ended September 30, 2021 approximately 72% of ASI’s sales of the Company’s products were to customers in other countries, with China accounting for approximately 35% of ASI’s sales of the Company’s products, as compared with approximately 69% of ASI’s sales going to customers in other countries for the nine months ended September 30, 2020, with China accounting for approximately 33% of ASI’s sales of the Company’s products during that period.

7.        Marketable Securities

Marketable securities include investments in fixed income and equity mutual funds, and U.S. Government securities with maturities greater than 3 months, all of which are reported at their fair values.

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The disaggregated net gains and losses on the marketable securities recognized in the income statements for the three and nine months ended September 30, 2021 and 2020, respectively, are as follows:

  

Three months ended September 30,

  

Nine months ended September 30,

 
  

2021

  

2020

  

2021

  

2020

 

Net (losses) gains recognized during the period on marketable securities

 $(25,108

)

 $113,248  $40,419  $143,832 

Less: Net gains recognized during the period on marketable securities sold during the period

  ---   25,062   112,180   29,918 

Unrealized (losses) gains recognized during the reporting period on marketable securities still held at the reporting date

 $(25,108

)

 $88,186  $(71,761

)

 $113,914 

The fair values of the Company’s marketable securities are determined in accordance with US GAAP, with fair value being defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company utilizes the three-tier value hierarchy, as prescribed by US GAAP, which prioritizes the inputs used in measuring fair value as follows:

•    Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

•    Level 2 - inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

•    Level 3 – inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The Company’s marketable equity securities, which are considered available for sale securities, are re-measured to fair value on a recurring basis and are valued using Level 1 inputs using quoted prices (unadjusted) for identical assets in active markets.

The following tables summarize the Company’s investments:

September 30, 2021(Unaudited)

Equity Securities Cost  Fair Value  Unrealized Gain 

Fixed income mutual funds

 $8,050,443  $8,172,762  $122,319 

Equity and other mutual funds

  610,542   720,692   110,150 

Total equity securities

  8,660,985   8,893,454   232,469 

Total marketable securities

 $8,660,985  $8,893,454  $232,469 

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December 31, 2020(Audited)

Equity Securities Cost  Fair Value  Unrealized Gain 

Fixed income mutual funds

 $6,703,107  $6,907,270  $204,163 

Equity and other mutual funds

  584,044   684,111   100,067 

Total equity securities

  7,287,151   7,591,381   304,230 

Total marketable securities

 $7,287,151  $7,591,381  $304,230 

Investment income is recognized when earned and consists principally of interest income from fixed income mutual funds and U.S. Treasury Bills and dividend income from equity and other mutual funds. Realized gains and losses on sales of investments are determined on a specific identification basis.

Proceeds from the sale and redemption of marketable securities amounted to $1,832,829 for the nine months ended September 30, 2021, which included realized gains of $112,180. Proceeds from the sale and redemption of marketable securities amounted to $3,802,205 for the nine months ended September 30, 2020, which included realized gains of $29,918.

8.        Inventories

  

September 30,

  

December 31,

 
  

2021

  

2020

 
  

(UNAUDITED)

  

(AUDITED)

 

Inventories consist of the following:

        

Raw materials

 $434,178  $415,415 

Work in process

  75,716   59,258 

Finished products

  777,340   941,100 

Total inventories

 $1,287,234  $1,415,773 

Inventories are valued at the lower of cost and net realizable value. Cost is determined using the average cost method, which approximates cost determined by the first-in, first-out (“FIFO”) method. Finished product inventories at September 30, 2021 and December 31, 2020 are stated net of a reserve of $35,000 for slow moving and obsolete inventory. At September 30, 2021 and December 31, 2020, the Company had allowances of $311,311 and $302,713 respectively, for possible outdated material returns, which is included in accrued expenses.

As of the date of this report, the Covid-19 pandemic has not materially impacted the valuation of the Company’s finished products, work in process, or raw material inventories, but increases in the cost of some raw materials may impact future inventory valuations.

9.        Income Taxes

The Company’s tax provision is based on its estimated annual effective tax rate. The Company continues to fully recognize its tax benefits, and as of September 30, 2021 and December 31, 2020, the Company did not have any unrecognized tax benefits. The Company’s provision for income taxes for the three and nine months ended September 30 comprises the following:

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Three months ended September 30,

  Nine months ended September 30, 
  2021  2020  2021  2020 

Provision for federal income taxes - current

 $340,981  $81,323  $856,621  $863,819 

Provision for state income taxes - current

  ---   ---   100   150 

(Benefit from) provision for federal income taxes – deferred

  (73,935

)

  106,882   75,519   (155,127

)

Total provision for income taxes

 $267,046  $188,205  $932,240  $708,842 

10.      Defined Contribution Plan

The Company sponsors a 401(k) defined contribution plan (“DC Plan”) that provides for a dollar-for-dollar employer matching contribution of the first 4% of each employee’s pay that is deferred by the employee. Employees become fully vested in employer matching contributions after one year of employment.

The Company also makes discretionary contributions to each employee's account based on a "pay-to-pay" safe-harbor formula that qualifies the 401(k) Plan under current IRS regulations. Employees become vested in the discretionary contributions as follows: 20% after two years of employment, and 20% for each year of employment thereafter until the employee becomes fully vested after six years of employment. The Company accrued $87,000 in contributions to the DC Plan for the nine months ended September 30, 2021, and $108,750 for the nine months ended September 30, 2020. For the firstthree quarters of 2021 and 2020, the Company did not make any discretionary contributions to the DC Plan.

