UNITED STATES 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 March 31, 2001 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 0-23357 BIOANALYTICAL SYSTEMS, INC. --------------------------- (Exact name of the registrant as specified in its charter) INDIANA 35-1345024 ------- ---------- (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 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 March 31, 2001, 4,563,397 Common Shares of the registrant were outstanding. 1
PAGE NUMBER ------ PART I FINANCIAL INFORMATION Item 1 Financial Statements (Unaudited): Consolidated Balance Sheets as of March 31, 2001 and September 30, 2000 3 Consolidated Statements of Operations for the Three 4 Months and Six Months ended March 31, 2001 and 2000 Consolidated Statements of Cash Flows for the Six Months 5 Ended March 31, 2001 and 2000 Notes to Consolidated Financial Statements 6 Item 2 Management's Discussion and Analysis of Financial 8 Condition and Results of Operations Item 3 Quantitative and Qualitative Disclosures About Market Risk 10 PART II OTHER INFORMATION Item 1 Legal Proceedings 10 Item 4 Submission of Matters to a Vote of Security Holders 10 Item 6 Exhibits and Reports on Form 8-K 11 SIGNATURES 13 2
PART I -- FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS <TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED BALANCE SHEETS (in thousands, except share data) March 31, September 30, 2001 2000 (Unaudited) (Note) ----------- ------ <S> <C> <C> ASSETS Current Assets: Cash and cash equivalents $ 325 $ 477 Accounts receivable, net 4,810 3,128 Inventories 2,294 2,235 Other current assets 112 56 Refundable income taxes 289 313 Deferred income taxes 411 411 ------- ------- Total current assets 8,241 6,620 Property and equipment: Land and improvements 496 496 Buildings and improvements 13,517 13,340 Machinery and equipment 9,960 9,536 Office furniture and fixtures 1,077 1,072 Construction in process 19 7 ------- ------- Total property and equipment 25,069 24,451 Less accumulated depreciation (6,306) (5,538) ------- ------- Net property & equipment 18,763 18,913 Goodwill, less accumulated amortization of $243 and $213 960 990 Other assets 231 139 ------- ------- Total Assets $28,195 $26,662 ======= ======= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,771 $ 1,398 Income taxes payable --- 2 Accrued expenses 580 619 Customer advances 1,315 929 Revolving line of credit 2,010 2,267 Current portion of capital lease obligation 240 240 Current portion of long-term debt 233 234 ------- ------- Total current liabilities 6,149 5,689 Capital lease obligation, less current portion 546 663 Long-term debt, less current portion 2,858 2.975 Deferred income taxes 1,782 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 5,355 4,578 Accumulated other comprehensive loss (3) (23) ------- ------- Total shareholders' equity 16,860 16,062 ------- ------- Total liabilities and shareholders' equity $28,195 $26,662 ======= ======= 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 accounting principles generally accepted in the United States for complete financial statements. <FN> See accompanying notes. </FN> </TABLE> 3
<TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (Unaudited) Three Months Three Months Six Months Six Months Ended Mar 31, Ended Mar 31, Ended Mar 31, Ended Mar 31, 2001 2000 2001 2000 ------------- ------------- ------------ -------------- <S> <C> <C> <C> <C> Service revenue $ 4,267 $ 2,610 $ 7,363 $ 5,383 Product revenue 2,575 1,480 4,905 3,153 ---------- ---------- ---------- ---------- Total revenue 6,842 4,090 12,268 8,536 Cost of service revenue 2,512 2,167 4,753 4,585 Cost of product revenue 858 525 1,621 1,144 ---------- ---------- ---------- ---------- Total cost of revenue 3,370 2,692 6,374 5,729 Gross profit 3,472 1,398 5,894 2,807 Operating expenses: Selling 912 726 1,688 1,530 Research and development 417 447 811 895 General and administrative 1,024 750 1,785 1,379 ---------- ---------- ---------- ---------- Total Operating Expenses 2,353 1,923 4,284 3,804 ---------- ---------- ---------- ---------- Operating income (loss) 1,119 (525) 1,610 (997) Interest income 3 1 3 13 Interest expense (136) (121) (272) (242) Other income (expense) 4 (4) 5 13 Loss on sale of property and equipment --- (8) --- (16) ---------- ---------- ---------- ---------- Income (loss) before income taxes 990 (657) 1,346 (1,229) Income taxes (benefits) 408 (230) 569 (430) ---------- ---------- ---------- ---------- Net income (loss) $ 582 $ (427) $ 777 $ (799) ========== ========== ========== ========== Basic net income (loss) per common share $ .13 $ (.09) $ .17 $ (.18) Diluted net income (loss) per common and $ .13 $ (.09) $ .17 $ (.18) common equivalent share Basic weighted average common shares 4,563,397 4,560,474 4,563,319 4,538,028 outstanding Diluted weighted average common and common 4,589,009 4,560,474 4,583,123 4,538,028 equivalent shares outstanding <FN> See accompanying notes. </FN> </TABLE> 4
