Utah Medical Products Inc 10-Q for FY2023 Q1
Utah Medical Products Inc (UTMD)
About this 10-Q
Utah Medical Products Inc filed this 10-Q on May 5, 2023, covering the quarter ended March 31, 2023 (FY2023 Q1).
Headline figures
Quarter ended March 31, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $12.52M
- up 1.6% from $12.32M a year earlier
- Net income
- $4.21M
- up 19.2% from net income of $3.53M a year earlier
- Diluted EPS
- $1.16
- up 20.8% from $0.96 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
For the quarterly period ended |
OR |
For the transition period from to |
Commission File No. |
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code) |
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(Registrant’s telephone number, including area code) |
Securities registered pursuant to Section 12(b) of the Act: |
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Title of each class: | Trading Symbol: | Name of each exchange on which registered: |
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. ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ | Accelerated filer ☐ |
Smaller reporting company | |
| 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of May 4, 2023:
UTAH MEDICAL PRODUCTS, INC.
INDEX TO FORM 10-Q
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES | |||
CONSOLIDATED CONDENSED BALANCE SHEETS AS OF | |||
MARCH 31, 2023 AND DECEMBER 31, 2022 | |||
(in thousands) | |||
| (unaudited) |
| (audited) |
MARCH 31, 2023 |
| DECEMBER 31, 2022 | |
ASSETS |
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Current assets: |
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Cash & Investments | $ |
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Accounts & other receivables, net |
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Inventories |
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Other current assets |
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Total current assets |
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Property and equipment, net |
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Goodwill |
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Other intangible assets |
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Other intangible assets - accumulated amortization | ( |
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Other intangible assets, net |
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Total assets | $ |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable | $ |
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Accrued expenses |
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Total current liabilities |
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Deferred tax liability – Femcare IIA |
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Other long term liabilities |
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Long-term lease liability |
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Deferred income taxes |
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Total liabilities |
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Stockholders' equity: |
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Common stock - $ |
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Accumulated other comprehensive loss | ( |
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Additional paid-in capital |
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Retained earnings |
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Total stockholders' equity |
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Total liabilities and stockholders' equity | $ |
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see notes to consolidated condensed financial statements |
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1
UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES | |||
CONSOLIDATED CONDENSED STATEMENTS OF INCOME FOR THE | |||
THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022 | |||
(in thousands, except per share amounts - unaudited) | |||
| THREE MONTHS ENDED MARCH 31, | ||
2023 |
| 2022 | |
Sales, net | $ |
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Cost of goods sold |
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Gross profit |
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Operating expense |
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Selling, general and administrative |
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Research & development |
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Total operating expenses |
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Operating income |
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Other income |
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Income before provision for income taxes |
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Provision for income taxes |
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Net income | $ |
| $ |
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Earnings per common share (basic) | $ |
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Earnings per common share (diluted) | $ |
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Shares outstanding (basic) |
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Shares outstanding (diluted) |
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Other comprehensive income (loss): |
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Foreign currency translation net of taxes of $ | $ |
| $ ( |
Total comprehensive income | $ |
| $ |
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see notes to consolidated condensed financial statements |
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2
UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES | ||||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS | ||||
FOR THE THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022 | ||||
(in thousands - unaudited) | ||||
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| THREE MONTHS ENDED MARCH 31, | ||
| 2023 |
| 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net income |
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Adjustments to reconcile net income to net |
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Depreciation |
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Amortization |
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Provision for losses on accounts receivable |
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Amortization of right-of-use assets |
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Deferred income taxes |
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Stock-based compensation expense |
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Tax benefit attributable to exercise of stock options |
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Changes in operating assets and liabilities: |
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Accounts receivable and other receivables |
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Inventories |
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Prepaid expenses and other current assets |
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Accounts payable |
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Accrued expenses |
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Total adjustments |
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Net cash provided by operating activities |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Capital expenditures for: |
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Property and equipment |
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Net cash used in investing activities |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Proceeds from issuance of common stock - options |
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Payment of dividends |
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Net cash provided by/(used in) financing activities |
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Effect of exchange rate changes on cash |
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Net increase in cash and cash equivalents |
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Cash at beginning of period |
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Cash at end of period |
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SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: |
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Cash paid during the period for income taxes |
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Cash paid during the period for interest |
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see notes to consolidated condensed financial statements |
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3
UTAH MEDICAL PRODUCTS, INC. AND SUBSIDIARIES | |||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY FOR THE | |||||||||||
THREE MONTHS ENDED MARCH 31, 2023 AND MARCH 31, 2022 | |||||||||||
(in thousands - unaudited) | |||||||||||
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| Accumulated |
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| Additional |
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| Total |
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| Comprehensive |
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Shares |
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| Capital |
| Income |
| Earnings |
| Equity | |
Balance at December 31, 2022 |
| $ |
| $ |
| $ ( |
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Shares issued upon exercise of employee stock options for cash |
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Stock option compensation expense |
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Foreign currency translation adjustment |
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Common stock dividends |
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Net income |
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Balance at March 31, 2023 |
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Balance at December 31, 2021 |
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| $ |
| $ ( |
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Shares issued upon exercise of employee stock options for cash |
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Stock option compensation expense |
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Foreign currency translation adjustment |
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Common stock dividends |
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Net income |
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Balance at March 31, 2022 |
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see notes to consolidated condensed financial statements |
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4
UTAH MEDICAL PRODUCTS, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
(1) The unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States. These statements should be read in conjunction with the financial statements and notes included in the Utah Medical Products, Inc. ("UTMD" or "the Company") annual report on Form 10-K for the year ended December 31, 2022. In the opinion of management, the accompanying financial statements include all adjustments (consisting only of normal recurring adjustments) necessary to summarize fairly the Company's financial position and results of operations. Currency amounts are in thousands except per-share amounts and where noted.
