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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarter ended: January 1, 2011                    Commission File Number: 1-14041
HAEMONETICS CORPORATION
(Exact name of registrant as specified in its charter)
     
Massachusetts   04-2882273
(State or other jurisdiction   (I.R.S. Employer Identification No.)
of incorporation or organization)    
400 Wood Road, Braintree, MA 02184
(Address of principal executive offices)
Registrant’s telephone number, including area code: (781) 848-7100
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) (2.) has been subject to the filing requirements for at least the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).
Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):
             
Large accelerated filer þ   Accelerated filer o   Non-accelerated filer o   Smaller reporting company o
        (Do not check if a smaller reporting company)    
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)
Yes o No þ
The number of shares of $.01 par value common stock outstanding as of January 1, 2011:
25,420,192
 
 

 


 

HAEMONETICS CORPORATION
INDEX
         
    PAGE
PART I. FINANCIAL INFORMATION
       
       
    3  
    4  
    5  
    6  
    7  
    23  
    35  
    37  
    38  
    38  
    38  
    38  
    39  
    39  
    39  
    39  
    40  
 EX-31.1
 EX-31.2
 EX-32.1
 EX-32.2
 EX-101 INSTANCE DOCUMENT
 EX-101 SCHEMA DOCUMENT
 EX-101 CALCULATION LINKBASE DOCUMENT
 EX-101 LABELS LINKBASE DOCUMENT
 EX-101 PRESENTATION LINKBASE DOCUMENT
 EX-101 DEFINITION LINKBASE DOCUMENT

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ITEM 1. FINANCIAL STATEMENTS
HAEMONETICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited in thousands, except per share data)
                                 
    Three months ended     Nine months ended  
    January 1,     December 26,     January 1,     December 26,  
    2011     2009     2011     2009  
Net revenues
  $ 176,789     $ 165,169     $ 506,661     $ 476,326  
Cost of goods sold
    83,299       79,722       238,953       226,969  
 
                       
Gross profit
    93,490       85,447       267,708       249,357  
 
                       
 
                               
Operating expenses:
                               
 
                               
Research, development and engineering
    7,996       6,461       23,870       19,714  
Selling, general and administrative
    56,935       53,151       164,079       150,459  
Contingent consideration income
                (1,894 )      
 
                       
Total operating expenses
    64,931       59,612       186,055       170,173  
 
                       
 
                               
Operating income
    28,559       25,835       81,653       79,184  
Interest expense
    (111 )     (248 )     99       (722 )
Interest income
    91       56       301       309  
Other expense, net
    (565 )     (266 )     (544 )     (1,389 )
 
                       
Income before provision for income taxes
    27,974       25,377       81,509       77,382  
Provision for income taxes
    8,240       7,091       22,517       22,973  
 
                       
 
                               
Net income
  $ 19,734     $ 18,286     $ 58,992     $ 54,409  
 
                       
 
                               
Basic income per common share
                               
Net income
  $ 0.79     $ 0.72     $ 2.37     $ 2.13  
 
                               
Income per common share assuming dilution
                               
Net income
  $ 0.77     $ 0.71     $ 2.32     $ 2.08  
 
                               
Weighted average shares outstanding
                               
Basic
    24,973       25,289       24,933       25,544  
Diluted
    25,517       25,907       25,477       26,150  
The accompanying notes are an integral part of these consolidated financial statements

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HAEMONETICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
                 
    January 1, 2011     April 3, 2010(1)  
    (Unaudited)      
ASSETS
               
Current assets:
               
Cash and cash equivalents
  $ 169,538     $ 141,562  
Accounts receivable, less allowance of $1,884 at January 1, 2011 and $2,554 at April 3, 2010
    120,373       119,160  
Inventories, net
    81,915       79,953  
Deferred tax asset, net
    13,397       10,985  
Prepaid expenses and other current assets
    20,794       34,739  
 
           
Total current assets
    406,017       386,399  
Property, plant and equipment:
               