<TABLE> <CAPTION> BIOANALYTICAL SYSTEMS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) Six Months Ended Six Months Ended Mar 31, 2001 Mar 31, 2000 ------------ ------------ <S> <C> <C> Operating activities: Net income (loss) $ 777 $ (799) Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: Depreciation and amortization 798 580 Loss on sale of property and equipment --- 8 Deferred income taxes 509 (484) Changes in operating assets and liabilities: Accounts receivable (1,682) 1,058 Inventories (59) (402) Refundable income taxes 24 --- Other assets (148) 79 Accounts payable 373 (867) Income taxes payable (2) 4 Accrued expenses and customer advances 347 (413) -------- ------- Net cash provided (used) by operating activities 937 (1,236) Investing activities: Capital expenditures (618) (459) Payments for purchase of net assets of TPS, Inc. net of cash acquired --- (446) -------- ------- Net cash used by investing activities (618) (905) Financing activities: Payments of long-term debt (235) (677) Borrowings on lines of credit 697 1,700 Payments on lines of credit (954) (283) Net proceeds from the exercise of stock options 1 25 -------- ------- Net cash provided (used) by financing activities (491) 765 Effects of exchange rate changes 20 (16) -------- ------- Net decrease in cash and cash equivalents (152) (1,392) Cash and cash equivalents at beginning of period 477 1,924 -------- ------- Cash and cash equivalents at end of period $ 325 $ 532 ======== ======= <FN> See accompanying notes. </FN> </TABLE> 5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (1) DESCRIPTION OF THE BUSINESS Bioanalytical Systems, Inc. and its subsidiaries (the "Company") engage in supporting drug development with products and research services supplied globally to pharmaceutical and biotechnology firms and research institutes. The Company provides productivity tools, software and services required to obtain numerical data supporting new drug and medical device applications. Company personnel have special expertise for research on central nervous system diseases, diabetes, in vivo sampling devices, veterinary instrumentation and biosensors. Antidepressants, anti psychotics, chemotherapeutics, antihypertensives, antibiotics and antivirals are among the drug programs in which the Company has participated. (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 and the six month periods ended March 31, 2001 and 2000 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 and the six month period ended March 31, 2001 are not necessarily indicative of the results for the year ending September 30, 2001. (3) INVENTORIES Inventories consisted of (in thousands): March 31, 2001 September 30, 2000 -------------- ------------------ Raw materials $ 1,142 $ 1,288 Work in progress 350 375 Finished goods 902 672 2,394 2,335 LIFO reserve (100) (100) ------- ------- $ 2,294 $ 2,235 ======= ======= (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 (8.75% at March 31, 2001). The line is collateralized by inventories and accounts receivable and requires the Company to maintain certain financial ratios. There was $2,009,662 outstanding on this line of credit at March 31, 2001. The Company has renewed the working capital line of credit, which now expires April 1, 2002. The interest will accrue monthly on the outstanding balance at the bank's prime rate minus 25 to plus 75 basis points or at the London Interbank Offered Rate (LIBOR) plus 200 to 300 basis points depending upon certain financial ratios. 6
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 (7.0838% at March 31, 2001). (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 operates 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 Six Months Ended Six Months Ended (In thousands) March 31, 2001 March 31, 2000 March 31, 2001 March 31, 2000 -------------- -------------- -------------- -------------- -------------- <S> <C> <C> <C> <C> Services $ 999 $ (53) $ 1,281 $ (123) Products 120 (472) 329 (874) Total operating income (loss) 1,119 (525) 1,610 (997) Corporate income (expenses) (129) (132) (264) (232) Income (loss) before income taxes $ 990 $ (657) $ 1,346 $ (1,229) </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. 7