(2) Recent Accounting Standards.
The Company has determined that recently issued accounting standards will either have no material impact on its consolidated financial position, results of operations or cash flows, or will not apply to its operations.
(3) Inventories at March 31, 2023 and December 31, 2022 consisted of the following:
| March 31, 2023 |
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| December 31, 2022 | |
Finished goods | $ |
| $ | ||
Work-in-process |
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Raw materials |
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Total | $ |
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(4) Stock-Based Compensation. At March 31, 2023, the Company has stock-based employee compensation plans which authorize the grant of stock options to eligible employees and directors. The Company accounts for stock compensation under FASB Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation. This statement requires the Company to recognize compensation cost based on the grant date fair value of options granted to employees and directors. In the quarters ended March 31, 2023 and 2022, the Company recognized $
(5) Warranty Reserve. The Company’s published warranty is: “UTMD warrants its products to conform in all material respects to all published product specifications in effect on the date of shipment, and to be free from defects in material and workmanship for a period of thirty (30) days for supplies, or twenty-four (24) months for equipment, from date of shipment. During the warranty period UTMD shall, at its option, replace any products shown to UTMD's reasonable satisfaction to be defective at no expense to the Purchaser or refund the purchase price.”
UTMD maintains a warranty reserve to provide for estimated costs which are likely to occur. The amount of this reserve is adjusted, as required, to reflect its actual experience. Based on its analysis of historical warranty claims and its estimate that existing warranty obligations were immaterial,
(6) 1Q 2023 global revenues (USD) by product category:
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| Outside US |
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| Total | |
Obstetrics |
| $ |
| $ |
| $ | |||
Gynecology/Electrosurgery/Urology |
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Neonatal |
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Blood Pressure Monitoring and Accessories |
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Total |
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| $ |
5
(7) Distribution Agreement Purchase. UTMD completed the purchase of exclusive U.S. distribution rights for the Filshie® Clip System from CooperSurgical, Inc. (CSI) on February 1, 2019. The $
(8) Earnings Per Share. Basic earnings per share is calculated by dividing net income attributable to the common stockholders of the company by the weighted average number of common shares outstanding during the period. Diluted earnings per share is calculated by assuming the exercise of stock options at the closing price of stock at the end of first quarter 2023.
The following table reconciles the numerator and the denominator used to calculate basic and diluted earnings per share:
(in thousands) | Three months ended | ||
| March 31, | ||
2023 |
| 2022 | |
Numerator |
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Net income |
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Denominator |
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Weighted average shares, basic |
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Dilutive effect of stock options |
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Diluted shares |
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Earnings per share, basic | $ |
| $ |
Earnings per share, diluted | $ |
| $ |
(9) Subsequent Events. UTMD has evaluated subsequent events through the date the financial statements were issued, and concluded there were no other events or transactions during this period that required recognition or disclosure in its financial statements.
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
General
Utah Medical Products, Inc. (UTMD) manufactures and markets a well-established range of specialty medical devices. The Company’s Form 10-K Annual Report for the year ended December 31, 2022 provided a detailed description of products, technologies, markets, regulatory issues, business initiatives, resources and business risks, among other details, and should be read in conjunction with this report. Because of the relatively short span of time, results for any given three-month period in comparison with a previous three-month period may not be indicative of comparative results for the year as a whole. Currency amounts in the report are in thousands, except per share amounts or where otherwise noted. Currencies in this report are denoted as $ or USD = U.S. Dollars; AUD = Australia Dollars; £ or GBP = UK Pound Sterling; C$ or CAD = Canadian Dollars; and € or EUR = Euros.
Analysis of Results of Operations
a)Overview
Income statement results in the first quarter (1Q) of 2023 compared to 1Q 2022 were as follows:
| 1Q 2023 | 1Q 2022 | change |
Net Sales | $ 12,520 | $ 12,323 | +1.6% |
Gross Profit | 7,843 | 7,532 | +4.1% |
Operating Income | 4,439 | 4,522 | (1.9%) |
Income Before Tax | 5,119 | 4,530 | +13.0% |
Net Income | 4,214 | 3,534 | +19.2% |
Earnings per Share (diluted) | $ 1.159 | $ 0.964 | +20.2% |
Profit margins in 1Q 2023 compared to 1Q 2022 follow:
| 1Q 2023 (JAN – MAR) | 1Q 2022 (JAN – MAR) |
Gross Profit Margin (Gross Profit/ sales): | 62.6% | 61.1% |
Operating Income Margin (Operating Income/ sales): | 35.5% | 36.7% |
EBT Margin (Profits before Income Taxes/ sales): | 40.9% | 36.8% |
Net Income Margin (Profit after Taxes/ sales): | 33.7% | 28.7% |
Domestic sales in 1Q 2023 were 10% lower, but sales outside the U.S. (OUS) were up 23% in USD terms compared to 1Q 2022. Using the same foreign currency exchange (FX) rates for sales not invoiced in USD, i.e. in “constant currency” terms, OUS sales were up 28%. Because 28% of consolidated USD sales were invoiced in foreign currencies, the change in FX rates for OUS sales did have an impact on period-to-period relative financial results. FX rates for income statement purposes are transaction-weighted averages. The average FX rates from the applicable foreign currency to USD during 1Q 2023 and 1Q 2022 follow:
| 1Q 2023 | 1Q 2022 | Change |
GBP | 1.215 | 1.339 | (9.3%) |
EUR | 1.078 | 1.126 | (4.2%) |
AUD | 0.685 | 0.724 | (5.3%) |
CAD | 0.739 | 0.789 | (6.3%) |
The weighted-average negative impact on foreign currency sales was 5.9%, reducing reported USD sales by $223 relative to the same foreign currency sales in 1Q 2022. In constant currency terms, total consolidated 1Q 2023 sales were up $420 (+3.4%).
