SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: November 10, 2005
Corgenix Medical Corporation
(Exact Name of registrant as specified in its charter)
Nevada 000-24541 93-1223466
(State or other Commission File Number) I.R.S. Employer
jurisdiction Identification No.)
of incorporation)
12061 Tejon Street
Westminster, Colorado 80234
(Address, including zip code, of principal executive offices)
(303) 457-4345 (Registrant's telephone number
including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
- - Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
- - Soliciting Material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
- - Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
- - Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02 Results of Operations and Financial Condition
On November 10, 2005, the Registrant issued a press release announcing its
financial results for the fiscal quarters ended September 30, 2005 and 2004. A
copy of the press release is furnished as Exhibit 99 to this report and is
incorporated herein by reference. This release contains no non-GAAP financial
measures.
ITEM 9.01 Financial Statements and Exhibits
a) Not applicable.
b) Not applicable.
c) Exhibits:
99 Press release dated November 10, 2005.
Safe Harbor Statement
Statements in this report that are not strictly historical facts are "forward
looking" statements (identified by the words "believe", "estimate", "project",
"expect" or similar expressions) within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements inherently involve risks and
uncertainties that could cause actual results to differ materially from the
forward-looking statements. Factors that would cause or contribute to such
differences include, bus are not limited to, continued acceptance of the
Company's products and services in the marketplace, competitive factors, changes
in the regulatory environment, and other risks detailed in the Company's
periodic report filings with the Securities and Exchange Commission. The
statements in this report are made as of today, based upon information currently
known to management, and the Company does not undertake any obligation to
publicly update or revise any forward-looking statements.
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 hereunto duly authorized.
CORGENIX MEDICAL CORPORATION
Date: November 10, 2005 By: /s/ Douglass T. Simpson
---------------------------------
Douglass T. Simpson, President and Chief
Executive Officer
Exhibit 99
PRESS RELEASE
For Immediate Release
CORGENIX REPORTS RECORD SALES AND EBITDA FOR
FIRST QUARTER OF FISCAL 2006
DENVER, COLORADO --November 10, 2005-- Corgenix Medical Corporation (OTC BB:
CONX), a worldwide developer and marketer of diagnostic test kits, reported
sales of $1,634,953 for the first fiscal quarter ended September 30, 2005
compared to $1,303,071 for the quarter ended September 30, 2004, an increase of
25.5%.
The quarter produced an operating income of $213,762 and EBITDA (earnings before
interest, taxes, depreciation and amortization) of $341,285 compared to an
operating loss of $85,996 and negative EBITDA in the first quarter 2005.
The Company reported a net loss of $124,108 or ($0.01) per share for the quarter
ended September 30, 2005 compared to a net loss of $190,199 or ($0.04) in the
year earlier quarter. The current loss is primarily due to significant
non-operating and non-cash charges attributable to the recent convertible debt
financing, which resulted in $261,587 in non-cash charges to interest expense
and $80,134 in amortization of deferred financing costs, both relating to the
beneficial conversion features of the notes payable from the financing.
During the first quarter 2006, Corgenix was named one of Colorado's 50 fastest
growing technology companies in Colorado, in a list compiled by Deloitte &
Touche. In addition to this award, which was based on consistent revenue growth
over five years, the Company recently announced it will develop diagnostic tests
for bioterrorism agents under a multi-million dollar NIH contract awarded to
Tulane University. Under this contract, the Company will work to develop and
manufacture a commercialized product that will enable rapid detection of viral
hemorrhagic fevers, potential bioterrorism agents. These new tests, which will
utilize Corgenix' proprietary ELISA technology, will expand the company presence
into biodefense.
"We are extremely pleased with the first quarter results," stated Douglass
Simpson, President and CEO of Corgenix. "The Company demonstrated the largest
year over year quarterly sales increase, and it produced the largest EBITDA
since its founding in 1990. As we continue to expand our product portfolio into
key strategic markets, as evidenced by our recent collaboration with Tulane
under the NIH contract, our sales have rapidly increased both domestically and
internationally. The management team believes that we are on target for the
strongest year in our history driven by new product expansion and the continued
acceleration of our sales."
About Corgenix Medical Corporation
Corgenix is a leader in the development and manufacturing of specialized
diagnostic kits for immunology disorders, vascular diseases and bone and joint
disorders. Corgenix diagnostic products are commercialized for use in clinical
laboratories throughout the world. The company currently sells over 50
diagnostic products through a global distribution network and has significant
experience advancing products through the FDA process. More information is
available at www.corgenix.com.
- ------------------------------------------------------------------------------
Statements in this press release that are not strictly historical facts are
"forward looking" statements (identified by the words "believe", "estimate",
"project", "expect" or similar expressions) within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements inherently involve
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or contribute to
such differences include, but are not limited to, continued acceptance of the
Company's products and services in the marketplace, competitive factors, changes
in the regulatory environment, and other risks detailed in the Company's
periodic report filings with the Securities and Exchange Commission. The
statements in this press release are made as of today, based upon information
currently known to management, and the company does not undertake any obligation
to publicly update or revise any forward-looking statements.
SUMMARY OF FINANCIAL HIGHLIGHTS
($000 of U.S. dollars except shares outstanding and per share amounts)
CORGENIX MEDICAL CORPORATION AND SUBSIDIARIES
OPERATIONAL DATA
Quarter Ended September 30,
2005 2004
------------------------------
Net sales $1,635 $1,303
Gross profit 1,053 746
Operating income (loss) 214 (86)
Net loss (124) (190)
EBITDA 341 (40)
Basic and diluted loss
per share $(0.01) $ (0.04)
Diluted shares outstanding 8,379,052 5,324,818
BALANCE SHEET DATA
September 30, 2005 September 30, 2004
--------------------------------------------------------
Cash $ 1,103 $ 427
Working capital 2,377 542
Total assets 4,840 2,846
Long-term debt 1,237 241
Total stockholders'
equity 2,353 381
RECONCILIATION OF NET LOSS TO EBITDA
($000 of U.S. dollars)
Quarter Ended September 30,
2005 2004
------------------------------
Net loss as reported $(124,108) $ (190,199)
Adjusted for:
Interest expense 337,870 104,203
Depreciation and
amortization 47,389 46,068
Amortization of
deferred financing
Costs 80,134 --
--------- ---------
Earnings before Interest, Taxes,
Depreciation and
Amortization (EBITDA) $341,285 $ (39,928)
============= ===========
Company Contact:
Corgenix Medical Corp
William Critchfield, Senior VP and CFO
(303) 453-8903 Email: wcritchfield@corgenix.com
Investor Contact:
The Investor Relations Group
John Nesbett / Amanda Watkins
Phone: (212) 825-3210
Fax: (212) 825-3229