Land, building and building improvements
    51,945       49,292  
Plant equipment and machinery
    128,691       113,534  
Office equipment and information technology
    82,264       75,156  
Haemonetics equipment
    211,280       206,267  
 
           
Total property, plant and equipment
    474,180       444,249  
Less: accumulated depreciation
    (318,064 )     (289,803 )
 
           
Net property, plant and equipment
    156,116       154,446  
Other assets:
               
Intangible assets, less amortization of $42,135 at January 1, 2011 and $32,693 at April 3, 2010
    99,649       97,160  
Goodwill
    111,268       108,812  
Deferred tax asset, long term
    937       910  
Other long-term assets
    9,401       9,715  
 
           
Total other assets
    221,255       216,597  
 
           
Total assets
  $ 783,388     $ 757,442  
 
           
 
               
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Notes payable and current maturities of long-term debt
  $ 8,244     $ 16,062  
Accounts payable
    19,608       26,288  
Accrued payroll and related costs
    26,138       39,046  
Accrued income taxes
    4,820       5,092  
Deferred tax liability
    1,177       68  
Other liabilities
    45,543       48,870  
 
           
Total current liabilities
    105,530       135,426  
 
               
Long-term debt, net of current maturities
    4,194       4,589  
Long-term deferred tax liability
    11,872       11,388  
Other long-term liabilities
    13,268       12,915  
 
               
Commitments and contingencies (Note 12)
               
 
               
Stockholders’ equity:
               
Common stock, $0.01 par value; Authorized - 150,000,000 shares; Issued and outstanding— 25,420,192 shares at January 1, 2011 and 25,440,856 shares at April 3, 2010
    255       255  
Additional paid-in capital
    289,906       252,323  
Retained earnings
    352,642       334,641  
Accumulated other comprehensive income
    5,721       5,905  
 
           
Total stockholders’ equity
    648,524       593,124  
 
           
Total liabilities and stockholders’ equity
  $ 783,388     $ 757,442  
 
           
 
(1)   Certain balances were revised to reflect updates to our purchase price allocation of our Global Med acquisition — See Note 9, Goodwill, Other Intangible Assets, and Acquisitions.
The accompanying notes are an integral part of these consolidated financial statements.

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HAEMONETICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY AND OTHER COMPREHENSIVE INCOME
(Unaudited in thousands)
                                                         
                                    Accumulated              
                    Additional             Other     Total        
    Common Stock     Paid-in     Retained     Comprehensive     Stockholders’     Comprehensive  
    Shares     $’s     Capital     Earnings     Income / (Loss)     Equity     Income  
     
Balance, April 3, 2010
    25,441     $ 255     $ 252,323     $ 334,641     $ 5,905     $ 593,124          
             
 
                                                       
Employee stock purchase plan
    78       1       3,682                   3,683          
Exercise of stock options and related tax benefit
    775       8       34,756                   34,764          
Shares repurchased
    (907 )     (9 )     (9,000 )     (40,991 )           (50,000 )        
Issuance of restricted stock, net of cancellations
    33                                        
Stock compensation expense
                8,145                   8,145          
Net income
                      58,992             58,992     $ 58,992  
Net change in minimum pension liability
                            (2 )     (2 )     (2 )
Foreign currency translation adjustment
                            2,889       2,889       2,889  
Unrealized loss on hedges, net of tax
                            (3,144 )     (3,144 )     (3,144 )
Reclassification of hedge gain to earnings, net of tax
                            73       73       73  
 
                                                     
Comprehensive income
                                      $ 58,808  
           
 
                                                       
Balance, January 1, 2011
    25,420     $ 255     $ 289,906     $ 352,642     $ 5,721     $ 648,524          
             
The accompanying notes are an integral part of these consolidated financial statements.