Due mostly to better absorption of manufacturing overhead costs in Ireland and lower employee healthcare plan costs in the U.S., UTMD was able to increase its 1Q 2023 Gross Profit Margin (GPM), gross profits/sales, compared to 1Q 2022.
Consolidated OI in 1Q 2023 at $4,439 (35.5% of sales) was $84 lower than 1Q 2022 OI of $4,522 (36.7% of sales). Although UTMD’s 1Q 2023 Operating Income Margin (OIM) benefitted from higher sales, a higher GPM and a stronger USD which reduced OUS operating expenses in USD terms by $80, it suffered more from the $348 (2.8% of sales) higher litigation expenses compared to 1Q 2022. The $1,105 per quarter straight-line amortization of the $21,000 purchase price that UTMD paid CSI in early 2019 to acquire the remaining 4.75 years’ exclusive U.S. Filshie distribution rights was 8.8% of 1Q 2023 sales compared to 9.0% of 1Q 2022 sales. The purchase price of CSI’s remaining exclusive distribution rights was recognized as an identifiable intangible asset (IIA) which will be fully amortized in October 2023. IIA amortization expense in total, including that remaining from the 2011 Femcare acquisition, which comprises a significant portion of General & Administrative (G&A) operating expenses, was 12.7% of 1Q 2023 consolidated sales compared to 13.3% of 1Q 2022 consolidated sales. In other words, UTMD’s OIM excluding IIA amortization and litigation expense was 51.4% in 1Q 2023 compared to 50.5% in 1Q 2022.
Income Before Tax (EBT) benefitted from much higher interest income on UTMD’s cash reserves. Non-operating income (NOI) in 1Q 2023, in which interest income is captured, was $681 compared to $8 in 1Q 2022. As a result of $589 higher EBT and a lower income tax provision rate due to a portion of NOI received from tax exempt interest, UTMD’s Net Income Margin (NIM) in 1Q 2023 at 33.7% was substantially higher than the 28.7% NIM in 1Q 2022. UTMD’s consolidated income tax provision rate in 1Q 2023 was 17.7% of EBT compared to 22.0% in 1Q 2022. The result was that 1Q 2023 NI was 19.2% higher, and 1Q 2023 Earnings Per Share were 20.2% higher, than in 1Q 2022.
UTMD’s March 31, 2023 Balance Sheet, in the absence of debt, remained strong. Ending Cash and Investments were $80.9 million on March 31, 2023 compared to $75.1 million on December 31, 2022. Stockholders’ Equity was up $3.8 million in the first three-month calendar period from December 31, 2022. FX rates for Balance Sheet purposes are the applicable rates at the end of each reporting period. The FX rates from the applicable foreign currency to USD for assets and liabilities at the end of 1Q 2023 and the end of 1Q 2022 follow:
| 3-31-23 | 3-31-22 | Change |
GBP | 1.237 | 1.315 | (6.0%) |
EUR | 1.087 | 1.110 | (2.0%) |
AUD | 0.670 | 0.750 | (10.6%) |
CAD | 0.739 | 0.801 | (7.7%) |
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b)Revenues
Terms of sale are established in advance of UTMD’s acceptance of customer orders. In the U.S., Ireland, UK, Canada, Australia and New Zealand, UTMD generally accepted orders directly from and shipped directly to end user clinical facilities, as well as third party medical/surgical distributors, under UTMD’s Standard Terms and Conditions (T&C) of Sale during both 1Q 2023 and 1Q 2022. UTMD may have separate discounted pricing agreements with a specific clinical facility or group of affiliated facilities based on volume of purchases. Pricing agreements which are documented arrangements with clinical facilities, or groups of affiliated facilities, if applicable, are established in advance of orders accepted or shipments made. For existing customers, past actual shipment volumes typically determine the fixed price by part number for the next agreement period of one year. For new customers, the customer’s best estimate of volume is usually accepted by UTMD for determining the ensuing fixed prices for the agreement period. Prices are not adjusted after an order is accepted. For the sake of clarity, the separate pricing agreements with clinical facilities based on volume of purchases disclosure is not inconsistent with UTMD’s disclosure that the selling price is fixed prior to the acceptance of a specific customer order.
Total consolidated 1Q 2023 UTMD revenues (sales) were $197 (+1.6%) higher than in 1Q 2022. Constant currency sales were $420 (+3.4%) higher. U.S. domestic sales were 10.0% lower and OUS sales were 22.9% higher despite an average 5.9% stronger USD. Because of the relatively short span of time, results for any given three-month period in comparison with a previous three-month period may not be indicative of comparative results for the year as a whole.
Domestic sales in 1Q 2023 were $7,185 compared to $7,984 in 1Q 2022. The components of domestic sales include 1) “direct sales” of UTMD’s medical devices to user facilities (and med/surg stocking distributors for hospitals), excluding Filshie device sales, 2) “OEM sales” of components and other products manufactured by UTMD for other medical device and non-medical device companies, and 3) “Filshie device sales”, manufactured by Femcare and distributed in the U.S. by UTMD.
1)Direct sales, representing 50% of total domestic sales, were $372 (9.3%) lower in 1Q 2023 than in 1Q 2022. This was due to continuing supply chain disruption, in particular independent sterilizer capacity constraints.
2)OEM sales, representing 32% of total domestic sales, were $375 (14.0%) lower. U.S. sales to UTMD’s largest OEM customer which had grown rapidly in recent years were $391 lower in 1Q 2023 compared to 1Q 2022.
3)Filshie device sales were $51 (3.9%) lower in 1Q 2023 compared to 1Q 2022.