11.      Related-Party Transactions

During the three months ended September 30, 2021, there were 0 payments made to related parties. For the nine months ended September 30, 2021, the Company made payments of $9,500, to the accounting firm PKF O’Connor Davies (“PKF”) for accounting and tax services. For the three and nine months ended September 30, 2020, the Company made payments of $9,500 for accounting and tax services to Bonamassa, Maietta and Cartelli, LLP “Bonamassa”). Lawrence Maietta, a partner at PKF O’Connor Davies, and previously a partner at Bonamassa before its combination with PKF, is a director of the Company.

12.     Other Information

Accrued Expenses and Other Current Liabilities

    Accrued expenses and other current liabilities consist of the following:

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September 30,

2021

  

December 31,

2020

 
Accrued Expenses (Unaudited)  (Audited) 
         

Bonuses

 $237,000  $210,000 

Distribution fees

  362,315   325,792 

Payroll and related expenses

  225,328   245,521 

Reserve for outdated material

  311,311   302,713 

Company 401(k) contribution

  87,000   --- 

Deferred revenue

  128,636   --- 

Audit fee

  57,875   50,500 

Annual report expenses

  46,462   63,432 

Sales rebates

  51,428   149,346 

Other

  35,405   16,153 

Total Accrued Expenses

 $1,542,760  $1,363,457 

13.      Recent Accounting Pronouncements

On January 1, 2021, the Company adopted Accounting Standards Update (ASU) 2019-12, “Simplifying the Accounting for Income Taxes.” This standard modified ASU 740 and simplifies the accounting for income taxes. The Company has determined that these modifications did not have an impact on its financial statements.

In June 2016, the FASB issued ASU-2016-13 “Financial Instruments – Credit Losses”. This guidance affects organizations that hold financial assets and net investments in leases that are not accounted for at fair value with changes in fair value reported in net income. The guidance requires organizations to measure all expected credit losses for financial instruments at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. In November 2019, the FASB amended the effective date of implementation of this standard for smaller reporting companies. The new effective date is for fiscal years beginning after December 15, 2022. The Company is currently evaluating if this pronouncement will have a potential impact on its financial statements.

14.     Concentrations of Credit Risk

Customer concentration - Accounts receivable potentially exposes the Company to concentrations of credit risk. The Company monitors the amount of credit it allows each of its customers, using the customer’s prior payment history and its overall credit worthiness to determine how much credit to allow or whether any credit should be given at all. It is the Company’s policy to discontinue shipments to any customer that is substantially past due on its payments. The Company sometimes requires payment in advance from customers whose payment record is questionable. As a result of its monitoring of the outstanding credit allowed for each customer, as well as the fact that the majority of the Company’s sales are to customers whose satisfactory credit and payment record has been established over a long period of time, the Company believes that its credit risk from accounts receivable is low.

 

OneFor the three months ended September 30, 2021, one of the Company’s pharmaceutical distributorsmarketing partners, and onethree of its personal care products marketing partnersdistributors, together accounted for approximately 53%86% of the Company’s sales and 48%79% of its outstanding accounts receivable at September 30, 2017. The2021. During the three months ended September 30, 2020, the same distributor and marketing partner and three distributors together accountedwere responsible for approximately 46%79% of the Company’s sales and 56%70% of its outstanding accounts receivable at September 30, 2016.

2020.

 

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For the nine months ended September 30, 2021, one of the Company’s marketing partners, and three of its distributors, together accounted for 79% of the Company’s sales and 79% of its outstanding accounts receivable at September 30, 2021. During the nine months ended September 30, 2020, the same marketing partner and three distributors together were responsible for 79% of the Company’s sales and 70% of its outstanding accounts receivable at September 30, 2020.

 

15.     Earnings Per Share

13.Earnings Per Share

 

Basic earnings per share is computed by dividing net income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued.

 

Per share basic and diluted earnings amounted to $ 0.24were $0.22 and $0.20$0.16 for the three months ended September 30, 2017 2021 and 2016,2020, respectively, and $0.62$0.77 and $0.40$0.59 for the nine months ended September 30, 2017 2021 and 2016,2020, respectively.

 

Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations

17.     Subsequent Events

The Company has evaluated all subsequent events from the date of the financial statements through the date of this report.  As detailed in Note 3 above, the Covid-19 pandemic is an ongoing event, and as such, the Company is not able to project or quantify the impact of this event on the Company’s future operations and financial results.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

 

FORWARD-LOOKING STATEMENTS

 

Statements made in this Form 10-Q which are not purely historical are forward-looking statements with respect to the goals, plans, objectives, intentions, expectations, financial condition, results of operations, future performance and business of the Company. Forward-looking statements may be identified by the use of such words as “believes”, “may”, “will”, “should”, “intends”, “plans”, “estimates”, “anticipates”, or other similar expressions.

