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 December 31, 2000 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 333-36429 BIOANALYTICAL SYSTEMS, INC. --------------------------- (Exact name of the registrant as specified in its charter) INDIANA 35-1345024 ------- ---------- (State or other jurisdiction (I.R.S. Employer of corporation or organization) Identification No.) 2701 KENT AVENUE WEST LAFAYETTE, IN 47906 ------------------ ----- (Address of principal executive offices (Zip code) (765) 463-4527 -------------- (Registrant's telephone number, including area code) 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 December 31, 2000, 4,563,397 Common Shares of the registrant were outstanding.
PAGE NUMBER ------ PART I FINANCIAL INFORMATION Item 1 Financial Statements (Unaudited): Consolidated Balance Sheets as of December 31, 2000 and September 30, 2000 ...............................................3 Consolidated Statements of Operations for the Three Months ended December 31, 2000 and 1999 ..........................5 Consolidated Statements of Cash Flows for the Three Months Ended December 31, 2000 and 1999 ..........................7 Notes to Consolidated Financial Statements .......................8 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations ..............................9 Item 3 Quantitative and Qualitative Disclosures About Market Risk ......11 PART II OTHER INFORMATION Item 1 Legal Proceedings ...............................................11 Item 6 Exhibits and Reports on Form 8-K ................................12 SIGNATURES ..................................................................13 - 2 -
PART I -- FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS <TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except share data) December 31, 2000 September 30, 2000 (Unaudited) (Note) ----------- ------ <S> <C> <C> ASSETS Current Assets: Cash and cash equivalents $ 391 $ 477 Accounts receivable, net 3,495 3,128 Inventories 2,337 2,235 Other current assets 141 56 Refundable income taxes 313 313 Deferred income taxes 411 411 ------- ------- Total Current Assets 7,088 6,620 Property and equipment: Land and improvements $ 496 496 Buildings and improvements 13,379 13,340 Machinery and equipment 9,622 9,536 Office furniture and fixtures 1,076 1,072 Construction in process 7 7 ------- ------- Total Property and Equipment 24,580 $24,451 Less accumulated depreciation (5,960) (5,538) ------- ------- 18,620 18,913 Goodwill, less accumulated amortization of $231 and $213 972 990 Other assets 135 139 ------- ------- Total Assets $26,815 $26,662 ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,318 $ 1,398 Income taxes payable --- 2 Accrued expenses 500 619 Customer advances 846 929 Revolving line of credit 2,496 2,267 Current portion of capital lease obligation 240 240 Current portion of long-term debt 233 234 Total current liabilities 5,633 5,689 Capital lease obligation, less current portion 605 663 Long-term debt, less current portion 2,917 2,975 Deferred income taxes 1,408 1,273 Shareholders equity: Preferred Shares: 1,000,000 shares authorized; no shares issued and outstanding --- --- Common Shares: 19,000,000 shares authorized; 4,563,397 and 4,562,645 shares issued and outstanding 1,011 1,011 Additional paid-in capital 10,497 10,496 Retained earnings 4,773 4,578 Accumulated other comprehensive loss (29) (23) ------- ------- Total shareholders' equity 16,252 16,062 ------- ------- Total liabilities and shareholders' equity $26,815 $26,662 ======= ======= <FN> Note: The balance sheet at September 30, 2000 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. See accompanying notes. </FN> </TABLE> - 3 -
<TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts) (Unaudited) Three Months Three Months Ended Dec 31, 2000 Ended Dec 31, 1999 ------------------ ------------------ <S> <C> <C> Services revenue $ 3,096 $ 2,773 Product revenue 2,330 1,673 ---------- ---------- Total revenue 5,426 4,446 Cost of services revenue 2,241 2,418 Cost of product revenue 763 619 ---------- ---------- Total cost of revenue 3,004 3,037 Gross profit 2,422 1,409 Operating expenses: Selling 776 804 Research and development 394 448 General and administrative 761 629 ---------- ---------- Total operating expenses 1,931 1,881 ---------- ---------- Operating income (loss) 491 (472) Interest income --- 12 Interest expense (136) (121) Other income (expense) 1 17 Loss on sale of property and equipment --- (8) ---------- ---------- Income (loss) before income taxes 356 (572) Income taxes (benefit) 161 (200) ---------- ---------- Net income (loss) $ 195 $ (372) ========== ========== Basic net income (loss) per common share $ .04 $ (.08) Diluted net income (loss) per common and $ .04 $ (.08) common equivalent share Basic weighted average common shares $4,563,242 $4,515,825 outstanding Diluted weighted average common and common $4,577,365 $4,515,825 equivalent shares outstanding See accompanying notes. </TABLE> - 4 -
<TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) Three Months Ended Three Months Ended December 31, 2000 December 31, 1999 ------------------ ------------------ <S> <C> <C> Operating activities: Net income (loss) $ 195 $ (372) Adjustments to reconcile net income (loss) to net cash used by operating activities: Depreciation and amortization 440 338 Loss on sale of property and equipment --- 8 Deferred income taxes 135 (227) Changes in operating assets and liabilities: Accounts receivable (367) 1,218 Inventories (102) (129) Other assets (81) 49 Accounts payable (80) (997) Income taxes payable (2) (2) Accrued expenses and customer advances (202) (628) ------ ------ Net cash used by operating activities (64) (742) Investing activities: Capital expenditures (129) (408) Payments for purchase of net assets of TPS, Inc. net of cash acquired --- (429) ------ ------ Net cash used by investing activities (129) (837) Financing activities: Payments of long-term debt (117) (564) Borrowings on lines of credit 481 1,101 Payments on lines of credit (252) (283) Net proceeds from the exercise of stock options 1 13 ------ ------ Net cash provided by financing activities 113 267 Effects of exchange rate changes (6) (15) ------ ------ Net decrease in cash and cash equivalents (86) (1,327) Cash and cash equivalents at beginning of period 477 1,924 --- ------ Cash and cash equivalents at end of period $ 391 $ 597 ====== ====== See accompanying notes. </TABLE> - 5 -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (1) DESCRIPTION OF THE BUSINESS Bioanalytical Systems, Inc. and its subsidiaries (the "Company") engage in laboratory services, consulting and research related to analytical chemistry and chemical instrumentation. The Company also manufactures scientific instruments for use in the determination of trace amounts of organic compounds in biological, environmental and industrial materials. The Company sells its equipment and software for use in industrial, governmental and academic laboratories. The Company's customers are located in the United States and throughout the world. (2) INTERIM FINANCIAL STATEMENT PRESENTATION The accompanying interim financial statements are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements, and therefore these consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements, and the notes thereto, for the year ended September 30, 2000. In the opinion of management, the consolidated financial statements for the three month periods ended December 31, 2000 and 1999 include all normal and recurring adjustments which are necessary for a fair presentation of the results of the interim periods. The results of operations for the three month period ended December 31, 2000 are not necessarily indicative of the results for the year ending September 30, 2001. (3) INVENTORIES Inventories consisted of (in thousands): <TABLE> <CAPTION> December 31, 2000 September 30, 2000 ----------------- ------------------ <S> <C> <C> Raw materials $ 1,163 $ 1,288 Work in progress 356 375 Finished goods 918 672 ------- -------- 2,437 2,335 LIFO reserve (100) (100) ------- -------- $ 2,337 $ 2,235 ======= ======== </TABLE> (4) DEBT The Company has a working capital line of credit, which expires April 1, 2001 and allows borrowings of up to $3,500,000. Interest accrues monthly on the outstanding balance at the bank's prime rate plus 75 basis points (10.25% at December 31, 2000). The line is collateralized by inventories and accounts receivable and requires the Company to maintain certain financial ratios. There was $2,495,934 outstanding on this line of credit at December 31, 2000. On June 24, 1999 the Company obtained a $3,500,000 commercial mortgage with a bank. The mortgage note requires 59 monthly principal payments of $19,444 plus interest followed by a final payment for the unpaid principal amount of $2,352,804 due June 24, 2004. Interest is charged at the one-month LIBOR rate plus 200 basis points (8.56% at December 31, 2000). - 6 -