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HAEMONETICS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited in thousands)
                 
    Nine Months Ended  
    January 1,     December 26,  
    2011     2009  
Cash Flows from Operating Activities:
               
Net income
  $ 58,992     $ 54,409  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Non cash items:
               
Depreciation and amortization
    37,025       31,781  
Stock compensation expense
    8,145       7,575  
Loss on sales of property, plant and equipment
    119       296  
Unrealized loss/(gain) from hedging activities
    1,562       (1,578 )
Contingent consideration income
    (1,894 )      
(Reversal)/accretion of interest expense on contingent consideration
    (416 )     631  
Change in operating assets and liabilities:
               
(Increase)/decrease in accounts receivable, net
    (240 )     4,183  
(Increase)/decrease in inventories
    (127 )     297  
Decrease in prepaid income taxes
    10,569       5,452  
Decrease in other assets and other long-term liabilities
    4,016       128  
Tax benefit of exercise of stock options
    4,844       1,207  
Decrease in accounts payable and accrued expenses
    (31,279 )     (10,400 )
 
           
Net cash provided by operating activities
    91,316       93,981  
Cash Flows from Investing Activities:
               
Capital expenditures on property, plant and equipment
    (34,986 )     (44,876 )
Proceeds from sale of property, plant and equipment
    334       610  
Acquisition of ACCS
    (6,229 )      
Acquisition of Global Med Technologies
    (128 )      
Acquisition of SEBRA
          (12,845 )
Acquisition of Neoteric
          (6,613 )
Acquisition of Medicell
          (307 )
 
           
Net cash used in investing activities
    (41,009 )     (64,031 )
Cash Flows from Financing Activities:
               
Payments on long-term real estate mortgage
    (389 )     (565 )
Net (decrease)/increase in short-term loans
    (8,789 )     13,595  
Employee stock purchase plan
    3,683       2,909  
Exercise of stock options
    32,163       5,078  
Excess tax benefit on exercise of stock options
    1,162       180  
Share repurchase
    (50,000 )     (40,000 )
 
           
Net cash used in financing activities
    (22,170 )     (18,803 )
Effect of exchange rates on cash and cash equivalents
    (161 )     1,125  
 
           
Net Increase in Cash and Cash Equivalents
    27,976       12,272  
Cash and Cash Equivalents at Beginning of Year
    141,562       156,721  
 
           
Cash and Cash Equivalents at End of Period
  $ 169,538     $ 168,993  
 
           
 
               
Non-cash Investing and Financing Activities:
               
Transfers from inventory to fixed assets for placements of Haemonetics equipment
  $ 3,908     $ 4,118  
 
           
Supplemental Disclosures of Cash Flow Information:
               
Interest paid
  $ 373     $ 425  
 
           
Income taxes paid
  $ 9,995     $ 15,521  
 
           
The accompanying notes are an integral part of these consolidated financial statements