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 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. RESULTS OF OPERATIONS THREE MONTHS ENDED MARCH 31, 2001 COMPARED WITH THREE MONTHS ENDED MARCH 31, 2000 Total revenue for the three months ended March 31, 2001 increased 67.3% to $6.8 million from $4.1 million for the three months ended March 31, 2000. The net increase of $2.7 million was primarily due to service revenue which increased to $4.3 million for the three months ended March 31, 2001 from $2.6 million for the three months ended March 31, 2000. This was primarily due to additional bioanalytical and preclinical contracts. During this same period revenue from products increased to $2.6 million in the three months ended March 31, 2001 from $1.5 million for the three months ended March 31, 2000. This was primarily due to the increased revenue from the sale of the Culex automated blood sampling devices and related products. Total cost of revenue for the three months ended March 31, 2001 increased 25.2% to $3.4 million from $2.7 million for the three months ended March 31, 2000. This increase of $700,000 was primarily due to the cost of revenue related to the additional service contracts sold. Cost of service revenue decreased to 58.9% as a percentage of services revenue for the three months ended March 31, 2001 from 83.0% of service revenue for the three months ended March 31, 2000 primarily due to an increase in bioanalytical and preclinical service revenue. Cost of product revenue decreased to 33.3% as a percentage of product revenue for the three months ended March 31, 2001 from 35.5% of product revenue for the three months ended March 31, 2000, primarily due to a change in product mix. Selling expenses for the three months ended March 31, 2001 increased 25.6% to $912,000 from $726,000 for the three months ended March 31, 2000 primarily due to the increase in product sales. Research and development expenses for the three months ended March 31, 2001 decreased 6.7% to $ 417,000 from $447,000 for the three months ended March 31, 2000 primarily as a result of an increase in grant reimbursements. General and administrative expenses for the three months ended March 31, 2001 increased 36.5% to $1,024,000 from $750,000 for the three months ended March 31, 2000, primarily from increased staffing in the preclinical services unit. Other expense was $129,000 in the three months ended March 31, 2001, as compared to other expense of $132,000 in the three months ended March 31, 2000. The Company's effective tax rate for the three months ended March 31, 2001 was 41.3% as compared to 35.0% for the three months ended March 31, 2000, primarily due to nondeductible foreign losses. SIX MONTHS ENDED MARCH 31, 2001 COMPARED WITH SIX MONTHS ENDED MARCH 31, 2000 Total revenue for the six months ended March 31, 2001 increased 43.7% to $12.3 million from $8.5 million for the six months ended March 31, 2000. The net increase of $3.8 million was primarily due to revenue from services, which increased to $7.4 million for the six months ended March 31, 2001 from $5.4 million for the six months ended March 31, 2000. This was primarily due to additional contracts in bioanalytical and preclinical services. Product revenue increased to $4.9 million in the six months ended March 31, 2001 from $3.2 million for the six months ended March 31, 2000. This was primarily due to increased revenue from the sale of Culex automated blood sampling devices and related products and the sale of animal monitoring related products. 8
Total cost of revenue for the six months ended March 31, 2001 increased 11.3% to $6.4 million from $5.7 million for the six months ended March 31, 2000. This increase of $700,000 was primarily due to the increase in product revenue. Cost of service revenue decreased to 64.6% as a percentage of service revenue for the six months ended March 31, 2001 from 85.2% of service revenue for the six months ended March 31, 2000 primarily due to the increase in bioanalytical and preclinical revenue. Cost of product revenue decreased to 33.3% as a percentage of product revenue for the six months ended March 31, 2001 from 36.3% of product revenue for the six months ended March 31, 2000, primarily due to the change in product mix. Selling expenses for the six months ended March 31, 2001 increased 10.3% to $1,688,000 from $1,530,000 for the six months ended March 31, 2000 primarily due to increased product sales. Research and development expenses for the six months ended March 31, 2001 decreased 9.4% to $811,000 from $895,000 for the six months ended March 31, 2000 primarily due to the increase in grant reimbursements. General and administrative expenses for the six months ended March 31, 2001 increased 29.4% to $1,785,000 from $1,379,000 for the six months ended March 31, 2000, primarily from increased staffing in the preclinical services unit. Other income (expense), net, was approximately $(264,000) in the six months ended March 31, 2001, as compared to approximately $(232,000) in the six months ended March 31, 2000 as a result of an increase in interest expense due to the increase in the interest rate of the Company's line of credit. The Company's effective tax rate for the six months ended March 31, 2001 