NEOGEN CORP Form 8-K Current Event Report Filed 2020-09-23

SECURITIES AND EXCHANGE COMMISSION

FORM 8-K Current report filing

Filing Date: 2020-09-23 | Period of Report: 2020-09-22 SEC Accession No. 0001193125-20-251869

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FILER NEOGEN CORP Mailing Address Business Address 620 LESHER PLACE 620 LESHER PLACE CIK:711377| IRS No.: 382367843 | State of Incorp.:MI | Fiscal Year End: 0531 LANSING MI 48912 LANSING MI 48912 Type: 8-K | Act: 34 | File No.: 000-17988 | Film No.: 201191060 5173729200 SIC: 2835 In vitro & in vivo diagnostic substances

FORM 8-K

CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 22, 2020

NEOGEN CORPORATION (Exact name of registrant as specified in its charter)

MICHIGAN 0-17988 38-2367843 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.)

620 Lesher Place Lansing, Michigan 48912 (Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code 517-372-9200

(Former name or former address, if changed since last report.)

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 (see General Instruction A.2. below):

☐ 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Copyright © 2020 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 2.02 Results of Operations and Financial Condition On September 22, 2020, Neogen Corporation issued a press release announcing results of operations for its fiscal 2021 first quarter ended August 31, 2020. A copy of the press release is attached as Exhibit 99.1 to this report. This Form 8-K and the attached exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not incorporated by reference into any filing of the Registrant, whether made before or after the date of this report, regardless of any general incorporation language in the filing.

Item 9.01 Financial Statements and Exhibits (d) Exhibits

99.1 Press Release dated September 22, 2020 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

NEOGEN CORPORATION (Registrant)

Date: September 23, 2020 /s/ Steven J. Quinlan Steven J. Quinlan Vice President & CFO

FOR IMMEDIATE RELEASE

CONTACT: Steven J. Quinlan, Vice President and CFO 517/372-9200

Neogen reports first quarter results

LANSING, Mich., Sept. 22, 2020 Neogen Corporation (Nasdaq: NEOG) announced today that revenues for the first quarter of its 2021 fiscal year, which ended Aug. 31, were $109,325,000, an 8% increase compared to the previous years first quarter revenues of $101,424,000.

Net income for the first quarter of Neogens 2021 fiscal year was $15,860,000, or $0.30 per share, compared to $14,652,000, or $0.28 per share, in the previous years first quarter.

Considering the ongoing difficult global business climate, we are pleased to report increased revenues and net income as we continue to take the necessary measures to protect our employees and business and the global food supply, said John Adent, Neogens president and chief executive officer. Although conditions across many of our markets remain sluggish and challenging, the first quarter showed Neogens resilience to difficult conditions due to the diversity of our portfolio of products and services. As our food safety markets faced disruption, we continued to have strong growth in our genomics business and we worked to meet the global demand for our biosecurity products, including cleaners, disinfectants, and hand sanitizers. We are also pleased with the tremendously positive market reaction following the recent launch of our next generation automated general microbiology test system, Soleris NG.

Neogens gross margin was 46.0% of sales in the first quarter of the current fiscal year, compared to 47.5% recorded in the same period a year ago, driven by a mix shift in the Food Safety segment toward lower margin products. Operating expenses declined 2%, due primarily to lower travel and customer facing activities worldwide resulting from the COVID-19 pandemic. Operating income for the quarter was $18,895,000, or 17.3% of sales, compared to $16,264,000, or 16.0% of sales, a year ago.

The currency headwinds that we have faced in recent quarters continued to adversely affect our otherwise strong performances in Mexico and Brazil, said Steve Quinlan, Neogens chief financial officer. In a constant currency environment, sales would have been $2.1 million higher in our first quarter than reported. Nonetheless, our ongoing strong cash generation and position provides Neogen the flexibility to continue to invest in all available avenues to grow our businesses going forward including short-term operational improvements and longer-term strategic moves.

Revenues for the companys Food Safety segment were $54,185,000 in the current quarter, compared to $51,021,000 in the prior years first three months. The increase was due primarily to higher sales of disinfectants, hand sanitizers and insecticides through Neogens international locations, the majority of which report through the companys Food Safety segment. The segments first quarter revenues were also boosted by the July launch of Neogens new Soleris® NG automated microbial system, which rapidly detects a wide variety of microorganisms that threaten the safety and quality of food and other consumer products.

The companys innovative Listeria Right Now system also continues to gain market acceptance, recording 9% growth in sales over the prior year quarter. Sales of Neogens mycotoxin tests were up slightly, as there have been no major outbreaks this year and currency pressure negated volume gains in Brazil. Sales of the companys test for histamine, a spoilage indicator in certain species of fish after harvest, grew more than 20% as the tuna industry responded to the increase in demand for canned product due to the COVID-19 pandemic. Sales of the companys test kits to detect food allergens declined 3% and environmental sanitation products were down 7% for the quarter, as customers continued to be negatively impacted by the COVID-19 pandemic. Revenues for dairy drug residue detection products declined 33%, as customers work through distributor inventory and the company ramps up its own direct sales after ending an exclusive arrangement with a large distributor in Europe.

