FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(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, 2004
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: 01-19890
LIFECELL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 76-0172936
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
ONE MILLENNIUM WAY 08876
BRANCHBURG, NEW JERSEY (zip code)
(Address of principal executive office)
(908) 947-1100
(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
--- ---
Indicate by check mark whether the registrant is an accelerated filer (as
defined by Rule 12b-2 of the Exchange Act). YES X NO
--- ---
As of April 22, 2004, there were outstanding 26,324,112 shares of common stock,
par value $.001, and 52,381 shares of Series B preferred stock, par value $.001
(which are convertible into approximately an additional 1,897,868 shares of
common stock), of the registrant.
1
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
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LIFECELL CORPORATION
BALANCE SHEETS
(dollars in thousands)
(unaudited)
March 31, December 31,
2004 2003
----------- --------------
ASSETS
Current assets
Cash and cash equivalents $ 9,829 $ 7,387
Short-term investments 7,067 4,398
Receivables, less allowance of $54 in 2004 and 2003 7,139 5,876
Inventories 8,350 8,830
Prepayments and other 319 317
Deferred tax assets 2,391 2,067
----------- --------------
Total current assets 35,095 28,875
Investments in marketable securities 3,030 6,735
Fixed assets, net 7,728 7,508
Deferred tax assets 13,702 14,589
Other assets, net 557 566
----------- --------------
Total assets $ 60,112 $ 58,273
=========== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 2,055 $ 1,260
Accrued liabilities 4,129 4,332
----------- --------------
Total current liabilities 6,184 5,592
Deferred revenue -- 130
Other liabilities 183 172
Commitments and contingencies
Stockholders' equity
Series B preferred stock, $.001 par value, 182,205 shares authorized;
55,004 and 67,601 shares issued and outstanding in 2004 and 2003
(liquidation preference at March 31, 2004 of $5,500) -- --
Undesignated preferred stock, $.001 par value, 1,817,795 shares
authorized; none issued and outstanding -- --
Common stock, $.001 par value, 48,000,000 shares authorized; 26,227,888
and 25,592,475 shares issued and outstanding in 2004 and 2003 26 26
Common stock warrants, 2,000,000 outstanding in 2004 and 2003 3,412 3,412
Additional paid-in capital 95,093 94,610
Accumulated deficit (44,786) (45,669)
----------- --------------
Total stockholders' equity 53,745 52,379
----------- --------------
Total liabilities and stockholders' equity $ 60,112 $ 58,273
=========== ==============
The accompanying notes are an integral part of these financial statements.
2
LIFECELL CORPORATION
STATEMENTS OF OPERATIONS
(dollars in thousands, except per share data)
(unaudited)
Three months ended March 31,
--------------------------------
2004 2003
------------- -----------------
Revenues:
Product revenues $ 13,345 $ 8,585
Research grant revenues 408 410
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Total revenues 13,753 8,995
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Costs and expenses:
Cost of products sold 4,118 2,540
Research and development 1,381 1,259
General and administrative 1,884 1,321
Selling and marketing 4,941 3,497
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Total costs and expenses 12,324 8,617
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Income from operations 1,429 378
Interest and other income (expense), net 43 (14)
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Income before income taxes 1,472 364
Income tax provision (benefit), net 589 (198)
------------- -----------------
Net income $ 883 $ 562
============= =================
Net income per common share:
Basic $ 0.03 $ 0.03
============= =================
Diluted $ 0.03 $ 0.02
============= =================
Shares used in computing net income
per common share:
Basic 25,704,439 21,308,099
============= =================
Diluted 31,195,296 24,581,273
============= =================
The accompanying notes are an integral part of these financial statements
3
LIFECELL CORPORATION
STATEMENTS OF CASH FLOWS
(dollars in thousands)
(unaudited)
Three months ended March 31,
---------------------------------
2004 2003
-------------- -----------------
Cash flows from operating activities:
Net income $ 883 $ 562
Adjustments to reconcile net income to net cash provided by operating activites
Depreciation and amortization 514 377
Deferred taxes 563 -
Receivable allowance 4 -
Deferred revenues (130) (55)
Deferred rent expense 11 56
Increase (decrease) in cash from working capital:
Receivables (1,267) 277
Inventories 480 (846)
Prepayments and other (2) (33)
Accounts payable and accrued liabilities 592 (5)
-------------- -----------------
Net cash provided by operating activities 1,648 333
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Cash flows from investing activities:
Proceeds from maturities and sale of investments 4,036 -
Purchases of investments (3,000) -
Capital expenditures (725) (865)
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Net cash provided by (used in) investing activities
311 (865)
-------------- -----------------
Cash flows from financing activities:
Proceeds from exercise of common stock options 483 -
Proceeds from issuance of long-term debt - 1,451
Principal payments on long-term debt - (935)
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Net cash provided by financing activities 483 516
-------------- -----------------
Net increase (decrease) in cash and cash equivalents 2,442 (16)
Cash and cash equivalents at beginning of period 7,387 5,202
-------------- -----------------
Cash and cash equivalents at end of period $ 9,829 $ 5,186
============== =================
Supplemental disclosure of cash flow information:
Cash paid during the period for interest $ 3 $ 23
============== =================
Cash paid during the period for income taxes $ - $ 1
============== =================
The accompanying notes are an integral part of these financial statements.
