1 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark one) [X] Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 for the quarterly period ended April 4, 1998 or [ ] Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 for the transition period from __________ to ___________ COMMISSION FILE NUMBER: 1-8145 THORATEC LABORATORIES CORPORATION - ------------------------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) California 94-2340464 - ------------------------------------------------- ------------------------- (State or Other Jurisdiction of Incorporation or (I.R.S. Employer Organization) Identification No.) 6035 Stoneridge Drive, Pleasanton, California 94588 - ----------------------------------------------------- ------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (925) 847-8600 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 [ ] As of May 6, 1998 registrant had 20,319,328 shares of common stock outstanding. 2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS THORATEC LABORATORIES CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) April 4, January 3, 1998 1998 ----------- ----------- ASSETS Current Assets: Cash and cash equivalent $ 5,219,138 $ 9,469,311 Short-term investments available-for-sale 5,463,262 5,390,663 Receivables 2,166,263 1,302,323 Inventories (Note 3) 4,591,219 3,901,258 Prepaid expenses and other 275,490 270,865 ----------- ----------- Total current assets 17,715,372 20,334,420 Equipment and leasehold improvements, at cost 11,848,382 8,823,679 Accumulated depreciation and amortization (2,313,971) (2,154,105) ----------- ----------- Equipment and leasehold improvements - net 9,534,411 6,669,574 Other Assets 1,489,617 1,473,180 ----------- ----------- TOTAL ASSETS $28,739,400 $28,477,174 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 4,040,453 2,804,400 Accrued compensation 725,343 929,920 Other 570,963 715,577 ----------- ----------- Total current liabilities 5,336,759 4,449,897 Commitments Shareholders' Equity: Common shares, 100,000,000 authorized; issued and outstanding 20,319,328 in 1998 and 20,172,445 in 1997 72,683,439 72,664,107 Paid-in capital 2,482,229 2,482,229 Accumulated deficit (51,755,764) (51,081,554) Other comprehensive loss: Unrealized loss on investments - net (1,037) (7,539) Cumulative translation adjustments (6,226) (29,966) ----------- ------------ Total other comprehensive loss (7,263) (37,505) ----------- ----------- Total shareholders' equity 23,402,641 24,027,277 ----------- ----------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $28,739,400 $28,477,174 =========== =========== See notes to condensed consolidated financial statements 2 3 THORATEC LABORATORIES CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended ------------------------------ April 4, March 29, 1998 1997 ------------ ------------ Revenue: Product sales - net $ 3,503,064 $ 1,841,680 Interest and other income 199,845 203,519 ------------ ------------ Total revenue 3,702,909 2,045,199 ------------ ------------ Costs and expenses: Costs of products sold 1,356,592 837,797 Research and development 1,220,060 1,222,136 Selling, general and administrative 1,800,467 1,314,420 ------------ ------------ Total costs and expenses 4,377,119 3,374,353 ------------ ------------ Net loss $ (674,210) $ (1,329,154) ============ ============ Basic and diluted loss per share (Note 5) $ (0.03) $ (0.07) ============ ============ Shares used to compute basic and diluted loss per share 20,285,232 17,968,399 See notes to condensed consolidated financial statements. 3 4 THORATEC LABORATORIES CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended ------------------------------ April 4, March 29, 1998 1997 ------------ ------------ Cash flows from operating activities: Net loss $ (674,210) $ (1,329,154) Adjustments to reconcile net loss to net cash used in operating activities: Common stock options granted for services 360 Depreciation and amortization 159,866 48,663 Changes in assets and liabilities: Receivables (863,941) (605,097) Prepaid expenses and other (4,625) 89,339 Inventories (689,961) (162,370) Other assets (16,437) (9,451) Accounts payable and other liabilities (299,351) (512,322) ------------ ------------ Net cash used in operating activities (2,388,659) (2,480,032) ------------ ------------ Cash flows from investing activities: Purchases of short-term investments available-for-sale (5,063,978) (12,338,163) Maturities of short-term investments available-for-sale 4,925,000 12,700,000 Sales of short-term investments available-for-sale 72,881 4,170,783 Capital expenditures (1,814,749) (440,880) ------------ ------------ Net cash provided by (used in) investing activities (1,880,846) 4,091,740 ------------ ------------ Cash flows from financing activities: Common stock issued upon exercise of options 19,332 12,422 ------------ ------------ Net cash provided by financing activities 19,332 12,422 ------------ ------------ Net increase (decrease) in cash and cash equivalents (4,250,173) 1,624,130 Cash and cash equivalents at beginning of period 9,469,311 5,348,000 ------------ ------------ Cash and cash equivalents at end of period $ 5,219,138 $ 6,972,130 ============ ============ Noncash Financing Transaction: Construction costs and capital assets in accounts payable $ 2,452,549 $ 79,215 See notes to condensed consolidated financial statements. 