OUS sales in 1Q 2023 were $5,335 compared to $4,339 in 1Q 2022. OUS sales invoiced in GBP, EUR, AUD and CAD currencies were reduced $223 as a result of changes in FX rates resulting from an average 5.9% stronger USD. In other words, constant currency OUS sales were $5,558, which was 28.1% higher than in 1Q 2022. The foreign currency OUS sales in 1Q 2023 were $3,558, which was 67% of OUS sales and 28% of total consolidated sales. Foreign currency OUS sales in 1Q 2022 were $2,906, which was 67% of OUS sales and 24% of total consolidated sales.
The following table provides USD consolidated sales amounts divided into general product categories for total worldwide sales and the subset of OUS sales:
WW revenues (USD) by product category:
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| 1Q 2023 | % |
| 1Q 2022 | % |
Obstetrics |
| $ 1,015 | 8 |
| $ 1,049 | 9 |
Gynecology/ Electrosurgery/ Urology |
| 5,593 | 45 |
| 5,102 | 41 |
Neonatal |
| 1,762 | 14 |
| 1,873 | 15 |
Blood Pressure Monitoring and Accessories* |
| 4,150 | 33 |
| 4,299 | 35 |
Total: |
| $ 12,520 | 100 |
| $ 12,323 | 100 |
OUS revenues (USD) by product category:
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| 1Q 2023 | % |
| 1Q 2022 | % |
Obstetrics |
| $ 209 | 4 |
| $ 126 | 3 |
Gynecology/ Electrosurgery/ Urology |
| 3,073 | 58 |
| 2,522 | 58 |
Neonatal |
| 377 | 7 |
| 291 | 7 |
Blood Pressure Monitoring and Accessories* |
| 1,676 | 31 |
| 1,400 | 32 |
Total: |
| $ 5,335 | 100 |
| $ 4,339 | 100 |
*includes molded components sold to OEM customers.
8
c)Gross Profit
Gross Profit results from subtracting the costs of manufacturing products, including quality assurance and freight for receiving raw materials from vendors, from revenues. UTMD’s Gross Profit was $310 (+4.1%) higher in 1Q 2023 than in 1Q 2022. Gross Profit increased more than revenues due primarily to two favorable period-to-period differences: better absorption of manufacturing overhead costs in Ireland as a result of production which increased more than overhead costs increased, and 2) much lower healthcare costs for U.S. employees compared to 1Q 2022 under UTMD’s self-funded plan. The Company selectively raised product prices during 1Q 2023 based on specific input costs from vendors. As another cost-of-living pay adjustment for employees becomes effective in April 2023, the Company still expects to maintain its GPM for the year as a whole consistent with 2022.
d)Operating Income
Operating Income results from subtracting Operating Expenses from Gross Profit. Operating Expenses are comprised of G&A (G&A) expenses, sales and marketing (S&M) expenses and product development (R&D) expenses. Consolidated Operating Expenses were $3,404 in 1Q 2023 (27.2% of sales) compared to $3,010 in 1Q 2022 (24.4% of sales). Ignoring the portion of Operating Expenses that were litigation expenses and non-cash IIA amortization expenses, consolidated Operating Expenses in 1Q 2023 were 11.2% of consolidated sales compared to 10.6% of sales in 1Q 2022. A stronger USD in 1Q 2023 compared to 1Q 2022 helped Operating Income performance by reducing OUS Operating Expenses in USD terms by $80, comprised of reducing IIA amortization expense by $49 and all other OUS Operating Expenses by $31.
Consolidated G&A expenses were $2,873 (22.9% of sales) in 1Q 2023 compared to $2,551 (20.7% of sales) in 1Q 2022. G&A expenses include litigation costs which were $409 in 1Q 2023 compared to $61 in 1Q 2022. The G&A expenses in 1Q 2023 included $483 (3.9% of sales) of non-cash expense from the amortization of IIA resulting from the 2011 Femcare acquisition, which were $532 (4.3% of sales) in 1Q 2022. The lower USD IIA amortization expense was the result of a stronger USD, as the Femcare amortization expense in GBP in 1Q 2023 was the same as in 1Q 2022. In addition, G&A expenses in both periods included $1,105 IIA amortization expense resulting from the purchase of the CSI remaining U.S. exclusive Filshie distribution rights, which represented 8.8% of 1Q 2023 sales compared to 9.0% of 1Q 2022 sales. Excluding the litigation and non-cash IIA amortization expenses, G&A expenses were $876 (7.0% of sales) in 1Q 2023 compared to $853 (6.9% of sales) in 1Q 2022. The change in FX rates reduced 1Q 2023 OUS G&A expenses by $74, comprised of reducing IIA amortization expense by $49 and all other G&A expenses by $24.
S&M expenses were $387 (3.1% of sales) in 1Q 2023 compared to $336 (2.7% of sales) in 1Q 2022. The change in FX rates reduced 1Q 2023 OUS S&M expenses by $6.
R&D expenses in 1Q 2023 were $144 (1.1% of sales) compared to $123 (1.0% of sales) in 1Q 2022. The change in FX rates reduced 1Q 2023 OUS R&D expenses by $1.
In summary, Operating Income in 1Q 2023 was $4,439 (35.5% of sales) compared to $4,522 (36.7% of sales) in 1Q 2022. The lower Operating Income Margin was due primarily to the $348 higher litigation expenses.
A summary comparison of (USD) consolidated Operating Expenses follows:
| 1Q 2023 | 1Q 2022 |
S&M Expense | $ 387 | $ 336 |
R&D Expense | 144 | 123 |
G&A Expense: |
|
|
CSI IIA amortization | 1,105 | 1,105 |
Femcare IIA amortization | 483 | 532 |
Litigation Expense | 409 | 61 |
All Other G&A Expenses | 876 | 853 |
Total Operating Expenses: | $ 3,404 | $ 3,010 |
After adjustment of OUS Operating Expenses for a stronger USD, the increases in S&M, R&D and All Other G&A expenses (excluding litigation and IIA amortization) were essentially due to cost-of-living increases for employees.