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HAEMONETICS CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
Our accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of our management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. All significant intercompany transactions have been eliminated. Certain reclassifications were made to prior year balances to conform with the presentation of the financial statements for the nine months ended January 1, 2011. During the first nine months of fiscal year 2011, we received new information related to our Global Med acquisition which we have considered and estimated the effect on the carrying amount of certain assets and liabilities acquired. These adjustments have been reflected in our consolidated balance sheet as of April 3, 2010 and are discussed further in Note 9. Operating results for the nine month period ended January 1, 2011 are not necessarily indicative of the results that may be expected for the full fiscal year ending April 2, 2011, or any other interim period. These unaudited consolidated financial statements should be read in conjunction with our audited consolidated financial statements and footnotes included in our annual report on Form 10-K for the fiscal year ended April 3, 2010.
The Company considers events or transactions that occur after the balance sheet date but prior to the issuance of the financial statements to provide additional evidence relative to certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated, and these financial statements reflect those material items that arose after the balance sheet date but prior to the issuance of the financial statements that would be considered recognized subsequent events. There were no material recognized subsequent events recorded in the January 1, 2011 consolidated financial statements.
Our fiscal year ends on the Saturday closest to the last day of March. Fiscal year 2011 includes 52 weeks with all four quarters each having 13 weeks. Fiscal year 2010 included 53 weeks with each of the first three quarters having 13 weeks and the fourth quarter having 14 weeks.
Revenue Recognition
Our revenue recognition policy is to recognize revenues from product sales, software and services in accordance with ASC Topic 605, Revenue Recognition, and ASC Topic 985-605, Software. These standards require that revenues are recognized when persuasive evidence of an arrangement exists, product delivery, including customer acceptance, has occurred or services have been rendered, the price is fixed or determinable and collectibility is reasonably assured. When more than one element such as equipment, disposables and services are contained in a single arrangement, we allocate revenue between the elements based on each element’s relative fair value, provided that each element meets the criteria for treatment as a separate unit of accounting. An item is considered a separate unit of accounting if it has value to the customer on a stand alone basis and there is objective and reliable evidence of the fair value of the undelivered items. The fair value of the undelivered elements is determined by the price charged when the element is sold separately, or in cases when the item is not sold separately, by using vendor specific objective evidenced under ASC Topic 985-605 or other objective evidence as defined in ASC Topic 605.
Product Revenues
Product sales consist of the sale of our equipment devices and the related disposables used with these devices. On product sales to end customers, revenue is recognized when both the title and risk of loss have transferred to the customer as determined by the shipping terms and all obligations have been completed. Examples of common post delivery obligations are installation and training. For product sales to distributors, we recognize revenue for both equipment and disposables upon shipment of these products to our distributors. Our standard contracts with our distributors state that title to the equipment passes to the distributors at point of shipment to a distributor’s location. The distributors are responsible for shipment to the end customer along with installation, training and acceptance of the equipment by the end customer. All shipments to distributors are at contract prices and payment is not contingent upon resale of the product.

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Software Solutions Revenues
Our software solutions include software products and support for our plasma, blood bank, and hospital customers. For our blood bank customers, these products span blood center operations and automate and track operations from the recruitment of the blood donor to the disposition of the blood product. For plasma customers, we also provide information technology platforms for managing distribution of plasma from collection centers to plasma fractionation facilities. We offer products to our hospital customers that manage blood product inventory and support patient cross matching and transfusion management. We also offer an analytical tool that monitors and measures a hospital’s blood management practices. Software solution product offerings are sold both as a subscription, where license revenues are generally billed periodically, monthly, or quarterly, and recognized ratably over the term of the subscription, and as a perpetual license, which are billed up front. We recognize revenue from the sale of perpetual licenses when delivered, provided all other revenue recognition criteria are met and we have vendor specific objective evidence of fair value for undelivered elements sold with the license. Additionally, for certain software solutions products, we provide customized implementation services to our customer. For these arrangements, we recognize revenue on a percentage-of-completion basis. We also provide other services, including in some instances hosting, technical support, and maintenance, for the payment of periodic, monthly, or quarterly fees. We recognize these fees and charges as earned, typically as these services are provided during the contract period.
2. RECENT ACCOUNTING PRONOUNCEMENTS
In October 2009, the FASB issued Accounting Standards Update No. 2009-13, Multiple-Deliverable Revenue Arrangements, an amendment to FASB ASC topic 605, Revenue Recognition, and Update No. 2009-14, Certain Revenue Arrangements That Include Software Elements, an amendment to FASB ASC subtopic 985-605, Software — Revenue Recognition (the “Updates”). The Updates provide guidance on arrangements that include software elements, including tangible products that have software components that are essential to the functionality of the tangible product and will no longer be within the scope of the software revenue recognition guidance, and software-enabled products that will now be subject to other relevant revenue recognition guidance. The Updates provide authoritative guidance on revenue arrangements with multiple deliverables that are outside the scope of the software revenue recognition guidance. Under the new guidance, when vendor specific objective evidence or third party evidence of fair value for deliverables in an arrangement cannot be determined, a best estimate of the selling price is required to separate deliverables and allocate arrangement consideration using the relative selling price method. The Updates also include new disclosure requirements on how the application of the relative selling price method affects the timing and amount of revenue recognition. The Updates must be adopted in the same period using the same transition method and are effective prospectively, with retrospective adoption permitted, for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is also permitted; however, early adoption during an interim period requires retrospective application from the beginning of the fiscal year. The Company will adopt the guidance on April 3, 2011, the first day of fiscal year 2012, and is currently assessing the possible impact of this guidance on its financial position and results of operations.
In December 2009, the FASB issued Accounting Standards Update No. 2009-17, Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities, an amendment to FASB ASC Topic 810, Consolidations. ASU No. 2009-17 requires an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity. Additionally, an enterprise is required to assess whether it has an implicit financial responsibility to ensure that a variable interest entity operates as designed when determining whether it has the power to direct the activities of the variable interest entity that most significantly impact the entity’s economic performance. The update became effective for our fiscal year 2011 and did not have an impact on our consolidated financial statements for the first nine months ended January 1, 2011.