(5) LITIGATION In April 1997, CMA Microdialysis Holding A.B. ("CMA") filed an action against the Company in the United States District Court for the District of New Jersey in which CMA alleged that the Company's microdialysis probes infringe U.S. Patent No. 4,694,832. During the quarter ended December 31, 2000, the Company settled this case for an immaterial amount. (6) SEGMENT INFORMATION The Company operated in two principal segments - analytical services and products. The Company's analytical services unit provides chemistry support on a contract basis directly to pharmaceutical companies. The Company's products unit provides liquid chromatography, electrochemical and physiological monitoring products to pharmaceutical companies, universities, government research centers and medical research institutions. The Company evaluates performance and allocates resources based on these segments. <TABLE> <CAPTION> Operating Income (Loss) Three Months Ended Three Months Ended (In thousands) December 31, 2000 December 30, 1999 ----------------- ----------------- <S> <C> <C> Services $ 282 $ (70) Products 209 (402) ----- ----- Total operating income (loss) 491 (472) Corporate income (expenses) (135) 100 ----- ----- Income (loss) before income taxes $ 356 $(572) ===== ===== </TABLE> (7) NEW ACCOUNTING PRONOUNCEMENTS In June 1998, the FASB issued Statement of Financial Accounting Standards ("SFAS") No. 133, "Accounting for Derivative Instruments and Hedging Activities." SFAS No. 133 is effective for all fiscal quarters of all fiscal years beginning after June 15, 2000 (October 1, 2000 for the Company). SFAS No. 133 requires that all derivative instruments be recorded on the balance sheet at their fair value. Changes in the fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, the type of hedge transaction. Currently, the Company does not use derivatives. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This Form 10-Q may contain "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933, as amended, and/or Section 21E of the Securities Exchange Act of 1934, as amended. Those statements may include, but are not limited to, discussions regarding the Company's intent, belief or current expectations with respect to (i) the Company's strategic plans; (ii) the Company's future profitability; (iii) the Company's capital requirements; (iv) industry trends affecting the Company's financial condition or results of operations; (v) the Company's sales or marketing plans; or (vi) the Company's growth strategy. Investors in the Company's Common Shares are cautioned that reliance on any forward-looking statement involves risks and uncertainties, including the risk factors contained in the Company's Registration Statement on Form S-1, File No. 333-36429. Although the Company believes that the assumptions on which the forward-looking statements contained herein are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based upon those assumptions also could be incorrect. In light of the uncertainties inherent in any forward-looking statement, the inclusion of a forward-looking statement herein should not be regarded as a representation by the Company that the Company's plans and objectives will be achieved. - 7 -