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e)Non-operating expense/ Non-operating income
Net non-operating expense, or net non-operating income, results from the combination of 1) expenses from loan interest and bank fees; 2) expenses or income from losses or gains from remeasuring the value of EUR cash bank balances in the UK, and GBP cash balances in Ireland, in USD terms; and 3) income from rent of underutilized property, investment income, royalties received from licensing the Company’s technology and other miscellaneous income. Net non-operating income in 1Q 2023 was $681 compared to $8 in 1Q 2022. The primary difference was due to higher average cash balances in 1Q 2023 compared to 1Q 2022 with higher interest rates, which resulted in $646 higher interest income. UTMD also received $9 higher non-operating income in 1Q 2023 from renting underutilized property compared to 1Q 2022, and the same non-operating income from royalties. UTMD realized a slight gain in 1Q 2023 compared to a loss of $3 at the end of 1Q 2022 from remeasurement of foreign currency bank balances.
f)Income Before Income Taxes (EBT)
EBT results from adding net non-operating income to Operating Income. Consolidated 1Q 2023 EBT was $5,119 (40.9% of sales) compared to $4,530 (36.8% of sales) in 1Q 2022. The $589 (+13.0%) higher 1Q 2023 EBT compared to 1Q 2022 was the result of $673 higher non-operating income. In other words, the $646 higher interest income more than offset UTMD’s $348 higher litigation expenses.
The EBT of Utah Medical Products, Inc. in the U.S. was $2,562 in 1Q 2023 compared to $2,916 in 1Q 2022. The EBT of Utah Medical Products, Ltd (Ireland) was EUR 1,962 in 1Q 2023 compared to EUR 1,806 in 1Q 2022. The EBT of Femcare Group Ltd (Femcare Ltd., UK and Femcare Australia Pty Ltd) was GBP 23 in 1Q 2023 compared to GBP (159) in 1Q 2022. The 1Q 2023 EBT of Utah Medical Products Canada, Inc. was CAD 158 in 1Q 2023 compared to CAD 154 in 1Q 2022.
EBITDA is a non-US GAAP metric that measures profitability performance without factoring in effects of financing, accounting decisions regarding non-cash expenses, capital expenditures or tax environments. Excluding the noncash effects of depreciation, amortization of intangible assets and stock option expense, 1Q 2023 consolidated EBT excluding the remeasured bank balance currency gain or loss and interest expense (“adjusted consolidated EBITDA”) were $6,919 compared to $6,371 in 1Q 2022, an 8.6% increase. Management believes that the 1Q 2023 EBITDA operating performance provides a start that is consistent with achieving its financial objectives for the calendar year 2023, as previously provided in its 2022 SEC 10-K Report. UTMD’s trailing last twelve-month EBITDA was $28,439.
UTMD’s non-US GAAP adjusted consolidated EBITDA is the sum of the elements in the following table, each element of which is a US GAAP number:
| 1Q 2023 | 1Q 2022 |
EBT | $ 5,119 | $ 4,530 |
Depreciation Expense | 154 | 149 |
Femcare IIA Amortization Expense | 483 | 532 |
CSI IIA Amortization Expense | 1,105 | 1,105 |
Other Non-Cash Amortization Expense | 8 | 9 |
Stock Option Compensation Expense | 50 | 43 |
Interest Expense | - | - |
Remeasured Foreign Currency Balances | - | 3 |
UTMD non-US GAAP EBITDA: | $ 6,919 | $ 6,371 |
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g)Net Income
Net Income in 1Q 2023 of $4,214 was 19.2% higher than the Net Income of $3,534 in 1Q 2022. UTMD’s Net Income Margin, Net Income divided by consolidated sales, was 33.7% in 1Q 2023 and 28.7% in 1Q 2022. The average consolidated income tax provision rates (as a % of EBT) in 1Q 2023 was 17.7% and in 1Q 2022 was 22.0%. The lower provision rate in 1Q 2023 resulted primarily from a portion of interest income that is tax-exempt.
h) Earnings Per Share (EPS)
EPS are consolidated Net Income divided by the weighted average number of shares of stock outstanding (diluted to take into consideration stock option awards which are “in the money,” i.e., have exercise prices below the applicable period’s weighted average market value).
Diluted EPS in 1Q 2023 were 20.2% higher than in 1Q 2022. UTMD’s increase in NI was leveraged for EPS as a result of 28,629 fewer diluted shares used to calculate EPS in 1Q 2023 compared to 1Q 2022. Diluted shares were 3,636,286 in 1Q 2023 compared to 3,664,915 in 1Q 2022. Outstanding shares were 3,628,067 at the end of 1Q 2023. The number of shares used for calculating EPS was higher than ending shares because of a time-weighted calculation of average outstanding shares plus dilution from unexercised employee and director options. The total number of outstanding unexercised employee and outside director options at March 31, 2023 was 66,883 at an average exercise price of $73.64, including shares awarded but not yet vested. This compares to 67,433 unexercised option shares at the end of 2022 at an average exercise price of $73.66/ share, including shares awarded but not vested. The difference was due to 300 employee option exercises and 250 cancellations during 1Q 2023. The number of shares added as a dilution factor in 1Q 2023 was 8,456 compared to 10,125 in 1Q 2022.
Outstanding shares at the end of 1Q 2023 were 3,628,067 compared to 3,627,767 at the end of calendar year 2022. The difference was due to 300 employee option exercises during 1Q 2023.
There were no stock repurchases in 1Q 2023. During the last year since the end of 1Q 2022, UTMD repurchased 30,105 of its shares. No options were awarded in 1Q 2023. During the last year since the end of 1Q 2022, 20,600 options were awarded to 40 employees at an exercise price of $82.60.