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3. EARNINGS PER SHARE (“EPS”)
The following table provides a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations. Basic EPS is computed by dividing net income by weighted average shares outstanding. Diluted EPS includes the effect of potentially dilutive common shares.
                 
    For the Three Months Ended  
    January 1, 2011     December 26, 2009  
    (in thousands, except per share amounts)  
Basic EPS
               
Net income
  $ 19,734     $ 18,286  
 
               
Weighted average shares
    24,973       25,289  
 
           
Basic income per share
  $ 0.79     $ 0.72  
 
           
 
               
Diluted EPS
               
Net income
  $ 19,734     $ 18,286  
 
               
Basic weighted average shares
    24,973       25,289  
Net effect of common stock equivalents
    544       618  
 
           
Diluted weighted average shares
    25,517       25,907  
 
               
Diluted income per share
  $ 0.77     $ 0.71  
 
           
                 
    For the Nine Months Ended  
    January 1, 2011     December 26, 2009  
    (in thousands, except per share amounts)  
Basic EPS
               
Net income
  $ 58,992     $ 54,409  
 
               
Weighted average shares
    24,933       25,544  
 
           
Basic income per share
  $ 2.37     $ 2.13  
 
           
 
               
Diluted EPS
               
Net income
  $ 58,992     $ 54,409  
 
               
Basic weighted average shares
    24,933       25,544  
Net effect of common stock equivalents
    544       606  
 
           
Diluted weighted average shares
    25,477       26,150  
 
               
Diluted income per share
  $ 2.32     $ 2.08  
 
           
Weighted average shares outstanding, assuming dilution, excludes the impact of 1.0 million and 1.1 million stock options for the third quarter and first nine months, respectively, of fiscal year 2011 and 0.8 million stock options for both the third quarter and the first nine months of fiscal year 2010 because these securities were anti-dilutive during the noted periods.
4. STOCK-BASED COMPENSATION
Stock-based compensation expense of $8.1 million and $7.6 million was recognized for the nine months ended January 1, 2011 and December 26, 2009, respectively. The related income tax benefit recognized was $2.2 million and $2.3 million for the nine months ended January 1, 2011 and December 26, 2009, respectively. We recognize stock-based compensation on a straight line basis.

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For a more detailed description of our stock-based compensation plans, see Note 11—Capital Stock to the Company’s consolidated financial statements included in our Annual Report on Form 10-K for the year ended April 3, 2010. Our stock-based compensation plans currently consist of stock options, restricted stock awards, restricted stock units and an employee stock purchase plan. Options become exercisable in the manner specified by the Compensation Committee of our Board of Directors. All options, restricted stock awards, and restricted stock units granted to employees in the nine months ended January 1, 2011 vest over a four year period of time and the options expire not more than 7 years from the date of grant.
Cash flows relating to the benefits of tax deductions in excess of compensation cost recognized are reported as a financing cash flow, rather than as an operating cash flow. This excess tax benefit was $1.2 million and $0.2 million for the three months ended January 1, 2011 and December 26, 2009, respectively.
As of January 1, 2011 and December 26, 2009, there was $11.6 million and $10.9 million, respectively, of total unrecognized compensation cost related to non-vested stock options.
The weighted average fair value for our options granted in the first nine months of fiscal year 2011 and 2010 was $15.63 and $14.92, respectively. The assumptions utilized for estimating the fair value of option grants during the periods presented are as follows:
                 
