_______________________________________________ EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended October 31, 1997 Commission File Number 0-944 POSSIS MEDICAL, INC. 9055 Evergreen Boulevard Minneapolis, Minnesota 55433-8003 (612) 780-4555 A Minnesota Corporation IRS Employer ID No. 41-0783184 _________________________________ Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No___ The number of shares outstanding of the Registrant's Common Stock, $.40 par value, as of December 9, 1997 was 12,193,100. ________________________________ POSSIS MEDICAL, INC. INDEX PAGE PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements Consolidated Balance Sheets, October 31, 1997 and July 31, 1997......................................... 3 Consolidated Statements of Operations for the three months ended October 31, 1997 and 1996.................... 4 Consolidated Statements of Cash Flows for the three months ended October 31, 1997 and 1996 ............. 5 Notes to Consolidated Financial Statements................ 6 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations....................... 7-9 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K.......................... 10 SIGNATURES................................................ 11 POSSIS MEDICAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS October 31, 1997 July 31, 1997 ASSETS (Unaudited) CURRENT ASSETS: Cash and cash equivalents.......................................... $ 2,807,378 $ 3,849,194 Marketable securities ................................................. 8,973,122 10,964,170 Receivables: Trade (less allowance for doubtful accounts of $95,000 and $80,000, respectively).......................................... 1,037,540 878,893 Other ......................................................... 157,621 120,558 Inventories: Parts........................................................... 1,189,849 1,242,580 Work-in-process................................................. 1,082,479 940,918 Finished goods.................................................. 1,417,137 1,191,870 Prepaid expenses and other assets.................................. 217,148 264,117 Total current assets............................................ 16,882,274 19,452,300 PROPERTY: Leasehold improvements............................................. 1,176,608 1,166,306 Machinery and equipment............................................ 3,411,212 3,317,391 Assets-in-construction............................................. 119,024 51,753 Total property 4,706,844 4,535,450 Less accumulated depreciation...................................... 2,028,314 1,906,500 Property - net.................................................. 2,678,530 2,628,950 OTHER ASSETS: Goodwill .......................................................... 323,922 341,922 TOTAL ASSETS........................................................... $19,884,726 $22,423,172 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Trade accounts payable............................................. $ 712,368 $ 648,502 Accrued salaries, wages, and commissions........................... 833,732 762,587 Current portion of long-term debt ................................. 21,561 28,356 Clinical trials accrual............................................ 746,258 879,166 Other liabilities.................................................. 417,677 294,002 Total current liabilities....................................... 2,731,596 2,612,613 OTHER LIABILITIES ..................................................... 189,000 -- LONG-TERM DEBT ........................................................ 180,313 10,213 SHAREHOLDERS' EQUITY: Common stock-authorized, 100,000,000 shares of $ .40 par value each; issued and outstanding, 12,193,100 and 12,121,312 shares, respectively................................ 4,877,240 4,848,525 Additional paid-in capital......................................... 41,670,494 41,118,611 Unearned compensation.............................................. (786,400) -- Unrealized loss on investments..................................... -- (5,836) Retained deficit................................................... (28,977,517) (26,160,954) Total shareholders' equity......................................... 16,783,817 19,800,346 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY............................. $19,884,726 $22,423,172 <FN> See notes to consolidated financial statements. </FN> POSSIS MEDICAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED OCTOBER 31, 1997 AND 1996 (UNAUDITED) 1997 1996 REVENUES: Medical product sales.................................................. $1,367,983 $ 389,154 Sales agreement revenue................................................ -- -- Total revenues....................................................... 1,367,983 389,154 COST OF SALES AND OTHER EXPENSES: Cost of medical products............................................... 1,478,039 1,269,021 Selling, general and administrative.................................... 1,515,376 715,865 Research and development............................................... 1,371,463 1,077,797 Interest............................................................... 548 2,261 Total cost of sales and other expenses............................... 4,365,426 3,064,944 Operating loss........................................................... (2,997,443) (2,675,790) Interest income.......................................................... 180,880 255,156 Gain on sale of investments.............................................. -- 7,109 Loss from continuing operations - net.................................... (2,816,563) (2,413,525) Income from discontinued operations - net................................ -- 111,539 Net loss................................................................. $(2,816,563) $(2,301,986) Weighted average number of common shares outstanding..................... 12,149,544 12,057,089 Earnings (loss) per common share: Continuing operations.................................................. $(.23) $(.20) Discontinued operations ............................................... -- .01 Net loss............................................................... $(.23) $(.19) <FN> See notes to consolidated financial statements. </FN> POSSIS MEDICAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED OCTOBER 31, 1997 AND 1996 (UNAUDITED) 1997 1996 OPERATING ACTIVITIES: Net loss .................................................................. $(2,816,563) $(2,301,986) Adjustments to reconcile net loss to net cash used in operating activities: Gain on sale of marketable securities................................. -- (7,109) Gain on asset disposal..................................................... (2,100) -- Depreciation............................................................... 