RESULTS OF OPERATIONS THREE MONTHS ENDED DECEMBER 31, 2000 COMPARED WITH THREE MONTHS ENDED DECEMBER 31, 1999 Total revenue for the three months ended December 31, 2000 increased 22.0% to $5.4 million from $4.4 million for the three months ended December 31, 1999. The net increase of $1.0 million was primarily due to increased revenue from the sale of the Culex automated blood sampling devices and related products, which increased product sales to $2.3 million for the three months ended December 31, 2000 from $1.7 million for the three months ended December 31, 1999. Total cost of revenue for the three months ended December 31, 2000 decreased 1.1% to $3.00 million from $3.04 million for the three months ended December 31, 1999. Cost of services revenue decreased to 72.4% of services revenue for the three months ended December 31, 2000 from 87.2% of services revenue for the three months ended December 31, 1999 primarily due to an increase in preclinical and bioanalytical service revenue. Cost of product revenue decreased to 32.7% of product revenue for the three months ended December 31, 2000 from 37.0% of product revenue for the three months ended December 31, 1999, primarily due to a change in product mix. Selling expenses for the three months ended December 31, 2000 decreased 3.5% to $776,000 from $804,000 for the three months ended December 31, 1999. Research and development expenses for the three months ended December 31, 2000 decreased 12.1% to $394,000 from $448,000 for the three months ended December 31, 1999, primarily as a result of an increase in grant reimbursements. General and administrative expenses for the three months ended December 31, 2000 increased 21.0% to $761,000 from $629,000 for the three months ended December 31, 1999, primarily as a result of the increase in staff at the preclinical services unit. Other expense was $135,000 for the three months ended December 31, 2000, as compared to other expense of $100,000 for the three months ended December 31, 1999, primarily as a result of increased interest expense due to the increase in debt. The Company's effective tax rate for the three months ended December 31, 2000 was 45.1% as compared to 34.5% for the three months ended December 31, 1999, primarily due to nondeductible foreign losses. LIQUIDITY AND CAPITAL RESOURCES At December 31, 2000, the Company had cash and cash equivalents of $391,000 compared to cash and cash equivalents of $477,000 at September 30, 2000. The decrease in cash resulted primarily from the Company's investing activities. The Company's net cash used by operating activities was $64,000 for the three months ended December 31, 2000 as compared to $742,000 for the first three months of fiscal 1999 primarily due to the reduction in accounts payable in the quarter ended December 31, 1999 and the effect of the consolidation of financial results with the acquisition of T.P.S., Inc. on October 1, 1999. The negative cash flow from operations during the three months ended December 31, 2000 was partially the result of a net income of $195,000 plus non-cash charges of $575,000 offset by a net change of $(834,000) in operating assets and liabilities. The most significant increase in operating assets related to accounts receivable, which increased $367,000 to $3,495,000 at December 31, 2000 primarily due to the increase in revenue. - 8 -
Cash used by investing activities was $129,000 for the three months ended December 31, 2000 as compared to $837,000 for the three months ended December 31, 1999 primarily due to the acquisition of T.P.S., Inc. in the quarter ended December 31, 1999. Cash provided by financing activities for the three months ended December 31, 2000 was $113,000, primarily due to the increase of debt. Total expenditures by the Company for property and equipment were $129,000 and $408,000 for the three months ended December 31, 2000 and 1999, respectively. Expenditures made in connection with the expansion of the Company's operating facilities and purchases of laboratory equipment accounted for the largest portions of these expenditures. The Company currently has no firm commitments for capital expenditures. The Company also expects to make other investments to expand its operations through internal growth and, as attractive opportunities arise, through strategic acquisitions, alliances and joint ventures. Based on its current business activities, the Company believes that cash generated from its operations and amounts available under its existing bank line of credit will be sufficient to fund its anticipated working capital and capital expenditure requirements. The Company has a working capital line of credit, which expires April 1, 2001 and allows borrowings of up to $3,500,000. Interest accrues monthly on the outstanding balance at the bank's prime rate plus 75 basis points (10.25 % at December 31, 2000). The line is collateralized by inventories and accounts receivable and requires the Company to maintain certain financial ratios. There was $2,495,934 outstanding on this line of credit at December 31, 2000. On June 24, 1999 the Company obtained a $3,500,000 commercial mortgage with a bank. The mortgage note requires 59 monthly principal payments of $19,444 plus interest followed by a final payment for the unpaid principal amount of $2,352,804 due June 24, 2004. Interest is charged at the one-month LIBOR rate plus 200 basis points (8.56% at December 31, 2000). ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not Applicable PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS In April, 1997, CMA Microdialysis Holding A.B. ("CMA") filed an action against the Company in the United States District Court for the District of New Jersey in which CMA alleged that the Company's microdialysis probes infringe U.S. Patent No. 4,694,832. During the quarter ended December 31, 2000, the Company settled this case for an immaterial amount. - 9 -
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 3.1 Second Amended and Restated Articles of Incorporation of Bioanalytical Systems, Inc. (Incorporated by reference to Exhibit 3.1 to Form 10-Q for the quarter ended December 31, 1997). 3.2 Second Restated Bylaws of Bioanalytical Systems, Inc. (Incorporated by reference to Exhibit 3.2 to Form 10-Q for the quarter ended December 31, 1997). 4.1 Specimen Certificate for Common Shares (Incorporated by reference to Exhibit 4.1 to Registration Statement on Form S-1, Registration No. 33-36429). 10.2 Bioanalytical Systems, Inc. Outside Director Stock Option Plan (Incorporated by reference to Exhibit 10.2 to Registration Statement on Form S-1, Registration No. 333-36429). 10.3 Form of Bioanalytical Systems, Inc. Outside Director Stock Option Agreement (Incorporated by reference to Exhibit 10.3 to Registration Statement on Form S-1, Registration No. 333-36429). 10.4 Bioanalytical Systems, Inc. 1990 Employee Incentive Stock Option Plan (Incorporated by reference to Exhibit 10.4 to Registration Statement on Form S-1, Registration No. 333-36429). 10.5 Form of Bioanalytical Systems, Inc. 1990 Employee Stock Option Agreement (Incorporated by reference to Exhibit 10.5 to Registration Statement on Form S-1, Registration No. 333-36429). 10.6 Bioanalytical Systems, Inc. 1997 Employee Incentive Stock Option Plan (Incorporated by reference to Exhibit 10.26 to Registration Statement on Form S-1, Registration No. 333-36429). 10.7 Form of Bioanalytical Systems, Inc. 1997 Employee Incentive Stock Option Agreement (Incorporated by reference to Exhibit 10.27 to Registration Statement on Form S-1, Registration No. 333-36429). 10.8 1997 Bioanalytical Systems, Inc. Outside Director Stock Option Plan (Incorporated by reference to Exhibit 10.28 to Registration Statement on Form S-1, Registration No. 333-36429). 10.9 Form of Bioanalytical Systems, Inc. 1997 Outside Director Stock Option Agreement (Incorporated by reference to Exhibit 10.29 to Registration Statement on Form S-1, Registration No. 333-36429) 10.10 Business Loan Agreement by and between Bioanalytical Systems, Inc., and Bank One, Indiana, N.A. dated April 1, 2000. (Incorporated by reference to Exhibit 10.10 to Form 10-Q for the quarter ended June 30, 2000). 10.11 Commercial Security Agreement by and between Bioanalytical Systems, Inc. and Bank One, Indiana, N.A., dated March 1, 1998 (Incorporated by reference to Exhibit 10.15 to Form 10-Q for the quarter ended March 31, 1998). - 10 -
10.12 Negative Pledge Agreement by and between Bioanalytical Systems, Inc. and Bank One, Indiana, N.A., dated March 1, 1998 (Incorporated by reference to Exhibit 10.16 to Form 10-Q for the quarter ended March 31, 1998). 10.13 Promissory Note by and between Bioanalytical Systems, Inc. and Bank One, Indiana, NA, dated June 24, 1999 related to loan in the amount of $3,500,000 (Incorporated by reference to exhibit 10.18 to Form 10-Q for the quarter ended June 30, 1999). 10.14 Promissory Note for $3,500,000 executed by Bioanalytical Systems, Inc. in favor of Bank One, Indiana, N.A. dated April 1, 2000. (Incorporated by reference to Exhibit 10.19 to Form 10-Q for the quarter ended June 30, 2000). 