    Nine Months Ended
    January 1, 2011   December 26, 2009
Stock Options Black-Scholes assumptions (weighted average):
               
Volatility
    27.67 %     28.34 %
Expected life (years)
    4.9       4.9  
Risk-free interest rate
    1.89 %     2.46 %
Dividend yield
    0.00 %     0.00 %
As of January 1, 2011 and December 26, 2009, there was less than $0.1 million and $0.1 million, respectively, of total unrecognized compensation cost related to non vested restricted stock awards. That cost is expected to be recognized over a weighted average period of 0.3 years and 1.4 years, respectively. The total fair value of restricted stock awards vested was $0.1 million for both the nine months ended January 1, 2011 and December 26, 2009.
As of January 1, 2011 and December 26, 2009, there was $5.5 million and $4.5 million, respectively, of total unrecognized compensation cost related to non vested restricted stock units. That cost is expected to be recognized over a weighted average period of 2.7 years and 2.6 years, respectively. The total fair value of shares fully vested was $1.8 million for the nine months ended January 1, 2011 and $1.5 million for the same period ended December 26, 2009.
As of January 1, 2011 and December 26, 2009, there was $0.3 million and $0.2 million, respectively, of total unrecognized compensation expense, net of estimated forfeitures, related to the Employee Stock Purchase Plan (“ESPP”) shares. That cost is recognized over the remaining purchase period.
During the nine months ended January 1, 2011 and December 26, 2009, there were 78,107 and 66,100 shares, respectively, purchased under the ESPP. They were purchased at $46.04 and $44.01 per share, respectively, under the ESPP.
5. ACCOUNTING FOR SHIPPING AND HANDLING COSTS
Shipping and handling costs are included in cost of goods sold with the exception of $2.4 million and $7.0 million for the third quarter and nine months ended January 1, 2011, respectively, and $3.0 million and $8.8 million for the same periods ended December 26, 2009 that are included in selling, general, and administrative expenses. Freight is classified in cost of goods sold when the customer is charged for freight and in selling, general and administration when the customer is not explicitly charged for freight.
6. PRODUCT WARRANTIES
We generally provide a warranty on parts and labor for one year after the sale and installation of each device. We also warrant our disposables products through their use or expiration. We estimate our potential warranty expense based on our

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historical warranty experience, and we periodically assess the adequacy of our warranty accrual and make adjustments as necessary.
                 
    For the three months ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Warranty accrual as of the beginning of the period
  $ 662     $ 1,725  
Warranty provision
    187       224  
Warranty spending
    (248 )     (805 )
 
           
Warranty accrual as of the end of the period
  $ 601     $ 1,144  
 
           
                 
    For the nine months ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Warranty accrual as of the beginning of the period
  $ 903     $ 1,835  
Warranty provision
    886       857  
Warranty spending
    (1,188 )     (1,548 )
 
           
Warranty accrual as of the end of the period
  $ 601     $ 1,144  
 
           
7. COMPREHENSIVE INCOME
Comprehensive income is the total of net income and all other non-owner changes in stockholders’ equity. Other non-owner changes are primarily foreign currency translation, the change in our net minimum pension liability, and the changes in fair value of the effective portion of our outstanding cash flow hedge contracts.
A summary of the components of other comprehensive income is as follows:
                 
    For the three months ended  
(In thousands)   January 1, 2011     December 26, 2009  
Net income
  $ 19,734     $ 18,286  
 