 

Forward-looking statements involve inherent risks and uncertainties, and important factors (many of which are beyond ourthe Company’s control) could cause actual results to differ materially from those set forth in the forward-looking statements. In addition to those specific risks and uncertainties set forth in the Company's reports currently on file with the SEC, some other factors that may affect the future results of operations of the Company are: the development of products that may be superior to those of the Company; changes in the quality or composition of the Company's products; lack of market acceptance of the Company's products; the Company's ability to develop new products; general economic or industry conditions; changes in intellectual property rights; changes in interest rates; new legislation or regulatory requirements; conditions of the securities markets; the Company's ability to raise capital; changes in accounting principles, policies or guidelines; financial or political instability; acts of war or terrorism; and other economic, competitive, governmental, regulatory and technical factors that may affect the Company's operations, products, services and prices.

Accordingly, results actually achieved may differ materially from those anticipated as a result of such forward-looking statements, and those statements speak only as of the date they are made.

The Company does not undertake, and specifically disclaims, any obligation to update any forward-looking statements to reflect events or circumstances occurring after the date of such statements.

 

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15 of 19

25

OVERVIEW

OVERVIEW

 

The Company is a Delaware corporation that, through its Guardian Laboratories Division,division, conducts research, product development, manufacturing, and marketing of cosmetic ingredients, personal and health care products, pharmaceuticals, non-pharmaceutical medical products, and proprietary specialty industrial products. All of the products that the Company manufactures,markets, with the exception of Renacidin,®, are produced at its facility in Hauppauge, New York, and are marketed through marketing partners, distributors, wholesalers, direct advertising, mailings, and trade exhibitions. ItsYork. Renacidin, a urological product, is manufactured for the Company by an outside contract manufacturer.

The Company’s most important product line is its LUBRAJEL®Lubrajel® line of water-based moisturizing and lubricating gels, which are used primarily as ingredients in cosmetic products.products but are also used in medical products, primarily catheter lubricants. These products are marketed worldwide for cosmetic uses by five marketing partners, each handling a different geographic area, with the largest being U.S.-based ASI. The Company’s research and development department is actively working on the development of new products to expand the Company'sCompany’s line of personal care products. Somecosmetic ingredients. Many of the Company’s products have patent protection, and others are produced usinguse proprietary manufacturing processes.processes, and the company relies primarily on trade secret protection to protect its intellectual property.

 

The Company’s personal care products are purchasedRenacidin and marketed worldwide primarily by six marketing partners, of which U.S.-based Ashland Specialty Ingredients (“ASI”) is the largest, purchasing approximately 34% of the Company’s products during the third quarter of 2017. The Company also sells small quantities of its personal care products directly to a few customers that are not handled by one of its six marketing partners.

Although a significant percentage of ASI’s purchases from the Company are marketed to foreign customers, all sales to ASI are considered U.S. sales for financial reporting purposes, since all ASI orders are shipped to ASI’s warehouses in the U.S. Based on sales information provided to the Company by ASI, in the third quarter of 2017, approximately 76% of ASI’s sales were to customers in foreign countries. Overall, approximately 22% of the Company’s products were sold to end users located outside of the United States, either directly by the Company or by the Company’s other five marketing partners, during the third quarter of 2017.

The Company sells two pharmaceutical products for urological uses. Those productsproduct, Clorpactin®, which is also used primarily in urology, are sold mainlydistributed through full-line drug wholesalers and marketed only in the United States, with distribution handled primarily by the major drugStates. Those wholesalers which in turn sell the products to pharmacies, hospitals, nursing homes, and other long-term care facilities, and to government agencies, primarily the U.S. DepartmentVA. The Company promotes Renacidin through internet advertising as well as a dedicated website. Clorpactin and some of Veterans Affairs.the Company’s other products are marketed through information provided on the Company’s corporate website.

 

The Company'sCompany’s non-pharmaceutical medical products, (referred to hereinafter as "medical products"), such as its catheter lubricants, as well as its specialty industrial products, are sold directly by the Company to the end usersend-users, or to contract manufacturers utilized by the end users, although theythose end-users. They are also available for salemarketing on a non-exclusive basis by its marketing partners as well. There are three customers for the Company’s medical products that take delivery of their purchases in the U.S. but subsequently ship that product to manufacturing facilities outside the U.S. Since the Company makes those shipments to U.S. locations, sales to those customers are considered domestic sales. In the third quarter of 2017 approximately 37% of the Company’s medical product sales were delivered to U.S. locations for subsequent shipment by the customers to foreign manufacturing facilities, which then produced finished products to be marketed globally.marketing partners.

 

While the Company does have competition in the marketplace for some of its products, particularly its cosmetic ingredients, some of its pharmaceutical and medical products have some unique characteristics, and do not have direct competitors. However, these products may have indirect competition from other products that are not marketed as direct competitors to the Company’s products but may have similar functionsfunctionality or properties that are similar to the Company’s products.

 

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The Company recognizes revenue when all of the following requirements are satisfied: (a) persuasive evidence of a sales arrangement exists; (b) products are shipped, which is when the performance obligation is satisfied and title and risk of loss pass to the customers, persuasive evidence of a sales arrangement exists,customers; and (c) collections are reasonably assured. An allowance for returns, based on historical experience, is taken as a reduction of sales within the same period the revenue is recognized.