4
LIFECELL CORPORATION
NOTES TO FINANCIAL STATEMENTS
(unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and note disclosures normally included in the annual financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to those rules and regulations. This
financial information should be read in conjunction with the financial
statements and notes thereto included within the Company's Annual Report on Form
10-K for the year ended December 31, 2003.
The unaudited financial statements reflect all adjustments (consisting only of
normal recurring adjustments) considered necessary by management for a fair
presentation of financial position, results of operations and cash flows for the
periods presented. The financial results for interim periods are not
necessarily indicative of the results to be expected for the full year or future
interim periods.
2. STOCK BASED COMPENSATION
The Company follows Accounting Principles Board (APB) Opinion No. 25,
"Accounting for Stock Issued to Employees," and related interpretations in
accounting for equity-based awards issued to employees and directors. No
stock-based compensation cost is reflected in net income, as all options granted
under the plans had an exercise price equal to the market value of the
underlying common stock on the date of grant.
The following table illustrates the effect on net income and net income per
share if the Company had applied the fair value recognition provisions of FASB
Statement No. 123, Accounting for Stock-Based Compensation:
Three Months Ended March 31,
---------------------------------
2004 2003
-------------- -----------------
Net income, as reported $ 883,000 $ 562,000
Less: Total stock-based compensation expense
determined under fair value based method
for all awards, net of related tax effects (298,000) (292,000)
-------------- -----------------
Net Income, Pro forma $ 585,000 $ 270,000
============== =================
Basic net income per common share
As reported $ 0.03 $ 0.03
============== =================
Pro forma $ 0.02 $ 0.01
============== =================
Diluted net income per common share
As reported $ 0.03 $ 0.02
============== =================
Pro forma $ 0.02 $ 0.01
============== =================
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3. INVENTORIES
Inventories consist of the following:
March 31, December 31,
2004 2003
------------ --------------
(dollars in thousands)
Unprocessed tissue and materials $ 3,908 $ 4,453
Tissue products in-process 1,534 1,592
Tissue products available for distribution 2,908 2,785
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Total inventories $ 8,350 $ 8,830
============ ==============
4. FINANCING ARRANGEMENTS AND LONG-TERM DEBT
In March 2004, the Company extended its credit facility with a financial
institution through March 2005 and increased the borrowing limit on the
revolving line of credit to $4 million. The credit facility is collateralized
by the Company's accounts receivable, inventory, intellectual property,
intangible and fixed assets. The agreement contains certain financial covenants
and a subjective acceleration clause. The revolving line of credit bears
interest at the bank prime rate plus 0.75%. There was no balance outstanding on
this credit facility at March 31, 2004.
5. DEFERRED REVENUE
In February 2004, the Company terminated an agreement with an independent sales
and marketing agent for the distribution of Cymetra(R). At the date of
termination, $110,000 of deferred revenue, representing the unamortized balance
of payments received at the inception of the agreement, was recognized.