11.1 Statement Regarding Computation of Per Share Earnings. 27.1 Financial Data Schedule (b) Reports on Form 8-K No report on Form 8-K was filed during the quarter for which this report is filed. 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: BIOANALYTICAL SYSTEMS, INC. By /s/ PETER T. KISSINGER -------------------------------------------- Peter T. Kissinger President and Chief Executive Officer Date: February 9, 2001 By /s/ DOUGLAS P. WIETEN -------------------------------------------- Douglas P. Wieten Vice President-Finance, Chief Financial Officer, and Treasurer (Principal Financial and Accounting Officer) Date: February 9, 2001 - 11 -
<TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. FORM 10-Q INDEX TO EXHIBITS Number Assigned in Regulation S-K Exhibit Item 601 Number Description of Exhibit -------- ------ ---------------------- <S> <C> <C> <C> (2) No Exhibit. (3) 3.1 Second Amended and Restated Articles of Incorporation of Bioanalytical Systems, Inc. (Incorporated by reference to Exhibit 3.1 to Form 10-Q for the quarter ended December 31, 1997). 3.2 Second Restated Bylaws of Bioanalytical Systems, Inc. (Incorporated by reference to Exhibit 3.2 to Form 10-Q for the quarter ended December 31, 1997). (4) 4.1 Specimen Certificate for Common Shares (Incorporated by reference to Exhibit 4.1 to Registration Statement on Form S-1, Registration No. 333-36429). 10.2 Bioanalytical Systems, Inc. Outside Director Stock Option Plan (Incorporated by reference to Exhibit 10.2 to Registration Statement on Form S-1, Registration No. 333-36429). 10.3 Form of Bioanalytical Systems, Inc. Outside Director Stock Option Agreement (Incorporated by reference to Exhibit 10.3 to Registration Statement on Form S-1, Registration No. 333-36429). 10.4 Bioanalytical Systems, Inc. 1990 Employee Incentive Stock Option Plan (Incorporated by reference to Exhibit 10.4 to Registration Statement on Form S-1, Registration No. 333-36429). 10.5 Form of Bioanalytical Systems, Inc. 1990 Employee Stock Option Agreement (Incorporated by reference to Exhibit 10.5 to Registration Statement on Form S-1, Registration No. 333-36429). 10.6 Bioanalytical Systems, Inc. 1997 Employee Incentive Stock Option Plan (Incorporated by reference to Exhibit 10.26 to Registration Statement on Form S-1, Registration No. 333-36429). 10.7 Form of Bioanalytical Systems, Inc. 1997 Employee Incentive Stock Option Agreement (Incorporated by reference to Exhibit 10.27 to Registration Statement on Form S-1, Registration No. 333-36429). 10.8 1997 Bioanalytical Systems, Inc. Outside Director Stock Option Plan (Incorporated by reference to Exhibit 10.28 to Registration Statement on Form S-1, Registration No. 333-36429). 10.9 Form of Bioanalytical Systems, Inc. 1997 Outside Director Stock Option Agreement (Incorporated by reference to Exhibit 10.29 to Registration Statement on Form S-1, Registration No. 333-36429). 10.10 Business Loan Agreement by and between Bioanalytical Systems, Inc., and Bank One, Indiana, N.A. dated April 1, 2000 (Incorporated by reference to Exhibit 10.10 to Form 10-Q for the quarter ended June 30, 2000). 10.11 Commercial Security Agreement by and between Bioanalytical Systems, Inc. and Bank One, Indiana, N.A., dated March 1, 1998 (Incorporated by reference to Exhibit 10.15 to Form 10-Q for the quarter ended March 31, 1998). - 12 -
10.12 Negative Pledge Agreement by and between Bioanalytical Systems, Inc. and Bank One, Indiana, N.A., dated March 1, 1998 (Incorporated by reference to Exhibit 10.16 to Form 10-Q for the quarter ended March 31, 1998). 10.13 Promissory Note by and between Bioanalytical Systems, Inc. and Bank One, Indiana, NA, dated June 24, 1999 related to loan in the amount of $3,500,000 (Incorporated by reference to Exhibit 10.18 to Form 10-Q for the quarter ended June 30, 1999). 10.14 Promissory Note for $3,500,000 executed by Bioanalytical Systems, Inc. in favor of Bank One, Indiana, N.A. dated April 1, 2000 (Incorporated by reference to Exhibit 10.19 to Form 10-Q for the quarter ended June 30, 2000). (11) 11.1 Statement Regarding Computation of Per Share Earnings. (15) No Exhibit (18) No Exhibit (19) No Exhibit (22) No Exhibit (23) No Exhibit (24) No Exhibit (27) 27.1 Financial Data Schedule (99) No Exhibit </TABLE> - 13 -