 

Over the years the Company has been issued many patents and trademarks, and intends, whenever possible,it still maintains several registered trademarks, the two most important of which are “Lubrajel” and “Renacidin.” However, regarding the protection of the Company’s proprietary formulations and manufacturing technology, the Company currently relies primarily on trade secret protection rather than patent protection due to make effortsthe current disclosure requirements needed to obtain patents, the limited protection they afford, and the difficulty and expense of enforcing them globally. However, the Company may, from time to time, seek patent protection when it believes it would be in connection with its product development program. Mostthe Company’s best interest to do so. All of the Company’s previously issued patents that the Company has been issued have expired; however, the Company does not believe that the expiration of those patents has had, or will have, any material effectimpact on its sales, since in recent years protection for the Company’s most important products relyhas been based on trade secrets and proprietary manufacturing methods rather than patent protection.

 

Critical Accounting PoliciesAs discussed in Note 3 above, while the coronavirus pandemic (“pandemic”) continues to impact the Company’s operations, the substantial impact the pandemic had on Company sales in 2020 significantly lessened in the first nine months of 2021. While the Company believes that sales of its cosmetic ingredients are still being negatively impacted, the sales situation has improved substantially, and the current impact is coming more from increased shipping costs and some higher raw material costs, which could have some impact on the Company’s profit margins in upcoming quarters. It has also been more difficult to ship the Company’s products due to a shortage of truck drivers, which has meant some delays in having orders picked up, even though the Company’s products are available to ship. The shortage of truck drivers is expected to continue into 2022, and the Company is doing what it can to minimize the impact on customers by making customers aware of some longer lead times due to the trucking issues.

Sales of the Company’s non-pharmaceutical medical products (referred to herein as “medical products”) had also been negatively impacted by the pandemic in 2020, but those impacts have lessened as well in the first three quarters of 2021. There continues to be some impact on shipping schedules, with the shipping of some customers’ orders being delayed due to the shortage of truck drivers.

Sales of the Company’s pharmaceutical products were not impacted by the pandemic in 2020 or in the first nine months of 2021. However, the Company is beginning to see a small decrease in gross pharmaceutical sales due the termination of its participation in the Medicaid Drug Rebate Program. Please refer to the pharmaceutical sales section of the MD&A for further discussion.

The pandemic has not significantly affected the ability of the Company to obtain raw materials, but it has made some of those materials more expensive, which could impact the Company’s gross profit margins in the future. The Company has been able to maintain production throughout the pandemic.

There continues to be uncertainty in regard to the future impact of the pandemic on the Company’s operations or financial results. While the impact on the Company’s’ sales lessened considerably in 2021, the Company is still unable to provide an accurate estimate or projection as to what the future impact of the pandemic will be on the Company’s future operations or financial results. The Company does not expect the carrying value of its assets or its liquidity to be impaired by the coronavirus pandemic.

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CRITICAL ACCOUNTING POLICIES

 

As disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016,2020, the discussion and analysis of the Company’s financial condition and results of operations are based on its financial statements, which have been prepared in conformity with US GAAP. The preparation of those financial statements required the Company to make estimates and assumptions that affect the carrying value of assets, liabilities, revenues and expenses reported in those financial statements. Those estimates and assumptions can be subjective and complex, and consequently actual results could differ from those estimates and assumptions. The Company’s most critical accounting policies relate to revenue recognition, concentration of credit risk, investments, inventory, and income taxes. Since December 31, 2016,2020, there have been no significant changes to the assumptions and estimates related to those critical accounting policies.

 

The following discussion and analysis covers material changes in the financial condition of the Company since the year ended December 31, 2016,2020, and a comparison of the results of operations for the threethird quarter of 2021 and 2020 and the first nine months ended September 30, 2017of 2021 and September 30, 2016.2020. This discussion and analysis should be read in conjunction with "Management's Discussion and Analysis or Plan of Operation" included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.2020. All references in this quarterly report to “sales” or “Sales” shall mean Gross Sales.“net sales” unless specifically identified as “gross sales”.

 

The Company recognizes revenue from sales of its cosmetic ingredients, medical products, and industrial products when all of the following requirements are satisfied: (a) a valid purchase order has been received; (b) products are shipped, which is when the performance obligation is satisfied and title and risk of loss pass to the customers; and (c) future collection of the sale amount is reasonably assured. These products are shipped “Ex-Works” from the Company’s facility in Hauppauge, NY, and it is at this time that risk of loss and responsibility for the shipment passes to the customer. Sales of these products are deemed final, and there is no obligation on the part of the Company to repurchase or allow the return of these goods unless they are defective.

The Company’s pharmaceutical products are shipped via common carrier upon receipt of a valid purchase order, with, in most cases, the Company paying the shipping costs. The Company assumes responsibility for the shipment arriving at its intended destination. Sales of pharmaceutical products are final, and revenue is recognized at the time of shipment. Pharmaceutical products are returnable only at the discretion of the Company unless (a) they are found to be defective; (b) the product is damaged in shipping; or (c) the product is outdated (but not more than one year after their expiration date, which is a return policy which conforms to standard pharmaceutical industry practice). The Company estimates an allowance for outdated material returns based on gross sales of its pharmaceutical products.