was 42.3% as compared to 35.0% for the six months ended March 31, 2000, primarily due to nondeductible foreign losses. LIQUIDITY AND CAPITAL RESOURCES At March 31, 2001, the Company had cash and cash equivalents of $325,000 compared to cash and cash equivalents of $477,000 at September 30, 2000. The decrease in cash resulted primarily from the Company's capital expenditures. The Company's net cash provided (used) by operating activities was $937,000 for the six months ended March 31, 2001 as compared to $(1,236,000) for the first six months of fiscal 2000. The increased cash flow from operations during the six months ended March 31, 2001 was primarily the result of net income of $777,000. The most significant increase in operating assets related to accounts receivable, which increased $1,682,000 to $4,810,000 at March 31, 2001. Cash used by investing activities was $618,000 for the six months ended March 31, 2001 as compared to $905,000 for the six months ended March 31, 2000, primarily due to the acquisition of T.P.S., Inc. in the six months ended March 31, 2000. Cash used by financing activities for the six months ended March 31, 2001 was $491,000 primarily due to the pay down of debt. Total expenditures by the Company for property and equipment were $618,000 and $459,000 for the six months ended March 31, 2001 and 2000, respectively. Expenditures made in connection with the expansion of the Company's operating facilities and purchases of laboratory equipment account for the material 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. 9
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 (8.75 % at March 31, 2001). The line is collateralized by inventories and accounts receivable and requires the Company to maintain certain financial ratios. There was $2,009,662 outstanding on this line of credit at March 31, 2001. The Company has renewed the working capital line of credit, which now expires April 1, 2002. The interest will accrue monthly on the outstanding balance at the bank's prime rate minus 25 to plus 75 basis points or at the London Interbank Offered Rate (LIBOR) plus 200 to 300 basis points depending upon certain financial ratios. 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 (7.0838% at March 31, 2001). 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. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS At the annual meeting of shareholders of the Company held February 15, 2001, the following actions were taken: 1. The following directors were elected to serve until the next annual meeting and until their successors are duly elected and qualified: Votes Votes For Withheld William E. Baitinger 4,295,730 15,125 Michael K. Campbell 4,300,430 10,425 Candice B. Kissinger 4,300,430 10,425 Peter T. Kissinger 4,299,420 11,435 E. John A. Kraeutler 4,299,160 11,695 Ronald E. Shoup 4,300,390 10,465 W. Leigh Thompson 4,300,430 10,425 2. A proposal to approve the selection by the Board of Directors of Ernst & Young LLP as the Company's independent auditors for the fiscal year ending September 30, 2001 was approved by the vote of 4,302,105 shares for approval, 4,800 shares against approval, and 3,950 shares abstaining. 10
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 Quarterly report on 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 Quarterly report on 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 Incentive 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). 10.12 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, N.A., 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). 11
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. (b) Reports on Form 8-K No report on Form 8-K was filed during the quarter for which this report is filed. 12
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: May 15, 2001 By /s/ DOUGLAS P. WIETEN ------------------------- Douglas P. Wieten Vice President-Finance, Chief Financial Officer, and Treasurer (Principal Financial and Accounting Officer) Date: May 15, 2001 13
<TABLE> <CAPTION> EXHIBIT 11.1 - STATEMENT REGARDING COMPUTATION OF PER SHARE EARNINGS (Unaudited) (in thousands except per share data) Three Months Ended Three Months Ended Six Months Ended Six Months Ended March 31, 2001 March 31, 2000 March 31, 2001 March 31, 2000 -------------- -------------- -------------- -------------- <S> <C> <C> <C> <C> Basic Average Common Shares outstanding 4,563 4,560 4,563 4,538 Net income (loss) $ 582 $ (427) $ 777 $ (799) Per share amount $ .13 $ (.09) $ .17 $ (.18) Diluted Average Common Shares outstanding 4,563 4,560 4,563 4,538 Net effect of dilutive stock options based on the Treasury stock method using the average market price 26 --- 20 --- Total 4,589 4,560 4,583 4,538 Net income (loss) $ 582 $ (427) $ 777 $ (799) Per share amount $ .13 $ (.09) $ .17 $ (.18) </TABLE> 14