4 5 THORATEC LABORATORIES CORPORATION AND SUBSIDIARY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. BASIS OF PRESENTATION The interim consolidated financial statements presented have been prepared by Thoratec Laboratories Corporation (the Company) without audit and, in the opinion of management, reflect all adjustments necessary (consisting only of normal recurring adjustments) to present fairly the financial position, results of operations and cash flows at April 4, 1998 and for all periods presented. The results of operations for any interim period are not necessarily indicative of results for a full year. The consolidated balance sheet presented as of January 3, 1998, has been derived from the consolidated financial statements that have been audited by the Company's independent public accountants. The consolidated financial statements and notes are presented as permitted by the Securities and Exchange Commission and do not contain certain information included in the annual consolidated financial statements and notes of the Company. It is suggested that the accompanying condensed consolidated financial statements to be read in conjunction with the audited consolidated financial statements and the notes thereto contained in the Company's Annual Report on Form 10-K for the fiscal year ended January 3, 1998, filed with the Securities and Exchange Commission. The preparation of the Company's consolidated financial statements in conformity with generally accepted accounting principles necessarily requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the consolidated balance sheet dates and the reported amounts of revenues and expenses for the periods presented. Certain reclassifications have been made to the 1997 amounts to conform to the 1998 presentation. 2. RECENTLY ISSUED ACCOUNTING STANDARD During June 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an Enterprise and Related Information" (SFAS 131), which establishes annual and interim standards for an enterprise's operating segments and related disclosures about it's products, services, geographic areas, and major customers. Adoption of this Statement will not impact the Company's consolidated financial position, results of operations or cash flows, and any effect will be limited to the form and content of its disclosures. Such Statement is effective for fiscal years beginning after December 15, 1997, with earlier application permitted . 5 6 3. INVENTORIES Inventories consist of the following: April 4, January 3, 1998 1998 ---------- ---------- Finished goods $1,740,847 $1,652,312 Work in process 1,261,232 803,606 Raw materials 1,589,140 1,445,340 ---------- ---------- Total $4,591,219 $3,901,258 ========== ========== 4. COMPREHENSIVE LOSS Effective January 4, 1998, Thoratec Laboratories Corporation adopted Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income." This Statement requires that all items recognized under accounting standards as components of comprehensive earnings be reported in an annual financial statement that is displayed with the same prominence as other annual financial statements. This statement also requires that an entity classify items of other comprehensive earnings by their nature in an annual financial statement. For example, other comprehensive earnings may include foreign currency translation adjustments, unrealized gains and losses on marketable securities classified as available-for-sale and minimum pension liability adjustments. Annual financial statements for prior periods will be reclassified, as required. The Company's total comprehensive loss is as follows: Three Months Ended ------------------------------- April 4, March 29, 1998 1997 --------- ----------- Net loss $(674,210) $(1,329,154) Other net comprehensive income: Foreign currency translation adjustments 23,740 (21,789) Unrealized gain (loss) on securities 6,502 (3,488) --------- ----------- Other comprehensive income (loss) 30,242 (25,277) --------- ----------- Comprehensive loss $(643,968) $(1,354,431) ========= =========== 6 7 5. EARNINGS PER SHARE The Company calculates basic earnings per share (EPS) and diluted EPS in accordance with Statement of Financial Accounting Standards No. 128, "Earnings per Share" (SFAS 128). Basic EPS is computed by dividing net income (loss) for the period by the weighted average number of common shares outstanding for that period. Diluted EPS takes into account the effect of dilutive instruments, such as stock options, and uses the average share price for the period in determining the number of incremental shares that are to be added to the weighted average number of shares outstanding. Diluted EPS for the three months ended April 4, 1998 and the three months ended March 29, 1997 exclude any effect of such instruments because their inclusion would be antidilutive. The following is a summary of the calculation