UTMD paid a $1,070 ($0.295/share) cash dividend to stockholders in 1Q 2023. UTMD did not pay a cash dividend to stockholders in 1Q 2022 because the special $7,309 ($2.00/share) dividend, which was declared in 4Q 2021, was paid in December before the end of the 2021 calendar year instead of in January 2022.
During 1Q 2023 and 1Q 2022, UTMD did not repurchase its shares. In 2Q 2022, UTMD repurchased 30,105 shares at $82.88 per share. The Company retains the strong desire and financial ability for repurchasing its shares at a price it believes is attractive for remaining stockholders. UTMD’s closing share price at the end of 1Q 2023 was $94.77, down 6% from the $100.53 closing price at the end of 2022. The closing share price at the end of 1Q 2022 was $89.86.
i) Return on Equity (ROE)
ROE is the portion of Net Income retained by UTMD to internally finance its growth, divided by the average accumulated Stockholders’ Equity for the applicable time period. Annualized ROE (before stockholder dividends) in 1Q 2023 was 15% and in 1Q 2022 was 13%. The higher ROE in 1Q 2023 was due to 19% higher Net Income divided by 7% higher average Stockholders’ Equity. Targeting a high ROE of 20% remains a key financial target for UTMD management. ROE can be increased by increasing Net Income, and/or by reducing Stockholders’ Equity by paying cash dividends to stockholders or by repurchasing shares.
Liquidity and Capital Resources
j)Cash flows
Net cash provided by operating activities, including adjustments for depreciation and amortization and other non-cash expenses along with changes in working capital, totaled $6,915 in 1Q 2023 compared to $5,046 in 1Q 2022. Net Income provided $680 more to cash in 1Q 2023 than in 1Q 2022. Other differences in cash provided during the two periods were a $2,350 higher source of cash from trade accounts receivable, a $141 lower reduction in deferred income taxes and a $135 difference with lower instead of higher prepaid expenses and other current assets, offset by a $886 higher use of cash for accounts payable, a $276 higher increase in inventories and a $247 lower increase in accrued expenses.
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Capital expenditures for property and equipment (PP&E) were $43 in 1Q 2023 compared to $237 in 1Q 2022. Depreciation of PP&E was $155 in 1Q 2023 compared to $149 in 1Q 2022.
Cash dividends paid to stockholders in 1Q 2023 were $1,070 compared to zero in 1Q 2022 because the special $7,309 dividend declared in 4Q 2021 was paid in December 2021 instead of in January 2022.
In 1Q 2023, UTMD received $21 and issued 300 shares of its stock upon the exercise of employee stock options. Option exercises in 1Q 2023 were at an average price of $69.83 per share. In comparison, in 1Q 2022 UTMD received $19 and issued 250 shares of its stock upon the exercise of employee stock options. Option exercises in 1Q 2022 were at an average price of $76.33 per share.
Management believes that current cash balances, income from operations and effective management of working capital will provide the liquidity needed to meet the challenges of the current economic environment in achieving operating objectives, to maintain the capability to make opportunistic investments that will provide for growth in future profits and to continue to allocate capital in a way that will maximize stockholder value over time. During the remainder of 2023 the Company may utilize cash not needed to support normal operations in one or a combination of the following: 1) in general, to continue to invest at an opportune time in ways that will enhance future profitability; 2) to make additional investments in new technology and/or processes; and/or 3) to acquire a product line or company that will augment revenue and EPS growth and better utilize UTMD’s existing infrastructure. If there are no better strategic uses for UTMD’s cash, the Company will continue to return cash to stockholders in the form of dividends and share repurchases when the stock appears undervalued.
k)Assets and Liabilities
UTMD’s March 31, 2023 Balance Sheet, in the absence of debt, continued to strengthen.
March 31, 2023 total consolidated assets increased $3,896 from December 31, 2022 to $127,770. The increase was due to a $5,860 increase in cash and a $17 increase in net fixed assets (property, plant and equipment), offset by a $667 decrease in current assets other than cash and $1,314 lower net intangible assets.
The increase in cash was due to cash generated from operations coupled with a $781 decrease in non-cash working capital. Current assets as a whole increased $5,193 while current liabilities as a whole increased $114, yielding a $5,079 increase in working capital to $89,038. The decrease in current assets other than cash resulted primarily from a $1,720 decrease in receivables offset by an $1,126 increase in consolidated inventories. Average inventory turns were 2.0 in 1Q 2023 compared to 2.6 for the 2022 year. Accounts receivable were $1,720 lower due to faster collections, with the average age of trade receivables at 27 days from date of invoice at March 31, 2023 compared to 37 days at December 31, 2022. UTMD’s excellent 15.1 current ratio at December 31, 2022 improved to 15.7 at March 31, 2023 because current assets increased 5.8% when current liabilities increased just 1.9%.
The $17 higher net fixed assets at March 31, 2023 compared to December 31, 2022 resulted from $43 in capital expenditures, $155 in depreciation and the impact of the period-to-period foreign currency exchange (FX) rates for assets OUS. FX rates for Balance Sheet purposes are the applicable rates at the end of each reporting period. The FX rates from the applicable foreign currency to USD for assets and liabilities at the end of 1Q 2023 and the end of 2022 follow:
| 3-31-23 | 12-31-22 | Change |
GBP | 1.237 | 1.208 | +2.4% |
EUR | 1.087 | 1.069 | +1.7% |
AUD | 0.670 | 0.680 | (1.5%) |
CAD | 0.739 | 0.739 | - |
At March 31, 2023, net Intangible Assets decreased to 17.5% of total consolidated assets from 19.2% on December 31, 2022 because of the 1Q 2023 $1,588 amortization of identifiable intangibles, offset by a higher FX rate for remaining GBP intangible assets in the UK and aided by the higher period-end total asset denominator.