6. INCOME TAXES
Prior to 2004, the Company's tax provision was limited to alternative minimum
taxes and certain state taxes because a full valuation allowance had been
provided on all deferred tax assets. During the fourth quarter of 2003, the
Company re-evaluated the amount of valuation allowance on its deferred tax
assets required in light of profitability achieved in recent years and expected
in future years. As a result, the Company reduced the valuation allowance to
reflect a net asset amount that it expects realize based on the Company's
assessment of the likelihood of future taxable income coupled with uncertainties
with respect to the realization of certain tax credits and loss carryforwards
due to the potential impact of future stock option exercises and shorter-term
deferred tax asset expiration dates. Accordingly, the tax provision for the
three months ended March 31, 2004 was $589,000 and reflects the Company's
effective rate of 40%.
In January 2003, the Company realized $235,000 through the sale and transfer of
$3.0 million of state tax net operating losses. The sale and transfer was made
through the Technology Business Tax Certificate Program sponsored by the New
Jersey Economic Development Authority. The amount realized has been reflected
as an income tax benefit in the statement of operations.
6
7. NET INCOME PER COMMON SHARE
The following table sets forth the computation of basic and diluted net income
per common share:
Three Months Ended March 31,
-------------------------------
2004 2003
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Net income $ 883,000 $ 562,000
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Weighted average common shares outstanding 25,704,439 21,308,099
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Denominator for basic net income per share 25,704,439 21,308,099
------------- ----------------
Effect of dilutive securities:
Series B preferred stock assuming conversion 2,421,131 2,690,136
Warrants 1,339,542 466,996
Common stock options 1,730,184 116,042
------------- ----------------
Denominator for diluted net income per common share 31,195,296 24,581,273
------------- ----------------
Basic net income per common share $ 0.03 $ 0.03
============= ================
Diluted net income per common share $ 0.03 $ 0.02
============= ================
The calculation of net income per share for the quarters ended March 31, 2004
and 2003 excludes potentially dilutive common stock equivalents of 24,300 in
2004 and 5,165,623 in 2003. These common stock equivalents, which consisted of
common stock warrants and common stock options outstanding, were not included in
the calculation of net income per common share because their inclusion would be
antidilutive.
8. COMMITMENTS AND CONTINGENCIES
Litigation
- ----------
In November 2003, a complaint was filed in the Circuit Court of Fairfax,
Virginia captioned Sun Hee Jung v. Yongsook Victoria Suh, M.D., Victoria Plastic
Surgery Center, Inc. and LifeCell Corporation. The matter is a product
liability action for personal injury damages allegedly arising from the use of
one of the Company's products. The case is in its beginning stages and the
parties are conducting preliminary discovery. The Company intends to vigorously
defend against this action. The likelihood of an unfavorable outcome is unknown
at this time however, the Company believes any potential losses resulting from
this action would be covered by its insurance policies.
The Company maintains insurance coverage for events and in amounts that it deems
appropriate. There can be no assurance that the level of insurance maintained
will be sufficient to cover any claims incurred by the Company or that the type
of claims will be covered by the terms of insurance coverage.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results
-----------------------------------------------------------------------
of Operations.
- -------------
The following discussion of our results of operations and financial condition
should be read in conjunction with the Financial Statements and Notes included
in Part I. "Financial Information".
This report contains forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements typically are identified by use of terms such as
"may," "will," "should," "plan," "expect," "anticipate," "estimate," and similar
words, although some forward-looking statements are expressed differently.
Forward-looking statements represent our management's judgment regarding future
events. Although we believe that the expectations reflected in such
forward-looking statements are reasonable, we can give no assurance that such
expectations will prove to be correct. All statements other than statements of
historical fact included in this report regarding our financial position,
business strategy, products, products under development and clinical trials,
markets, budgets, plans, or objectives for future operations are forward-looking
statements. We cannot guarantee the accuracy of the forward-looking statements,
and you should be aware that our actual results could differ materially from
those contained in the forward-looking statements due to a number of factors,
including the statements under "Risk Factors" and "Critical Accounting Policies"
detailed in our annual report on form 10-K for the year ended December 31, 2003
and other reports filed with the Securities and Exchange Commission.
Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports
on Form 8-K and all other documents filed by the Company or with respect to its
securities with the Securities and Exchange Commission are available free of
charge through our website at www.lifecell.com. The information contained on
----------------
our website does not constitute a part of this report.
OVERVIEW
We develop and market products made from human (allograft) tissue for use in
reconstructive, urogynecologic and orthopedic surgical procedures. Our patented
tissue processing technology produces a unique regenerative tissue matrix - a
complex three dimensional structure that contains proteins, growth factor
binding sites and vascular channels - that provides a complete template for the
regeneration of normal human tissue. We currently market a broad range of
products: AlloDerm(R), regenerative tissue matrix for reconstructive surgical
procedures and skin grafting for burn procedures through our direct sales
organization and for periodontal surgery through BioHorizons, Inc.; Cymetra(R),
a version of AlloDerm in particulate form, through our direct sales
organization; Repliform(R), regenerative tissue matrix for urogynecologic
procedures, through a marketing agreement with Boston Scientific Corporation;
Graft Jacket(R), regenerative tissue matrix for orthopedic applications, through
a distribution agreement with Wright Medical Technology, Inc.; and AlloCratf(TM)
DBM, regenerative tissue matrix for bone grafting, through a marketing agreement
with Stryker Corporation. Our product development programs include the
application of our tissue matrix technology to vascular and orthopedic tissue
repair; investigation of human tissues as carriers for therapeutics;
ThromboSol(TM), a formulation for extended storage of platelets and technologies
to enhance the storage of red blood cells for transfusion.
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 2004 AND 2003
Total revenues for the three months ended March 31, 2004 increased 53% to $13.8
million compared to $9.0 million for the same period in 2003. The increase was
attributable to a 55% increase in product revenues to $13.3 million in the
current period as compared to $8.6 million in the prior year.
Revenues generated from the use of our products in reconstructive surgical
procedures increased 71% to $10.3 million in the three months ended March 31,
2004 compared to $6.0 million in 2003. The growth was driven by increased
demand for AlloDerm, partially offset by a 13% decrease in revenues from other
reconstructive products. AlloDerm revenues increased 92% to $9.2 million in the
three months ended March 31, 2004 compared to $4.8 million in 2003.
Revenues generated from the use of our Repliform product in urogynecologic
surgical procedures decreased 22% to $1.9 million in the three months ended
March 31, 2004 compared to $2.4 million for the same period in 2003. Demand for
Repliform in the treatment of stress urinary incontinence has been negatively
affected by competition from synthetic alternatives and we anticipate this
negative trend to continue for the balance of 2004.
8
Orthopedic product revenue grew to $1.2 million in the quarter ended March 31,
2004 from $207,000 for the same period in 2003. This revenue growth resulted
from our Graft Jacket product, which was launched in the first quarter of 2003,
and AlloCraft DBM, which was introduced on a limited basis in the fourth quarter
of 2003. Graft Jacket revenues represented 70% of total orthopedic revenues in
the first quarter of 2004.
Our independent sales and marketing agents and distributors generated 30% of our
total product revenue in the three months ended March 31, 2004 and 44% in the
same period in 2003. Boston Scientific Corporation and Wright Medical
Technology, Inc., represented 14% and 6%, respectively, of our total product
revenues in the first quarter of 2004 compared to 28% and 2%, respectively, for
the same period in 2003. No other individual independent sales agent or
distributor generated more than 5% of our total product revenues in the three
months ended March 31, 2004.
Total revenues also include research grant revenues, which totaled $408,000 in
the three months ended March 31, 2004 compared to $410,000 in the same period in
2003. As of March 31, 2004, approximately $3.0 million of approved grant
funding was available to fund future research and development expenses through
2005.
Cost of products sold for the three months ended March 31, 2004 was $4.1
million, or 31% of product revenues, compared to cost of products sold of $2.5
million, or 30% of product revenue for the same period in 2003.
Total research and development expenses increased 10% to $1.4 million in the
three months ended March 31, 2004 compared to $1.3 million for the same period
in 2003. The increase was primarily attributable to increased research and
development headcount, professional fees and animal trials.
