| Bioanalytical Systems, Inc. | |||
| Ticker: | BASI | 2701 Kent Avenue | |
| Exchange: | NASDAQ-National Market | West Lafayette, IN 47906 | |
| Industry: | Manufacturing (SIC Code 3821) | (765) 463-4527 | |
| # of Employees: | 155 | ||
| Type of Shares: | Common Shares | Filing Date: | 9/26/97 | |
| U.S. Shares: | 1,250,000 | Offer Date: | 11/24/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $9.00 - $11.00 | |
| Primary Shares: | 1,250,000 | Offer Price: | $8.00 | |
| Secondary Shares: | 0 | Gross Spread: | $0.56 | |
| Offering Amount: | $12,500,000 | Selling: | $0.30 | |
| Expenses: | $500,000 | Reallowance: | $0.10 | |
| Shares Out After: | 4,500,000 |
| Manager | Tier | Phone |
| Roney & Co. | Lead Manager | (313) 225-5741 |
| Ohio Company, The | Co-manager | (614) 464-6880 |
| Issuer's Law Firm: | Ice Miller Donadio & Ryan |
| Bank's Law Firm: | Honigman, Miller, Schwartz & Cohn |
| Auditor: | Ernst & Young |
Dollar amounts in U.S. millions except for per share data | |||||
| 9 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 9/30/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $12.79 | $11.04 | $9.39 | Assets: | $14.42 |
| Net Income: | $0.35 | $0.64 | $0.14 | Curr Assets: | $5.09 |
| EPS: | $0.11 | $0.21 | $0.04 | Liabilities: | $7.56 |
| Prior EPS: | $0.16 | $0.37 | -$0.12 | Curr Liabilities: | $1.73 |
| Cash Flow/Oper: | $0.30 | $1.87 | -$0.68 | Equity: | $6.86 |
| Cash Flow/Fin: | $1.65 | -$2.60 | -$0.56 | Cash: | $0.24 |
| Cash Flow/Inv: | -$3.16 | -$2.60 | Working Cap: | $3.36 | |
| Business Description |
| The company is a leading contract research organization providing research and development resources through both its services and products to the worldwide pharmaceutical, medical device and biotechnology industries. Founded in 1974, the Company has over 23 years of experience in developing products and methodologies to support the analytical chemistry requirements of the drug discovery process. At its inception, the Company focused on providing new products and procedures which facilitated research progress at client sites. Recently, pharmaceutical companies have experienced increasing pressures to bring products to market on a cost-effective and accelerated basis. Accordingly, many clients have requested the Company to carry out proprietary projects at the Company's facilities. As a result, the Company now derives its revenues from (i) research services provided to clients and (ii) the sale of its analytical instruments and other products. The Company believes that among contract research organizations that provide in house statistical, clinical, and medical services, it is the only one that designs and sells analytical instrumentation products and, on the analytical instrument side, it is one of very few firms that maintains a separate business for contract analytical services. |
| Competition |
| With respect to its products, the Company competes with several large equipment manufacturers, including Hewlett Packard, Waters Corporation and Perkin Elmer Corporation. Competitive factors include quality, reliability and price. The Company believes it competes favorably in its targeted markets because of its ability to combine quality products with technical assistance and services to meet customer needs. With respect to its services, the Company competes primarily with in-house research, development, quality control and other support service departments of pharmaceutical and biotechnology companies, as well as university research laboratories and teaching hospitals. In addition, there are numerous full-service CRO'sthat compete in this industry. The largest CRO competitors offering similar research services include Covance, Inc., Pharmaceutical Product Development, Inc., Applied Analytical Industries, Inc., Phoenix International Life Sciences Inc. and MDS Health Group Ltd. CROs generally compete on the basis of previous experience, medical and scientific expertise in specific therapeutic areas, the quality of contract research, the ability to organize and manage large-scale trials on a global basis, medical database management capabilities, the ability to provide statistical and regulatory services, the ability to recruit investigators, the ability to integrate information technology with systems to improve the efficiency of contract research, an international presence with strategically located facilities, financial viability and price. Many of the Company's competitors are much larger and have significantly greater financial resources than the Company. |
| Business Plan |
| The Company's operating strategies are derived from a strong base of expertise in analytical chemistry, obtained from not only its role as a manufacturer of state of the art instrumentation but also as a provider of contract laboratory services. This dual role strongly differentiates the Company from its competitors. The Company believes that among CRO's that provide statistical, clinical, and medical services, the Company is the only one that designs and sells analytical instrumentation. Within the analytical instruments business, theCompany believes it is one of very few firms to maintain a separate business unit devoted to contract analytical services under the regulatory framework of GLP's and GMP's. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for repayment of indebtedness, purchase of laboratory equipment, hiring of additional personnel, upgrade of information systems, expansion of current facilities, working capital and other general corporate purposes including potential acquisitions. |
| Name of Shareholder | % Owned Before | % Owned After |
| Peter T. Kissinger | 42.00% | 28.00% |
| Candice B. Kissinger | 42.00% | 28.00% |
| William C. Mulligan | 15.70% | 10.50% |
| Primus Capital Fund II, L.P. | 15.70% | 10.50% |
| Thomas A. Hiatt | 9.40% | 6.30% |
| Middlewest Ventures II, L.P. | 9.40% | 6.30% |
| Officer Name | Title | Age |
| Peter T. Kissinger, Ph.D. | Chairman of the Board; President; Chief Executive officer | 52 |
| Douglas P. Wieten | Chief Financial Officer, Controller and Treasurer | 35 |
| Michael P. Wilvon, Ph.D. | Managing Director, BAS Technicol, Ltd. | 44 |
| Ronald E. Shoup, Ph.D. | President, Research Services Unit; Vice President, Research and Development, Director | 45 |
| Craig S. Burntlett, Ph.D. | Vice President, Electrochemical Products | 48 |
| Donnie A. Evans | Vice President, Engineering | 51 |
| Lina L. Reeves-Kerner | Vice President, Human Resources | 46 |
| Candice B. Kissinger | Vice President, International Marketing; Secretary and Director | 45 |
| Stephen Geary, Ph.D. | Vice President, United States Sales and Marketing | 55 |