The $114 increase in current liabilities was a result of a $305 increase in accrued liabilities, primarily for income taxes and customer deposits, offset by a $191 decrease in accounts payable. Long term liabilities increased $19 to $3,678 primarily as a result of an increase in deferred income taxes in the U.S. and Ireland. Long term liabilities declined by a $57 lower deferred tax liability for the Femcare Ltd GBP IIA to $1,456 at March 31, 2023 compared to $9,084 on the date of the 2011 acquisition. Reduction of the deferred tax liability occurs as the book/tax difference of IIA amortization is eliminated over the remaining useful life of the Femcare Ltd IIA. UTMD’s total debt ratio (total liabilities/total assets) as of March 31, 2023 was 7.6% compared to 7.8% as of December 31, 2022.
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l)Management's Outlook
Based on the first quarter of 2023 results, UTMD expects to achieve its plan for 2023 as a whole, as described in its 2022 Form SEC 10-K. UTMD’s objectives for 2023 remain to
1)exploit distribution and manufacturing synergies by further integrating capabilities and resources in its multinational operations;
2)more effectively market the benefits of the Filshie Clip System in the U.S.;
3)introduce additional products helpful to clinicians through internal new product development;
4)continue to achieve profitable overall financial operating performance and a stable working environment for employees;
5)utilize positive cash generation to continue providing cash dividends to stockholders and make open market share repurchases if/when the UTMD share price seems undervalued; and
6)be vigilant for accretive acquisition opportunities which may be brought about by the current challenging economic environment on companies with more limited resources.
m)Accounting Policy Changes
None.
Forward-Looking Information. This report contains certain forward-looking statements and information relating to the Company that are based on the beliefs of management as well as assumptions made by management based on information currently available. When used in this document, the words “anticipate,” “believe,” “project,” “estimate,” “expect,” “intend” and similar expressions, as they relate to the Company or its management, are intended to identify forward-looking statements. Such statements reflect the current view of the Company respecting future events and are subject to certain risks, uncertainties and assumptions, including the risks and uncertainties stated throughout the document. Although the Company has attempted to identify important factors that could cause the actual results to differ materially, there may be other factors that cause the forward statement not to come true as anticipated, believed, projected, expected, or intended. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may differ materially from those described herein as anticipated, believed, projected, estimated, expected or intended. Financial estimates are subject to change and are not intended to be relied upon as predictions of future operating results, and the Company assumes no obligation to update or disclose revisions to those estimates.
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Item 3. Quantitative and Qualitative Disclosures about Market Risk
UTMD has manufacturing and trading operations, including related assets, in the U.S. denominated in the U.S. Dollar (USD), in Ireland denominated in the Euro (EUR), in England denominated in the British Pound (GBP), in Australia denominated in the Australia Dollar (AUD), and in Canada denominated in the Canadian Dollar (CAD). The currencies are subject to exchange rate fluctuations that are beyond the control of UTMD. The exchange rates were .9198, .9351 and .9013 EUR per USD as of March 31, 2023, December 31, 2022 and March 31, 2021, respectively. Exchange rates were .8085, .8280, and .7603 GBP per USD as of March 31, 2023, December 31, 2022 and March 31, 2022, respectively. Exchange rates were 1.4695, 1.4919 and 1.3338 AUD per USD on March 31, 2023, December 31, 2022 and March 31, 2022, respectively. Exchange rates were 1.3532, 1.3526, and 1.2571 CAD per USD on March 31, 2023, December 31, 2022, and March 31, 2022 respectively. UTMD manages its foreign currency risk without separate hedging transactions by either invoicing customers in the local currency where costs of production were incurred, by converting currencies as transactions occur, and by optimizing global account structures through liquidity management accounts.
Item 4. Controls and Procedures
The Company’s management, under the supervision and with the participation of the Chief Executive Officer and the Principal Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) as of March 31, 2023. Based on this evaluation, the Chief Executive Officer and Principal Financial Officer concluded that, as of March 31, 2023, the Company’s disclosure controls and procedures were effective.
There were no changes in the Company’s internal controls over financial reporting that occurred during the quarter ended March 31, 2023, that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
UTMD is a party from time to time in litigation incidental to its business. Presently, except for the Filshie clip lawsuits initiated by a single U.S. law firm, there is no litigation or threatened litigation. The Company does not expect the outcome of the Filshie clip litigation will be material to consolidated financial results.
Item 1A. Risk Factors
In addition to the other information set forth in this report, investors should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in UTMD’s Annual Report on Form 10-K for the year ended December 31, 2022, which could materially affect its business, financial condition or future results. The risks described in the Annual Report on Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to UTMD or currently deemed to be immaterial also may materially adversely affect the Company’s business, financial condition and/or operating results.
Legislative or executive order healthcare interference in the United States renders the U.S. medical device marketplace unpredictable. A fully government-run healthcare system would likely eliminate healthcare consumer choice as well as commercial incentives for innovation. Restrictions on “nonessential” medical procedures during a pandemic reduce the demand for certain of UTMD’s medical devices.
Increasing regulatory burdens, including premarketing approval delays, may result in significant loss of revenue, unpredictable costs and loss of management focus on developing and marketing products that improve the quality of healthcare:
Thousands of small focused medical device manufacturers including UTMD that do not have the overhead structure that the few large medical device companies can afford are increasingly burdened with bureaucratic and underqualified regulator demands that are not reasonably related to assuring the safety or effectiveness of the devices that they provide. Premarketing submission administrative burdens, and substantial “user fees” or notified body review fees, represent a significant non-clinical and/or non-scientific barrier to new product introduction, resulting in lack of investment or delays to revenues from new or improved devices. The risks associated with such circumstances relate not only to substantial out-of-pocket costs, including potential litigation in millions of dollars, but also loss of business and a diversion of attention of key employees for an extended period of time from managing their normal responsibilities, particularly in new product development and routine quality assurance activities.