122,714 115,103 Amortization of goodwill................................................... 18,000 18,000 Stock compensation......................................................... 22,200 30,831 Increase in receivables.................................................... (195,710) (14,314) Increase in inventories............................................... (314,097) (176,636) Decrease in other assets.............................................. 46,969 2,883 Increase (decrease) in trade accounts payable.............................. 63,866 (118,385) Increase (decrease) in accrued and other liabilities....................... (32,090) 33,401 Net cash used in operating activities...................................... (3,086,811) (2,418,212) INVESTING ACTIVITIES: Additions to plant and equipment........................................... (172,294) (204,960) Proceeds from the disposal of assets....................................... 2,100 -- Purchase of marketable securities.......................................... (3,116) (1,997,667) Proceeds from sale/maturity of marketable securities....................... 2,000,000 4,011,641 Net cash provided by investing activities.................................. 1,826,690 1,809,014 FINANCING ACTIVITIES: Proceeds from notes payables............................................... 175,000 -- Repayment of long-term debt................................................ (11,695) (22,741) Proceeds from issuance of stock and exercise of options.................... 55,000 54,819 Net cash provided by financing activities.................................. 218,305 32,078 DECREASE IN CASH AND CASH EQUIVALENTS.............................................................. (1,041,816) (577,120) CASH AND CASH EQUIVALENTS AT BEGINNING OF QUARTER.............................................................. 3,849,194 7,688,507 CASH AND CASH EQUIVALENTS AT END OF QUARTER.................................................................. $2,807,378 $7,111,387 SUPPLEMENTAL CASH FLOW DISCLOSURE: Interest paid.............................................................. $ 548 $ 2,211 Inventory transferred to fixed assets...................................... -- 9,730 Issuance of restricted stock............................................... 808,600 -- Accrued payroll taxes related to restricted stock.......................... 283,000 -- <FN> See notes to consolidated financial statements. </FN> POSSIS MEDICAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The accompanying consolidated financial statements and notes should be read in conjunction with the audited financial statements and notes thereto included in the Company's 1997 Annual Report. 2. INTERIM FINANCIAL STATEMENTS Operating results for the three month period ended October 31, 1997 are not necessarily indicative of the results that may be expected for the year ending July 31, 1998. 3. RECENTLY ISSUED ACCOUNTING STANDARD In February 1997 the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 128, Earnings per Share, which is effective for interim and annual reporting periods ending after December 1997. SFAS No. 128 supersedes Accounting Principles Board Opinion No. 15, Earnings per Share, and replaces the presentation of primary earnings per share with a presentation of basic earnings per share. It also requires dual presentation for all entities with complex capital structures and provides guidance on other computational changes. The implementation of SFAS No. 128 is not expected to have a material impact on earnings per share. 4. EARNINGS (LOSS) PER SHARE The Company's outstanding stock options and stock warrants were not included in the computation of earnings per share since the impact would have been anti-dilutive because of the net loss. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Quarters Ended October 31, 1997 and 1996. Total revenue for the three months ended October 31, 1997 and 1996 were $1,368,000 and $389,000, respectively. The significant revenue growth in the current quarter resulted from AngioJet Rapid Thrombectomy System sales of $1,367,000, compared to $241,000 in the year earlier. The AngioJet System received U.S. FDA marketing clearance for blood clot removal in dialysis grafts in December 1996. The AngioJet System drive unit is a piece of capital equipment and currently lists for $80,000 to U.S. hospitals. The purchasing cycle for the AngioJet System drive unit, the Company believes, will average nine to twelve months, depending on the customer's budget cycle. The Company offers an AngioJet System evaluation program during which, in return for free placement of the drive unit, the hospital purchases a minimum number of disposable catheters and pumps. If the hospital requires additional time to complete the purchase and chooses to keep the drive unit, monthly rent or a charge for each procedure is made with a portion of rent or per procedure payment applied to the final drive unit purchase price. Drive unit rental programs are available and, through a third party, the Company offers various drive unit financing plans including prime interest rate capital leases, operating leases, and a plan to acquire the drive unit through the purchase of a minimum number of marked-up disposable products. AngioJet System drive unit and disposable sales in the U.S. in the most recent quarter were $1,289,000. In December 1997 the Company received conditional approval from the FDA to commence a clinical study of its AngioJet Rapid Thrombectomy System for use in the treatment of stroke caused by blockage of the carotid arteries, the main vessels supplying blood to the brain. The Company believes that the treatment of stroke is a significant marketing opportunity for the AngioJet System. The Company expects that U.S. AngioJet System sales will grow primarily through the addition of sales people, the completion of clinical trials designed to yield additional label-approved product uses, the publication of clinical performance and cost effectiveness data and the introduction of additional catheter designs. AngioJet System sales outside the United States have been below Company expectations. Capital equipment, such as the Company's drive unit, is very difficult to sell in the price-sensitive European market. The Company has been without product distribution in Germany since February 1997 and is currently interviewing potential AngioJet System independent distributors. Actions the Company is taking to improve AngioJet System sales in Europe include conducting European cost effectiveness studies and developing European physician advocates for