RESULTS OF OPERATIONS

 

Gross Sales

 

Gross salesSales for the third quarter of 2017 decreased2021 increased by $263,076 (approximately 7%$843,386 (36%) when compared with the third quarter of 2016. Gross salessame period in 2020. Sales for the first nine months of 20172021 increased by $1,954,775 (approximately 24%$1,654,674 (19%) as compared with the corresponding period in 2016.2020. The changesincrease in sales for both the threethird quarter of 2021 and the first nine months ended September 30, 2017of 2021 were attributable to changes in sales of the following product lines:

 

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Personal care products: Cosmetic ingredients:

a)

Third quarter sales: For the third quarter of 2021, the Company’s sales of cosmetic ingredients increased by $1,028,473 (187%) when compared with the third quarter of 2020. The increase in third quarter sales was due primarily to an increase of $983,466 (308%) in sales of the Company’s personal care products to ASI. Based on information provided to the Company by ASI, the Company’s marketing partner in China, the increase was due primarily to the continued increase in shipments of the Company’s products to China by ASI.

Third quarter of 2017 sales of the Company’s personal care products increased by $35,273 (approximately 2%) when compared with the third quarter of 2016, primarily due to increases in sales to the Company’s four other marketing partners, in Korea, the United-Kingdom, and Italy, which offset sales declines to the Company’s largest marketing partner, ASI, and as well as to the Company’s marketing partners in France and Switzerland. Sales to ASI in the third quarter decreased by $126,452 (approximately 10%), which the Company believes was due to the timingfour small direct cosmetic ingredient customers, had a net increase of orders. Sales to the Company’s five other marketing partners increased by $169,753 (approximately 53%$45,007 (20%) compared with the third quarter of 2016. The largest sales increase was attributable to the Company’s marketing partner in Korea, whose sales increased by $156,025 (approximately 128%).2020. Sales to the Company’s marketing partnerpartners in the United Kingdom, increased by $11,272 (approximately 17%),Switzerland, and sales to the Company’s marketing partner in Italy increased by $9,518 (approximately 64%). Slightly offsetting those increases was a decrease intotal of $117,448 (112%), while sales of $5,004 (approximately 4%) to the Company’s marketing partner in France and a decreasefour of $2,058 (80%the Company’s small direct cosmetic customers decreased by $72,440 (58%).

b)

Nine-month sales: For the first nine months of 2021, the Company’s sales of cosmetic ingredients increased by $1,706,066 (51%) when compared with the same period in 2020. This increase was due primarily to an increase of $1,486,664 (58%) in shipments of the Company's extensive line of cosmetic ingredients to ASI. The primary reason for the increase in sales to ASI during the first nine months of 2021 was the same as for the increase in sales in the third quarter, which was due to the continued increase in shipments of the Company’s products to China by ASI.

Cosmetic ingredient sales for the first nine months of the year to the Company’s four other marketing partner in Switzerland.

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Forpartners, as well as to the nine-month period ended September 30, 2017 sales of the Company’s personal care productsfour direct cosmetic customers, increased by $1,745,868 (approximately 48%a net of $219,402 (28%) when compared with the same period in 2016, with sales to ASI increasing by $1,551,820 (approximately 60%). That increase was due primarily to higher sales to ASI in the first and second quarters of 2017 compared with those same quarters in 2016.2020. Nine-month sales to the Company’s five other marketing partners in the UK, France, Switzerland and Italy increased by $201,051 (approximately 19%$240,985 (32%), with increases in Korea, Italy, France, and the United Kingdom slightly offset by a decrease in Switzerland. The nine-month changes in sales were as follows:while sales to the Company’s marketing partner in Korea increased by $145,737 (approximately 42%); sales to the Company’s marketing partner in Italy increased by $31,789 (approximately 66%); sales to the Company’s marketing partner in France increased by $23,718 (approximately 6%); sales to the Company’s marketing partner in the United Kingdom increased by $8,651 (approximately 4%); and sales to the Company’s marketing partner in Switzerlandfour direct cosmetic customers, decreased by $8,844 (55%$21,583 (52%).

 

The Company’sCompany believes that the increase in sales in Western Europe continue to be negatively impacted by (a) the continuing economic problems in Europe; (b) the strong U.S. dollar relative to the Euro, which has madeof the Company’s products less competitivecosmetic ingredients in Europe was, at least in part, the result of global pandemic conditions improving.

Pharmaceuticals:

Because there are fees, rebates and (c) increased competition. Forallowances associated with sales of the past few yearsCompany’s two pharmaceutical products, Renacidin and Clorpactin, discussion of the Company has been experiencing additional competition from Asian companies that are manufacturing competitiveCompany’s pharmaceutical sales includes references to both gross sales (before fees, rebates and allowances) and net sales (after fees, rebates and allowances). Gross sales of the Company’s pharmaceutical products in Asia and selling them at much lower prices. This has resulted in a loss of some business to these competitive products. As a result, from time to time it has been necessary, and will continue to be necessary, for the Companythree- and nine-month periods ended September 30, 2021 decreased by $92,405 (6%) and $178,459 (4%), respectively, compared with the corresponding periods in 2020. These decreases were due primarily to lower its pricesdecreases of $86,751 (6%) and $232,493 (6%) in specific cases in order to retain or attract customers, and this has impacted its profit margins on those sales. The Company intends to continue to work with its marketing partners to take whatever steps are necessary to try to recover the business it has lost to these lower-priced products, including continuing to reduce prices on a case by case basis, as needed, in order to remain as competitive as possible.