of the number of shares used in calculating basic and diluted EPS: Three Months Ended ---------------------------------- April 4, March 29, 1998 1997 ---------- ----------- Shares used to compute basic EPS 20,285,232 17,968,399 Add: effect of dilutive securities -- -- ---------- ----------- Shares used to compute diluted EPS 20,285,232 17,968,399 ========== ========== 7 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION Liquidity and Capital Resources At the end of the first quarter of 1998 the Company had working capital of $12,379,000 compared with $15,885,000 at the end of 1997. The decrease in working capital was due to a decrease in cash and an increase in accounts payable partially offset by increases in receivables and inventories. Cash was used to support ongoing operations as well as planned expenditures on the Company's new manufacturing facility. Receivables increased principally due to higher sales in March compared to December. Inventories increased in preparation for planned increases in sales activity including the planned introduction of the Company's portable VAD driver, the TLC-II. Accounts payable increased due to timing of construction payments related to the new manufacturing facility. While the Company believes it has sufficient funds for its current business plan it expects that its operating expenses will increase in future periods as the Company expends increased amounts on product manufacturing and marketing and on research and development of new product lines. As a result, the Company expects to incur net losses for at least the current year. There can be no assurance that the Company will achieve profitability or positive cash flow. The Company does not expect that inflation will have a material impact on its operations. Results of Operations Product sales in the first quarter of 1998 were approximately $3,503,000 compared to $1,842,000 in the first quarter of 1997. The $1,661,000, or 90%, increase is principally the result of increased sales of the Company's VAD System in the United States and Europe. The increase is due to increases in the number of domestic and European centers using the VAD System since direct sales and marketing efforts were initiated in early 1996 and mid-1997, respectively, as well as increases in the average selling price of the VAD System. Interest and other income in the first quarter of 1998 were relatively unchanged when compared to the first quarter of 1997. Cost of sales increased $519,000, or 62%, in 1998 as a result of higher sales in 1998. Gross margin increased from 55% in 1997 to 61% in 1998 due to changes in sales mix with increased unit sales of VAD pumps and higher average selling prices for the VAD System. Research and development expenses for the first quarter of 1998 were relatively unchanged in total compared to the first quarter of 1997 with spending increasing on the Coronary Artery Bypass Graft product and decreasing on the TLC-II portable driver and Vascular Access Graft products. Selling, general and administrative expenses in the first quarter of 1998 increased $486,000, or 37%, compared to the first quarter of 1997 due principally to expanded domestic and European sales and marketing efforts, including the implementation of a direct sales strategy in Europe, increased customer clinical support training and the establishment of a medical advisory board. Forward-Looking Statements The portions of this report that relate to future plans, events or performance are forward-looking statements. Investors are cautioned that all such statements involve risks and uncertainties, including announcements by the Company's competitors, risks related to the government regulatory approval processes, delays in facility construction, delays in product development and new product introductions, rapidly changing technology, an intensely competitive market, market acceptance of new products, relationships with foreign distributors, reimbursement policies and general economic conditions. These factors, and others, are discussed more fully in the company's annual report on Form 10-K for the fiscal 8 9 year ended January 3, 1998, and the Company's other filings with the Securities and Exchange Commission. Actual results, events or performance may differ materially. These forward-looking statements speak only as of the date hereof. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. 9 10 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits required by Item 601 of Regulation S-K See Exhibit Index on the page immediately preceding exhibits. (b) Reports on Form 8-K No reports on Form 8-K were filed during the quarter. 10 11 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THORATEC LABORATORIES CORPORATION Date: May 8, 1998 /s/ D. Keith Grossman ----------- ------------------------------------------------ D. Keith Grossman, Chief Executive Officer Date: May 8, 1998 /s/ Cheryl D. Hess ----------- ------------------------------------------------- Cheryl D. Hess, Chief Financial Officer 11 12 EXHIBIT INDEX Exhibit Number Document -------------- --------- 27 Financial Data Schedule 12