the AngioJet System. In Japan, the coronary AngioJet System clinical study is nearing completion and a regulatory filing is planned for 1998 with the Japanese Ministry of Health. The Company believes that the U.S. market will lead the worldwide growth of AngioJet System sales revenue. Vascular graft sales were $1,000 and $148,000 for the three months ended October 31,1997 and 1996, respectively. Perma-Flow Coronary Bypass Graft sales were $1,000 and $24,000, respectively. In October 1997 Baxter Healthcare Corporation, the Company's Perma-Flow Graft worldwide distribution partner, launched the product within the European market following the receipt of CE Mark regulatory approval. In November 1997 the Company submitted a Humanitarian Device Exemption (HDE) application to the FDA requesting approval for U.S. marketing of the Perma-Flow Coronary Bypass Graft. This exemption would allow the Company to market the product in the U.S. for a limited indication as it completes the U.S. clinical study and PMA registration designed to provide broad marketing approval. The Company expects a decision from the FDA on the HDE application in the first half of 1998. The sales for the quarter ended October 31, 1996 included $124,000 to the Company's worldwide Perma-Seal Dialysis Access Graft distributor. This distributor agreement was terminated in January 1997. The Company is seeking another distributor of this product and is in discussion with several potential companies. There were no sales of the Perma-Seal Graft during the three months ended October 31, 1997. The Company is planning for continued growth in product sales for the remainder of fiscal 1998 and beyond and believes that for the next several years most of this growth will come from AngioJet System sales in the U.S. marketplace. Cost of medical products in the current period increased 16% or $209,000 compared to the same period a year ago. The increase is primarily due to the significant growth in the AngioJet System product sales. The Company believes that manufacturing costs per unit will be reduced and gross margins will increase as product sales and related production volumes grow and as identified product and process improvements are made. Selling, general and administrative expenses for the three months ended October 31, 1997 increased by $800,000 compared to the same period a year ago. The primary factor is increased sales and marketing expense related to the establishment of a direct U.S. sales organization to sell the AngioJet Rapid Thrombectomy System and expenses of marketing the product in the United States. The Company plans to continue to grow its field sales organization during fiscal 1998, and sales and marketing expenditures are expected to grow significantly in the current year and beyond. Research and development expenses increased 27% or $293,000 in the mostrecent three-month period, compared to the same period a year ago. The increase is primarily due to increased U.S. clinical study expenses associated with the use of the AngioJet System in coronary vessels and the cost of developing additional AngioJet System catheter designs. The Company believes that research and development expenses will continue to increase as it completes the development of its current products, invests in development of new AngioJet Rapid Thrombectomy System applications, new vascular grafts and new AngioJet technology-based products. Interest income has decreased in the most recent period due to the use of the Company's cash reserves to fund the Company's operations. The Company recorded the final income relating to the sale of its Technical Service division during the first quarter of fiscal 1997. Liquidity and Capital Resources Cash, cash equivalents and marketable securities totaled $11,781,000 at October 31, 1997 versus $14,813,000 at July 31, 1997. Net cash usage for the three months ended October 31, 1997 averaged $1,014,000 per month, consistent with the Company's expectations. Most of the $3,087,000 cash used in operations in the most recent three month period is due to the $2,817,000 first quarter net loss. The Company believes that product sales of the AngioJet System primarily in the U.S. will yield meaningful sales growth going forward. Concurrently, sales and marketing expenditures are planned to increase with the sales growth. Research and development expenditures are expected to grow as well. The Company expects to report a loss for the last three quarters of the current fiscal year. In addition, the Company expects that increasing working capital investments in trade accounts receivable and inventory will be required to support growing product sales. The Company is currently evaluating its capital needs and the options available for raising cash. Additional capital will be sought in fiscal 1998. Forward-Looking Statements This Management's Discussion and Analysis of Financial Condition and Results of Operations contains certain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. Such statements relating to future events and financial performance, including the submission of applications to the FDA, revenue and expense levels and future capital requirements, are forward-looking statements that involve risks and uncertainties, including the Company's ability to meet its timetable for FDA submissions, the review time at the FDA which is out of the Company's control, changes in the Company's marketing strategies, the Company's ability to establish product distribution channels, changes in manufacturing methods, market acceptance of the AngioJet System, changes in the levels of capital expenditures by hospitals, the levels of sales of the Company's products that can be achieved and other risks detailed from time to time in the Company's various Securities and Exchange Commission filings. PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits Certain of the following exhibits are incorporated by reference from prior filings. The form with which each exhibit was filed and the date of filing are indicated below. Exhibit Form Date Filed Description 3.1 10-K Fiscal year ended Articles of incorporation July 31, 1994 as amended and restated to date. 3.2 S-2 Amendment No. 1 Bylaws as amended and August 9, 1994 restated to date. 27 Financial Data Schedule (b) Reports on Form 8-K Possis Medical, Inc. filed no reports on Form 8-K during the quarter ended October 31, 1997. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. POSSIS MEDICAL, INC. DATE: December 11, 1997 BY: ____/s/____________________________ ROBERT G. DUTCHER President and Chief Executive Officer DATE: December 11, 1997 BY: ____/s/____________________________ RUSSEL E. CARLSON Vice President of Finance and Chief Financial Officer