(a)Pharmaceuticals: For the third quarter of 2017gross sales of the Company’s pharmaceutical products decreased by $69,322 (approximately 6%) when compared with the third quarter of 2016. For the nine-month period ended September 30, 2017 sales of the Company’s pharmaceutical products increased by $491,138 (approximately 21%) when compared with the first nine months of 2016, with sales of RENACIDIN increasing by 54% for the nine-month period. The decrease in sales for the three-month period was due primarily to slightly higher sales of Renacidin in the third quarter of 2016 due to a one-time sale to some governmental agencies that did not recur in the third quarter of 2017. The increase in sales for the nine-month period in 2017 was the result of sales of the new 30mL form of Renacidin for the full nine months of 2017, compared with only six months of sales of that new product in the first nine months of 2016, since the new product was only introduced in the second quarter of 2016.

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(b)Medical (non-pharmaceutical) products: Sales of the Company’s medical products decreased by $228,057 (approximately 30%) for the third quarter of 2017 and by $269,978 (approximately 14%) for the nine-month period ended September 30, 2017 compared with the comparable periods in 2016. The decrease in medical product sales was primarily attributable to the ordering patterns and stocking levels of three of the primary customers for these products. Sales of these products have been inconsistent on a quarter to quarter basis for the past 3 years due to the large quantities per order and the relative infrequency of these orders. In addition, sales of these products were particularly strong in both the 3rd and 4th quarters of 2016. This caused an increase in the customers’ inventory levels and resulted in a decrease in their orders for these products in the first nine months of 2017.

(c)Industrial and other products: Sales of the Company's industrial products, as well as other miscellaneous products, decreased by $970 (approximately 2%) and by $12,254 (approximately 10%) for the three and nine months, respectively, ended September 30, 2017, when compared to the corresponding periods in 2016. These changes are attributable to customer ordering patterns.

In addition to the above changes in sales, sales allowances increased by $16,765 and $75,218Renacidin for the threethree- and nine-month periods, respectively, ended September 30, 2017,2021. The decrease in both periods was primarily due to the Company having terminated its participation in the Medicaid Drug Rebate Program on December 31, 2020. Gross sales of the Company’s other pharmaceutical product, Clorpactin, decreased by $5,654 (3%) for the three-month period ended September 30, 2021, and increased by $54,034 (12%) for the nine-month period ended September 30, 2021, compared with the corresponding periods in 2020. The Company believes the changes in sales of Clorpactin were most likely due to normal fluctuations in the sales of that product.

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The decrease in gross sales for the three- and nine-month periods ended September 30, 2021 was partially offset by a decrease in pharmaceutical related fees, rebates and allowances of $76,567 (22%) and $223,957 (23%), respectively. The decreases in these fees, rebates and allowances were the result of the Company’s termination of its participation in the Medicaid Drug Rebate Program at the end of 2020. Due to the overly burdensome nature of the Medicaid rebates that the Company had to pay under this program, the Company determined that it was no longer profitable for the Company to continue to participate. Accordingly, on October 30, 2020 the Company informed the Centers for Medicare & Medicaid Services (CMS) of its intention to terminate its Medicaid Drug Rebate Agreement and its participation in the Medicaid Program, effective December 31, 2020. As the Company had anticipated, the discontinuation of its participation in this program resulted in the loss of some Renacidin sales, but that loss was more than offset by the elimination of the rebate payments, which resulted in an increase in net income from these sales.

As sales of the Company’s pharmaceutical products fluctuate there is typically a corresponding direct relationship in the related allowances, such as for distribution fees, VA chargebacks, Medicare rebates, sales rebates and discounts, outdated material returns, and Medicaid rebates. For the three- and nine-month periods ended September 30, 2021, these allowances decreased by $74,116 (21%) and $226,932 (24%), respectively, compared with the same periods in 2020. This was primarily the result of the Company’s termination of its participation in the Medicaid Program. Although the Company will no longer be incurring Medicaid-related rebate costs, it will continue to incur costs related to other allowances, including Medicare rebates, distribution fees, chargebacks on VA sales, and outdated material returns.

Medical (non-pharmaceutical) products:

Sales of the Company’s medical products decreased by $173,152 (33%) for the third quarter of 2021, and by $103,025 (6%) for the nine-month period ended September 30, 2021, compared with the same periods in 2020. The decrease in medical product sales for both periods was primarily attributable to the loss of one of the Company’s domestic medical product customers in 2020 due to the reformulation of its product, combined with a decrease in orders from two of the Company’s larger direct medical product customers located in China and India, which was partially the result of shipping delays. The Company believes that the other decreases were related to the impact of the coronavirus pandemic.

Industrial products:

Sales of the Company's industrial products increased by $3,904 (11%) and by $6,136 (6%) for the three and nine months, respectively, ended September 30, 2021, when compared with the corresponding periods in 2016. This2020.The increase in sales for both the three- and nine-month periods was primarily due to increasesan increase in allowances for distribution fees and outdated material returns attributable toorders from one of the Company’s pharmaceuticals.industrial product customers located in the northeastern United States.

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Cost of Sales

 

ForCost of sales as a percentage of sales remained the same for both the third quarter of 2017,2021 and 2020, at 42%. For the first nine months of 2021, cost of sales as a percentage of net sales decreased from 42% in 2020 to approximately 35%, from 46%41% in the third quarter2021.

