-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V5uB/N8JoG8QoPRuirTT96kWhw94MM/xRASJ2s6QBgylZKCZgv44N/K94y56HSbg VwEJUvvk5hSeJOeFfiySsg== 0001016504-03-000017.txt : 20030930 0001016504-03-000017.hdr.sgml : 20030930 20030930161544 ACCESSION NUMBER: 0001016504-03-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030929 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030930 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRATED BIOPHARMA INC CENTRAL INDEX KEY: 0001016504 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 133035216 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31668 FILM NUMBER: 03917870 BUSINESS ADDRESS: STREET 1: 201 ROUTE 22 CITY: HILLSIDE STATE: NJ ZIP: 07205 BUSINESS PHONE: 9739260816 MAIL ADDRESS: STREET 1: 201 ROUTE 22 CITY: HILLSIDE STATE: NJ ZIP: 07205 FORMER COMPANY: FORMER CONFORMED NAME: INTEGRATED HEALTH TECHNOLOGIES INC DATE OF NAME CHANGE: 20020912 FORMER COMPANY: FORMER CONFORMED NAME: CHEM INTERNATIONAL INC DATE OF NAME CHANGE: 19960716 8-K 1 inb8ksept29_2003.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------- 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 29, 2003 INTEGRATED BIOPHARMA, INC. (Exact Name of Registrant as Specified in Charter) Delaware 000-28876 22-2407475 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 225 Long Ave., Hillside, New Jersey 07205 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (973) 926-0816 NOT APPLICABLE (Former Name or Former Address, if Changed Since Last Report) ITEM 7. Financial Statements and Exhibits. (c) Exhibits Exhibit Number Description 99.1 Press Release of Integrated BioPharma, Inc. dated September 29, 2003 reporting results for the year ended June 30, 2003. ITEM 9. Regulation FD Disclosure. In accordance with SEC Release No. 33-8216, the following information, required to be furnished under "Item 12. Results of Operations and Financial Condition," is furnished under "Item 9. Regulation FD Disclosure". On September 29, 2003 the Company issued a press release reporting results for the year ended June 30, 2003, the text of which is attached hereto as Exhibit 99.1 and incorporated herein in its entirety by reference. The statements in this Current Report on Form 8-K, including the exhibits, contain forward-looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that forward-looking statements involve risk and uncertainties which may affect the Registrant's business prospects, including economic, competitive, governmental, technological and other factors discussed in filings with the Securities and Exchange Commission. 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. INTEGRATED BIOPHARMA, INC. September 30, 2003 By: /s/Eric Friedman Name: Eric Friedman Title: Vice President EXHIBIT INDEX Exhibit Number Description 99.1 Press Release of Integrated BioPharma, Inc. dated September 29, 2003 reporting results for the year ended June 30, 2003. EX-99 2 exhibit99_1.txt Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: David Randle 434-244-8400 September 29, 2003 Lance Baller 303-470-0055 INTEGRATED BIOPHARMA, INC. REPORTS YEAR-END FINANCIAL RESULTS Hillside, N.J. September 29, 2003--Integrated BioPharma, Inc. (Amex: INB), a diversified biopharmaceutical and nutritional supplements company, today announced financial results for the fiscal year ended June 30, 2003. Net operating income for the fiscal year increased by 32 percent to $894,117 or $.09 per share based on 10,420,964 shares outstanding on a fully diluted basis compared with net operating income of $687,045 or $.10 per share based on 7,015,076 shares outstanding on a fully diluted basis for the fiscal year ended June 30, 2002. Revenue for the fiscal year ended June 30, 2003, was $22,235,306 compared with $23,546,630 for the same period a year ago. In fiscal 2002, the Company realized the proceeds from a lawsuit in the amount of $706,000 (net of taxes) resulting in GAAP earnings per share of $.09 and $.20 for the fiscal years ending June 30, 2003 and 2002, respectively, based on 10,420,964 and 7,015,076 shares outstanding on a fully diluted basis. Earnings per share reflect dilution as a result of previously announced acquisitions and the effect of stock options. "We are pleased with the improvement in operating earnings," said E. Gerald Kay, chairman of Integrated BioPharma. "Our plans for diversifying INB's revenue stream, particularly through the manufacture and sale of the anticancer drug paclitaxel through our Paxis Pharmaceuticals subsidiary, are moving forward. Our recent investments in Paxis are expected to begin to contribute revenues and earnings later in 2004. Paxis provides us with the capacity to produce large quantities of top-grade paclitaxel-based products in the US, and to meet rising global market demand for this important family of cancer drugs." Integrated BioPharma serves the needs of the nutraceutical, biotech and pharmaceutical industries. Through several wholly owned subsidiaries, Integrated BioPharma develops, manufactures, and distributes more than 130 products worldwide. Integrated BioPharma's recent acquisition of Paxis Pharmaceuticals, Inc., places the Company in the position to be a world leader in the production and sale of paclitaxel and related drugs. Integrated BioPharma currently consists of eight operating units. Further information is available at www.iBioPharma.com. Statements included in this release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve a number of risks and uncertainties such as competitive factors, technological development, market demand, and the company's ability to obtain new contracts and accurately estimate net revenues due to variability in size, scope and duration of projects, and internal issues in the sponsoring client. Further information on potential factors that could affect the company's financial results can be found in the company's Reports filed with the Securities and Exchange Commission. Financial Results for the Fiscal Years Ended June 30, 2003, and June 30, 2002 For The Year Ended June 30, 2003 June 30, 2002 ------------- ------------- Total Revenue $ 22,235,306 $ 23,546,630 ------------ ------------ Pretax Operating Income 1,659,687 1,126,511 Provision for Income Taxes 765,570 439,466 ------------ ------------ Net Operating Income 894,117 687,045 Proceeds from Lawsuit (net of taxes) -- 706,000 ------------ ------------ Net Income $ 894,117 $ 1,393,045 ============ ============ Diluted EPS-(Net Operating Income)(1) $ 0.09 $ 0.10 ============ ============ Diluted EPS-(GAAP)(1) $ 0.09 $ 0.20 ============ ============ Average Common Shares Outstanding-fully diluted(1) 10,420,964 7,015,076 ============ ============ (1) Earnings per share reflect dilution as a result of previously announced acquisitions and the effect of stock options. -----END PRIVACY-ENHANCED MESSAGE-----