General and administrative expenses increased 43% to $1.9 million in the three
months ended March 31, 2004 compared to $1.3 million for the same period in
2003. The increase was primarily attributable to an increase in professional
fees, depreciation expense associated with a new fully integrated computer
software system and payroll and related expenses associated with increases in
headcount and annual merit increases.
Selling and marketing expenses increased 41% to $4.9 million for the three
months ended March 31, 2004 compared to $3.5 million for the same period in
2003. The increase in 2004 was primarily attributable to higher selling
expenses, principally payroll and commissions, associated with the expansion of
our direct sales force, and an increase in marketing expenses for AlloDerm,
primarily related to promotion and medical education. Our independent sales and
marketing agents are paid agency fees based on the amount of product revenues
they generate for us. Selling and marketing expenses included agent fees of
$1.1 million and $1.3 million, respectively, in the quarters ended March 31,
2004 and 2003. The decrease in agent fees resulted from the decrease in revenue
generated through our independent sales and marketing agents.
Interest and other income (expense), net increased $57,000 in the three months
ended March 31, 2004 compared to 2003. The net increase was due to a $42,000
increase in interest income earned on investments and a $15,000 decrease in
interest expense resulting from pay-off of outstanding debt in the third quarter
of 2003.
The provision for income taxes was $589,000 in the quarter ended March 31, 2004
and $198,000 tax benefit for the quarter ending March 31 2003. The first
quarter 0f 2004 represents our initial quarter of reporting fully taxed earnings
since reversing the valuation allowance related to our deferred tax assets in
the fourth quarter of 2003. Although we recorded a tax provision in the
current quarter at a 40% effective rate, we are not required to pay regular
federal income taxes until such time as our net operating losses and tax credit
carryforwards are exhausted or expire. The net benefit recorded in the first
quarter of 2003 arose from the sale of state net operating losses, partially
offset by alternative minimum taxes and state income taxes.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2004, we had $9.8 million in cash and cash equivalents and $7.1
million in short-term marketable securities. Working capital increased to $28.9
million at March 31, 2004 from $23.2 million at December 31, 2003. The increase
in working capital resulted primarily from increases in cash and cash
equivalents, short-term investments and accounts receivable, partially offset by
a decrease in inventories and increase in accounts payable.
We generated $1.6 million of cash from operating activities for the three months
ended March 31, 2004 compared to $333,000 for the same period in 2003. The
increase in 2004 was principally due to higher net income and non-cash charges
and an increase in accounts payable, net of an increase in accounts receivable
resulting from first quarter revenues. Additionally, in the first three months
of 2003 we made significant investments in inventories whereas in 2004 we
reduced our inventories.
9
Capital expenditures totaled $725,000 in the first three months of 2004 and
consisted primarily of manufacturing equipment and computer hardware, software
and related implementation costs.
Our financing activities generated $483,000 for the three months ended March 31,
2004 compared to $516,000 for the same period in 2003. In 2004, the cash
generated from financing activities resulted from the exercise of common stock
options, while in 2003 cash generated by financing activities resulted from the
issuance of long-term debt, net of principal payments. At March 31, 2004, we
had no debt outstanding under our borrowing arrangements. In March 2004, the
financial institution increased the borrowing limit on the revolving line of
credit to $4 million and extended the expiration through March 2005. The credit
facility is collateralized by our accounts receivable, inventory, intellectual
property, intangible and fixed assets and contains certain financial covenants
and a subjective acceleration clause. As of March 31, 2004 we were in
compliance with the covenants of our credit facility.