Operating Expenses

Operating expenses, consisting of 2016,selling and to approximately 42% for the nine-months ended September 30, 2017 compared with 45% for the comparable period in 2016. The decreasesgeneral and administrative expenses, decreased by $34,622 (7%) for the third quarter of 2017 as compared with third quarter of 2016,2021, and by $91,393 (6%) for the first nine months of 2017 as2021, compared with the comparable period in 2016, were primarily due to lower per unit manufacturing costs resulting from the allocation of the Company’s fixed overhead costs over a larger number of production units in the three- and nine-month periods of 2017 compared with the comparablesame periods in 2016. This was due to an increase in demand for the Company’s products in 2017, which resulted in greater production and greater production efficiencies.

Operating Expenses

Operating expenses consist of selling, general and administrative expenses. Operating expenses decreased by $22,144 (approximately 5%) for the third quarter of 2017 compared with the comparable quarter in 2016, and by $72,944 (approximately 5%) for the nine months ended September 30, 2017 compared with the nine months ended September 30, 2016.2020. The decreases in operating expenses for the third quarter and the first nine months of 2017both periods were primarily attributable to decreasesa decrease in payroll and payroll related expenses, and consulting fees.combined with the recognition of a gain on the sale of an asset during the third quarter of 2021. Operating expenses are expected to remain relatively constant.consistent for the remainder of the year.

 

Research and Development Expenses

 

Research and development expenses increased by $938$15,906 (14%) for the third quarter of 2021, and by $17,919 (5%) for the first nine months of 2021 compared with the same periods in 2020. The increases for both periods were mainly due to an increase in payroll and payroll related expenses.

Investment Income

Investment income decreased by $185 (less than 1%) for the third quarter of 2017,2021 compared with the third quarter of 2020 and $13,481 (approximately 3%decreased by $7,171 (5%) for the first nine months of 20172021 compared with the comparablesame period in 2020. The decreases in both periods were due to decreased interest income from U.S. Treasury Bills combined with lower dividend income from stock and bond mutual funds compared to the same periods in 2016.2020.

 

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Investment IncomeNet gain on marketable securities

 

Investment income increasedNet gain on marketable securities decreased by $49,606 (approximately 77%$138,356 (122%) for the third quarter of 20172021 compared with the comparablesame period in 2020. The reason for the decrease was a combination of 1) a decrease in realized gains on the sales of marketable securities during the third quarter of 2016,2021 compared with the same period in 2020 (the Company did not sell any securities during the equivalent three-month period in 2021) and by $49,056 (approximately 26%) for2) in the third quarter of 2020, the market began its recovery after the significant market value decline that occurred in the first and second quarters of 2020 due to the pandemic.

For the first nine months of 20172021, the net gain on marketable securities decreased by $103,413 (72%) compared with the same period in 2020. The primary reason for the decrease was that during the first nine months of 2016. These increases were mainly2020 the Company recognized unrealized gains of $113,914, which represented the upward market adjustment due to gains on salesimproved economic conditions after the significant decline that occurred during the first part of investments in stock and bond mutual funds in 2017.the year due to the pandemic.

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Provision for income taxes

 

The Company's effective income tax rate remainedwas approximately 31.0%21% for all periods presented,the first nine months of 2021 and 2020. The Company’s tax rate is expected to remain consistentat 21% for the current fiscal year.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Working capital increased from $12,668,221$9,832,326 at December 31, 20162020 to $13,982,187$11,254,936 at September 30, 2017,2021, an increase of $1,313,966.$1,422,610. The current ratio decreased from 13.18.0 to 1 at December 31, 20162020 to 9.87.6 to 1 at September 30, 2017.2021. The increase in working capital was primarily due to increases in receivables and marketable securities, partially offset by an increase in marketable securities and accounts payable and income taxes payable.receivable. The decrease in the current ratio was primarily due to increasesdecreases in accounts payable andprepaid income taxes payable.and inventory, and an increase in accrued expenses.

 

The Company believes that its working capital is, and will continue to be, sufficient to support its operating requirements for at least the next twelve months. The Company does not expect to incur any significant capital expenditures for the remainder of 2017.2021.

 

The Company generated cash from operations of $3,214,348$3,648,744 and $1,666,481$2,921,704 for the nine months ended September 30, 20172021 and September 30, 2016,2020, respectively. The increase in cash from operations was primarily due to an increase in net income.

 

Cash used in investing activities for the nine-month period ended September 30, 2017 and2021 was $1,343,651. Cash used in investing activities for the nine-month period ended September 30, 20162020 was $ 1,070,104 and $116,090, respectively.$1,155,986. The increase was primarily due to a reductionan increase in the proceeds received from salespurchases of marketable securitiesproperty, plant and equipment, and an increase in the nine months ended September 30, 2017 compared with the nine months ended September 30, 2016.fixed income mutual fund purchases.

 

Cash used in financing activities was $1,925,066$2,204,616 and $1,603,871$1,928,969 for the nine months ended September 30, 20172021 and September 30, 2016,2020, respectively. The increase was due to an increase in the dividends paid per share from $0.35 per share in 2016 to $0.42 per share in 2017.2020 to $0.48 per share in 2021.

 

The Company expects to continue to use its cash to make dividend payments, to purchase marketable securities, and to take advantage of other opportunities that may arise that are in the best interest of the Company and its shareholders, should they arise.shareholders.

 

OFF BALANCE SHEETBALANCE-SHEET ARRANGEMENTS

 

The Company has no off balance sheetbalance-sheet transactions that have, or are reasonably likely to have, a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

 

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CONTRACTUAL OBLIGATIONS AND COMMITMENTS

 

The information to be reported under this item is not required of smaller reporting companies.