           
 
               
Other comprehensive income:
               
Net change in minimum pension liability
    20        
Foreign currency translation
    (345 )     (1,349 )
Unrealized gain on cash flow hedges, net of tax
    925       1,427  
Reclassifications into earnings of cash flow hedge (gains)/losses, net of tax
    (45 )     1,456  
 
           
Total comprehensive income
  $ 20,289     $ 19,820  
 
           
                 
    For the nine months ended  
(In thousands)   January 1, 2011     December 26, 2009  
Net income
  $ 58,992     $ 54,409  
 
           
 
               
Other comprehensive income:
               
Net change in minimum pension liability
    (2 )      
Foreign currency translation
    2,889       4,706  
Unrealized loss on cash flow hedges, net of tax
    (3,144 )     (2,836 )
Reclassifications into earnings of cash flow hedge losses, net of tax
    73       442  
 
           
Total comprehensive income
  $ 58,808     $ 56,721  
 
           
8. INVENTORIES
Inventories are stated at the lower of cost or market and include the cost of material, labor and manufacturing overhead. Cost is determined on the first-in, first-out method.

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    January 1, 2011     April 3, 2010  
    (in thousands)  
Raw materials
  $ 30,557     $ 25,850  
Work-in-process
    2,925       3,825  
Finished goods
    48,433       50,278  
 
           
 
  $ 81,915     $ 79,953  
 
           
9. GOODWILL, OTHER INTANGIBLE ASSETS, AND ACQUISITIONS
Goodwill
The change in the carrying amount of our goodwill during the nine months ended January 1, 2011 is as follows (in thousands):
         
Carrying amount as of April 3, 2010
  $ 108,812  
SEBRA (a)
    163  
Altivation (b)
    228  
Effect of change in foreign currency exchange rates
    2,065  
 
     
Carrying amount as of January 1, 2011
  $ 111,268  
 
     
 
(a)   A description of the acquisition of SEBRA®, which occurred on September 4, 2009, is included later in this footnote.
 
(b)   See Note 3, Acquisitions, in our fiscal year 2010 Form 10-K for a full description of the acquisition of Altivation Software (“Altivation”), which occurred on March 27, 2009.
ACCS Acquisition
On December 28, 2010, Haemonetics acquired the assets of Applied Critical Care Services, Inc,. (ACCS) for $6.2 million. ACCS was an exclusive manufacturer representative for Haemonetics engaged in the selling and servicing of the TEG product line. The full purchase price was allocated to customer relationships. The Company is still in the process of obtaining and evaluating the information necessary to determine the allocation of fair value of the assets and liabilities acquired. The preliminary purchase price allocation will be finalized once the Company has received and completed this evaluation, which will occur not later than one year from the acquisition date. When finalized, the purchase price will be more specifically allocated to identifiable intangible assets acquired. Additionally, estimated intangible asset amortization expense recorded to date may also be adjusted. The impact of these adjustments may result in a change in the preliminary value attributed to goodwill, which in our preliminary purchase price allocation has zero value.
Global Med Acquisition
On March 31, 2010 the Company completed its cash tender offer for the shares of Global Med Technologies, Inc. (“Global Med”). The total acquisition cost for the shares and outstanding warrants of Global Med was approximately $60.4 million.
Goodwill was preliminarily determined by comparing the purchase price with the preliminarily determined fair value of the assets and liabilities acquired. Once the purchase price allocation is finalized, the preliminary carrying value of the related goodwill may be adjusted accordingly. At January 1, 2011, goodwill recorded after our preliminary purchase price allocation was $38.4 million and is not tax deductible. Global Med has an in-place workforce with extensive knowledge and experience in the development and support of blood management software. The acquisition was a unique strategic fit for the Company given our global presence and customer relationships in blood management.