The following table reflects a summary of our contractual cash obligations as of
March 31, 2004:
Payments Due by Period
----------------------------------------------
Less than 1 to 3 4 to 5 After 5
Total one year years years years
------ ---------- ------- ------- --------
Operating leases $6,035 $ 847 $ 1,818 $ 1,838 $ 1,532
------ ---------- ------- ------- --------
Total contractual cash obligations $6,035 $ 847 $ 1,818 $ 1,838 $ 1,532
====== ========== ======= ======= ========
We believe that our current cash resources together with anticipated product
revenues, committed research and development grant funding and remaining
availability under our credit facility will be sufficient to finance our planned
operations, research and development programs and fixed asset requirements in
the foreseeable future. However, there can be no assurance that such sources of
funds will be sufficient to meet our long-term needs and as a result, we may
need additional funding. There can be no assurance that we will be able to
obtain additional funding from either debt or equity financing, collaborative
arrangements or other sources on terms acceptable to us, or at all. Any
additional equity financing may be dilutive to stockholders, and debt financing,
if available, may involve significant restrictive covenants. Collaborative
arrangements, if necessary to raise additional funds, may require us to
relinquish our rights to certain of our technologies, products or marketing
territories.
It is possible that our results of operations or liquidity and capital resources
could be adversely affected by the ultimate outcome of pending litigation or as
a result of the cost of contesting such legal action. For a discussion of this
matter see Note 8 of "Notes to Financial Statements".
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
----------------------------------------------------------
We are exposed to changes in interest rates primarily from our investments in
certain marketable securities, consisting principally of fixed income debt
securities. Although our investments are available for sale, we generally hold
such investments to maturity. Our investments are stated at fair value, with
net unrealized gains or losses on the securities recorded as accumulated other
comprehensive income (loss) in shareholders' equity. Net unrealized gains and
losses were not material at March 31, 2004 or 2003.
10
Item 4. Controls and Procedures.
-----------------------
a. DISCLOSURE CONTROLS AND PROCEDURES.
As of the end of the period covered by this Quarterly Report on
Form 10-Q, we carried out an evaluation, with the participation
of our management, including our Chief Executive Officer and
Chief Financial Officer, of the effectiveness of our disclosure
controls and procedures pursuant to Securities Exchange Act Rule
13a-15. Based upon that evaluation, our Chief Executive Officer
and Chief Financial Officer concluded that our disclosure
controls and procedures are effective in ensuring that
information required to be disclosed by us in the reports that we
file or submit under the Securities Exchange Act is recorded,
processed, summarized and reported, within the time periods
specified in the SEC's rules and forms.
b. CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING.
There have been no changes in our internal control over financial
reporting that occurred during our last fiscal quarter to which
this Quarterly Report on Form 10-Q relates that have materially
affected, or are reasonably likely to materially affect, our
internal control over financial reporting.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
--------------------------------------
a. EXHIBITS
10.1 Modification Agreement dated March 31, 2004 to Loan and
Security Agreement dated January 15, 2003 between LifeCell
Corporation and Silicon Valley Bank
10.2 Amended and Restated Revolving Promissory Note dated March
31, 2004 in the principal amount of $4,000,000 between
LifeCell Corporation and Silicon Valley Bank
31.1 Certification of our Chief Executive Officer, Paul G.
Thomas, pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
31.2 Certification of our Chief Financial Officer, Steven T.
Sobieski, pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002
32.1 Certification of our Chief Executive Officer, Paul G. Thomas
and Chief Financial Officer, Steven T. Sobieski, pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
b. REPORTS ON FORM 8-K
On January 20, 2004, we announced preliminary fourth quarter and
full year 2003 operating results as well as guidance for 2004.
On February 25, 2004, we announced fourth quarter and full year
2003 operating results as well as guidance for 2004. We also
announced that we planned to conduct a conference call to discuss
the call and related maters.
On April 27, 2003, the Company issued a press release regarding
results for the three months ended March 31, 2004. We also
announced that we planned to conduct a conference call to discuss
the call and related maters.
11
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.
LIFECELL CORPORATION
Date: April 27, 2004 By: /s/ Paul G. Thomas
---------------------
Paul G. Thomas
Chairman of the Board,
President and Chief Executive Officer
(Principal Executive Officer)
Date: April 27, 2004 By: /s/ Steven T. Sobieski
-------------------------
Steven T. Sobieski
Vice President, Finance
Chief Financial Officer and Secretary
(Principal Financial Officer)
Date: April 27, 2004 By: /s/ Bradly C. Tyler
----------------------
Bradly C. Tyler
Controller
(Principal Accounting Officer)
12