 

Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

The information to be reported under this item is not required of smaller reporting companies.

 

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Item 4.CONTROLS AND PROCEDURES

Item 4. CONTROLS AND PROCEDURES

 

(a)

DISCLOSURE CONTROLS AND PROCEDURES

The Company’s management, including its Principal Executive Officer and Chief Financial Officer, has evaluated the design, operation, and effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”). There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon the evaluation performed by the Company’s management, including its Principal Executive Officer and Chief Financial Officer, it was determined that, as of the end of the period covered by this quarterly report, the Company’s disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed in the reports filed or submitted pursuant to the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to the Company’s management, including its Principal Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding disclosures.

 

The Company’s management, including its Principal Executive Officer and Chief Financial Officer, has evaluated the design, operation, and effectiveness of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”). There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives. Based upon the evaluation performed by the Company’s management, including its Principal Executive Officer and Chief Financial Officer, it was determined that, as of the end of the period covered by this quarterly report, the Company’s disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed in the reports filed or submitted pursuant to the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to the Company’s management, including its Principal Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding disclosures.

(b)

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

The Company's Principal Executive Officer and Chief Financial Officer have determined that, during the period covered by this quarterly report, there were no changes in the Company's internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. They have also concluded that there were no significant changes in the Company’s internal controls after the date of the evaluation.

 

The Company's Principal Executive Officer and Chief Financial Officer have determined that, during the period covered by this quarterly report, there were no changes in the Company's internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. They have also concluded that there were no significant changes in the Company’s internal controls after the date of the evaluation.

PART II - OTHER INFORMATION

 

ITEM 1.LEGAL PROCEEDINGS

ITEM 1.LEGAL PROCEEDINGS

 

NONE

 

ITEM 1A.RISK FACTORS

ITEM 1A.RISK FACTORS

IMPACT OF COVID-19

As a result of the pandemic, global consumer purchases of cosmetic products declined significantly in 2020, which resulted in a significant decline in sales of the Company’s cosmetic ingredients in the last three quarters of 2020. Sales of these products were particularly impacted in China, where prior to the pandemic the Company had significant sales. This resulted in an excess inventory situation in China, which severely impacted sales, and which was not resolved until the end of 2020.

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The informationimpact of the pandemic on the Company’s sales significantly lessened in 2021. Sales of its cosmetic ingredients in the first quarter of 2021 were slightly lower than in the first quarter of 2020 because the pandemic didn’t begin to significantly impact sales of the Company’s cosmetic ingredients until the latter part of the second quarter of 2020, and that impact continued into the first quarter of 2021.

With the pandemic beginning to abate, sales in the third quarter of 2021 increased significantly compared with the third quarter of 2020. While it is still too soon to predict what the impact of the pandemic will be on future sales, it is likely that there will continue to be reported under this itemsome impact on sales of the Company’s cosmetic ingredients, but to a lesser degree than in 2020. The current impact of the pandemic is coming primarily from supply chain disruptions, which have resulted in increased packaging and shipping costs, and increases in the cost of some raw materials. Due to the uncertainty surrounding the duration of the pandemic and its impact in the various countries in which the Company does business, it is difficult for the Company to provide an accurate estimate or projection as to what the future impact of the pandemic will be on the Company’s future operations or financial results. Although the pandemic had some impact on sales of some of the Company’s medical products, it has not requiredimpacted sales of smaller reporting companies.its pharmaceutical products.

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ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

The Company does not anticipate that the pandemic will affect its ability to obtain raw materials and maintain production, and the Company has multiple sources for many of its raw materials. However, some of the Company’s raw materials have experienced price increases, which could impact the manufacturing cost of some of the Company’s products in the future. The Company may or may not be able to pass along and recoup these price increases, depending on the product. The Company expects to be able to maintain production levels sufficient to ship orders on a timely basis, but the timely shipping of the Company’s products may continue to be impacted by the current shortage of truck drivers.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OFPROCEEDS

NONE

 

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

NONE

 

ITEM 4.MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES

 

NONE

 

ITEM 5.OTHER INFORMATION

ITEM 5. OTHER INFORMATION

 

NONE

 

ITEM 6.EXHIBITS
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ITEM 6.EXHIBITS

 

31.1

31.1*

Certification of Kenneth H.Ken Globus, President and Principal Executive Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  
31.2

31.2*

Certification of Robert S. Rubinger,Andrea Young, Chief Financial Officer of the Company, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

  
32

32*

Certifications of the Principal Executive Officer and Chief Financial Officer of the Company, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS*Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.
101.SCH*Inline XBRL Taxonomy Extension Schema Document.
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*Cover Page Interactive Data File (Embedded within the inline XBRL document and included in Exhibit 101.1).
* Filed herewith

 

 

SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Date: November 9, 2021UNITED-GUARDIAN, INC.
 (Registrant)
  
By:      /S/ KEN GLOBUS
Ken Globus
President 
  
   
 By:/s/ Kenneth H. Globus .S/ ANDREA YOUNG
  Kenneth H. Globus
Andrea Young President and Principal Executive Officer

By:/s/ Robert S. Rubinger .
Robert S. Rubinger
  Chief Financial Officer

 

Date: November 8, 2017

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