Group Purchasing Organizations (GPOs) in the U.S. add non-productive costs, weaken the Company’s marketing and sales efforts and cause lower revenues by restricting access:
GPOs, theoretically acting as bargaining agents for member hospitals, but actually collecting revenues from the companies that they are negotiating with, have made a concerted effort to turn medical devices that convey special patient safety advantages and better health outcomes, like UTMD’s, into undifferentiated commodities. GPOs have been granted an antitrust exemption by the U.S. Congress. Otherwise, their business model based on “kickbacks” would be a violation of law. Despite rhetoric otherwise, these bureaucratic entities do not recognize or understand the overall cost of care as it relates to safety and effectiveness of devices, and they create a substantial administrative burden that is primarily driven by collection of their administrative fees.
The Company’s business strategy may not be successful in the future:
As the level of complexity and uncertainty in the medical device industry increases, evidenced, for example, by the unpredictable and overly cumbersome regulatory environment, the Company’s views of the future and product/ market strategy may not yield financial results consistent with the past.
As the healthcare industry becomes increasingly bureaucratic it puts smaller companies like UTMD at a competitive disadvantage:
An aging population is placing greater burdens on healthcare systems, particularly hospitals. The length of time and number of administrative steps required in adopting new products for use in hospitals has grown substantially in recent years. Smaller companies like UTMD typically do not have the administrative resources to deal with broad new administrative requirements, resulting in either loss of revenue or increased costs. As UTMD introduces new products it believes are safer and more effective, it may find itself excluded from certain clinical users because of the existence of long term supply agreements for preexisting products, particularly from competitors which offer hospitals a broader range of products and services. Restrictions used by hospital administrators to limit clinician involvement in device purchasing decisions makes communicating UTMD’s clinical advantages more difficult.
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A product liability lawsuit could result in significant legal expenses and a large award against the Company:
UTMD’s devices are frequently used in inherently risky situations to help physicians achieve a more positive outcome than what might otherwise be the case. In any lawsuit where an individual plaintiff suffered permanent physical injury, the possibility of a large award for damages exists whether or not a causal relationship exists.
The Company’s reliance on third party distributors in some markets may result in less predictable revenues:
UTMD’s distributors have varying expertise in marketing and selling specialty medical devices. They also sell other devices that may result in less focus on the Company’s products. In some countries, notably China, Pakistan and India not subject to similarly rigorous standards, a distributor of UTMD’s products may eventually become a competitor with a cheaper but lower quality version of UTMD’s devices.
The loss of one or more key employees could negatively affect UTMD performance:
In a small company with limited resources, the distraction or loss of key personnel at any point in time may be disruptive to performance. The Company’s benefits programs are key to recruiting and retaining talented employees. An increase in UTMD’s employee healthcare plan costs, for example, may cause the Company to have to reduce coverages which in turn represents a risk to retaining key employees.
Fluctuations in foreign currencies relative to the USD can result in significant differences in period-to-period financial results:
Since a significant portion of UTMD’s sales are invoiced in foreign currencies and consolidated financial results are reported in USD terms, a stronger USD can have negative revenue effects. Conversely, a weaker USD would increase foreign subsidiary operating costs in USD terms. For the portion of sales to foreign entities made in fixed USD terms, a stronger USD makes the devices more expensive and weakens demand. For the portion invoiced in a foreign currency, not only USD-denominated sales are reduced, but also gross profits may be reduced because finished distributed devices and/or U.S. made raw materials and components are likely being purchased in fixed USD.
Trade restrictions and /or tariffs resulting from changing government trade policies have the potential to disrupt UTMD’s supply chain.
Lack of predictability of a major OEM customer currently representing over 20% of UTMD’s sales.
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
UTMD did not purchase any of its own securities during 1Q 2023 and in 2022 it purchased 30,105 of its shares in the open market for $2,495 including commissions and fees ($82.88/ share.)
Item 6. Exhibits
Exhibit # | Title of Document |
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31.1 | |
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31.2 | |
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32.1 | |
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32.2 | |
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101 | The following financial information from the Utah Medical Products, Inc. quarterly report on Form 10-Q for the quarter ended March 31, 2023, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Consolidated Condensed Balance Sheets, (ii) Consolidated Condensed Statements of Income, (iii) Consolidated Condensed Statements of Cash Flows, (iv) Consolidated Condensed Statements of Stockholders’ Equity, and (v) related Notes to the Consolidated Condensed Financial Statements, tagged in detail. |
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104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchanges Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
UTAH MEDICAL PRODUCTS, INC.
REGISTRANT
Date: 5/5/23 By: /s/ Kevin L. Cornwell
Kevin L. Cornwell
CEO
Date: 5/5/23 By: /s/ Brian L. Koopman
Brian L. Koopman
Principal Financial Officer
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Exhibit 31.1
CERTIFICATION OF CEO
PURSUANT TO RULE 13a-14(a) AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Kevin L. Cornwell, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Utah Medical Products, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: May 5, 2023
/s/ Kevin L. Cornwell
Kevin L. Cornwell
Chief Executive Officer
Exhibit 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO RULE 13a-14(a) AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Brian L. Koopman, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Utah Medical Products, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
(a)designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
(a)all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date: May 5, 2023
/s/ Brian L. Koopman
Brian L. Koopman
Principal Financial Officer
Exhibit 32.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Utah Medical Products, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Kevin L. Cornwell, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:
(1)the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
/s/ Kevin L. Cornwell
Kevin L. Cornwell
Chief Executive Officer
May 5, 2023
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Exhibit 32.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Utah Medical Products, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Brian L. Koopman, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:
(1)the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)the information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.
/s/ Brian L. Koopman
Brian L. Koopman
Principal Financial Officer
May 5, 2023
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.