Copyright © 2020 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Revenues at Neogens United Kingdom operations rose 21% in U.S. dollars (17% in local currency), led by strong increases in sales of hand sanitizers, cleaners and disinfectants primarily used to fight COVID-19 in the U.K., Asia and Africa, and sales of the Raptor® mycotoxin test system. In China, Neogens revenues more than doubled due to gains in sales across the groups entire product portfolio, and in particular, biosecurity products as the country continues to fight COVID-19 and African swine fever. Revenues from India increased 10% in the quarter in U.S. dollars, and rose 18% in local currency.

Neogens revenues from its operations in Brazil and Mexico were both adversely affected by currency translations into U.S. dollars. The companys revenues in Brazil increased 38% in local currency, led by a large non-recurring sale of insecticides to a governmental health organization, bovine and porcine genomics services, and market gains on aflatoxin test kits; when translated to U.S. dollars, revenues rose 1%. Similarly, Neogen operations in Mexico recorded a 13% quarterly increase in local currency, with particular strength in cleaners and disinfectants; when translated to U.S. dollars, revenues were down 2%.

The Animal Safety segment reported revenues of $55,140,000 for the first quarter of the 2021 fiscal year, compared to $50,403,000 in the prior year first quarter. The segments highlights in the quarter included a 47% increase in sales of its rodenticides, as Neogen responded to a cyclical rodent outbreak in the U.S.; a 12% increase in genomics services in North America and Australia, and a 6% increase in sales of domestic insecticides, which included the Aug. 3 acquisition of the U.S. rights to Elancos StandGuard® Pour-on for horn fly and lice control in beef cattle.

Revenues from Neogens worldwide animal genomics business increased 11% in the first quarter of fiscal 2021 compared to the prior year. This was primarily the result of Neogens accelerating growth in companion animal genetic testing, including tests for dog parentage, breed verification, and genetic health. The growth was also aided by the recent launch of a new genomic test for whiteleg shrimp. Partially offsetting this were lower sales into the commercial dairy and beef markets, due to continued poor economic conditions and supply chain issues resulting from COVID-19 outbreaks.

Neogen Corporation develops and markets products dedicated to food and animal safety. The companys Food Safety Division markets dehydrated culture media and diagnostic test kits to detect foodborne bacteria, natural toxins, food allergens, drug residues, plant diseases and sanitation concerns. Neogens Animal Safety Division is a leader in worldwide biosecurity products, animal genomics testing and the manufacturing and distribution of a variety of animal healthcare products, including diagnostics, pharmaceuticals and veterinary instruments.

Certain portions of this news release that do not relate to historical financial information constitute forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties. Actual future results and trends may differ materially from historical results or those expected depending on a variety of factors listed in Managements Discussion and Analysis of Financial Condition and Results of Operations in the Companys most recently filed Form 10-K.

Copyright © 2020 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document NEOGEN CORPORATION UNAUDITED SUMMARIZED CONSOLIDATED OPERATING DATA (In thousands, except for per share and percentages)

Quarter ended Aug. 31 2020 2019 Revenue Food Safety $54,185 $51,021 Animal Safety 55,140 50,403 Total revenue 109,325 101,424 Cost of sales 59,023 53,230 Gross margin 50,302 48,194 Operating expenses Sales & marketing 16,516 17,543 Administrative 11,013 10,699 Research & development 3,878 3,688 Total operating expenses 31,407 31,930 Operating income 18,895 16,264 Other income 915 1,388 Income before tax 19,810 17,652 Income tax 3,950 3,000 Net income $15,860 $14,652 Net income per diluted share $0.30 $0.28 Other information: Shares to calculate per share 53,285 52,684 Depreciation & amortization $4,720 $4,435 Interest income 722 1,510 Gross margin (% of sales) 46.0 % 47.5 % Operating income (% of sales) 17.3 % 16.0 % Revenue vs. FY 2020 7.8 % Net income vs. FY 2020 8.2 %

NEOGEN CORPORATION UNAUDITED SUMMARIZED CONSOLIDATED BALANCE SHEET DATA (In thousands)

Aug. 31 May 31 2020 2020 Assets Current assets Cash & investments $367,486 $343,673 Accounts receivable 77,685 84,681 Inventory 97,573 95,053 Other current assets 13,955 13,999 Total current assets 556,699 537,406 Property & equipment, net 80,593 78,671 Goodwill & other assets 184,300 181,105 Total assets $821,592 $797,182 Liabilities & Equity Current liabilities $46,442 $48,489 Non-current liabilities 23,604 23,516 Equity: Shares outstanding 53,041 at Aug. 31 & 52,946 at May 31 751,546 725,177 Total liabilities & equity $821,592 $797,182

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