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Preliminary Purchase Price Allocation
The following chart summarizes the preliminary purchase price allocation:
         
    (in thousands)  
Goodwill
  $ 38,378  
Intangible assets subject to amortization
    37,021  
Trade accounts receivable
    6,820  
Other assets
    7,650  
Deferred taxes
    (6,940 )
Notes payable
    (7,702 )
Deferred revenue
    (7,180 )
Other liabilities
    (7,620 )
 
     
Total
  $ 60,427  
 
     
The Company is still in the process of obtaining and evaluating the information necessary to determine the allocation of fair value of the assets and liabilities acquired. The preliminary purchase price allocation will be finalized once the Company has received and completed this evaluation, which will occur not later than one year from the acquisition date. When finalized, the purchase price will be more specifically allocated to identified intangible assets acquired, the value of tangible assets and liabilities acquired may be adjusted, and the value of the tax attributes acquired may change. Additionally, estimated intangible asset amortization expense recorded to date may also be adjusted. The impact of these adjustments may result in a change in the preliminary value attributed to goodwill. The results of Global Med’s operations are included in our consolidated financial statements for the third quarter and the first nine months of fiscal year 2011.
After the April 3, 2010 financial statements were issued, we received new information related to the fair value of the assets and liabilities acquired. After considering this new information, we have estimated the effect on the carrying amount of certain assets and liabilities acquired as follows:
    Increase of $11.1 million in intangible assets which resulted in a decrease in goodwill
 
    Increase of $1.9 million in net deferred tax liabilities resulting in an increase to goodwill
 
    $1.4 million increase in trade accounts receivable and other assets resulting in a decrease in goodwill
 
    $0.9 million decrease in deferred revenue which resulted in a decrease to goodwill
 
    $0.2 million decrease in accounts payable and other liabilities resulting in an decrease to goodwill
The net effect of these estimated changes resulted in a corresponding net decrease to goodwill of $11.7 million. These estimated changes are reflected accordingly in the purchase price allocation table above.
Accordingly, amortization expense recorded reflects these revised fair value estimates and the present preliminary purchase price allocation.
SEBRA Acquisition
On September 4, 2009, Haemonetics acquired the assets of the blood collection and processing business unit (“SEBRA”) of Engineering and Research Associates, Inc., a leading provider of blood and medical manufacturing technologies. SEBRA products, which include tubing sealers, blood shakers, sterile connection systems, mobile lounges and ancillary products used in blood collection and processing, complement Haemonetics’ portfolio and add depth to Haemonetics’ blood bank and plasma product lines. The purchase price of $12.8 million was allocated to core technology of $2.0 million, customer relationships of $4.6 million, trade name intangible of $0.4 million, trade accounts receivables of $1.0 million, inventory of $1.1 million, and goodwill of $3.7 million.
Neoteric Acquisition

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On April 16, 2009, Haemonetics acquired the outstanding shares of Neoteric. Neoteric is a medical information management company that markets a full end-to-end suite of products to track, allocate, release, and dispense hospital blood units while controlling inventory and recording the disposition of blood. The acquisition strategically broadened Haemonetics’ blood management solutions. The purchase price was $6.6 million plus contingent consideration of $5.0 million was allocated to other intangible assets of $5.0 million, deferred tax liabilities of $1.6 million, and goodwill of $8.2 million.
The contingent consideration is based upon estimated annual revenue growth for the three years following the acquisition, at established profitability thresholds, and is not limited. Using projected revenues for fiscal years 2010, 2011, and 2012, an analysis was performed that probability weighted three performance outcomes for the noted years. The performance outcomes are then discounted using a discount rate commensurate with the risks associated with Neoteric to arrive at the fair value of the contingent consideration. The Company is required to reassess the fair value of contingent consideration on a periodic basis. During fiscal year 2010, the Company reassessed the fair value of the contingent consideration as performance outcomes for 2010 were not met, which resulted in a reduction in the estimated liability. During the first nine months of fiscal year 2011, the Company continued to reassess the fair value of the contingent consideration and further reduced the estimated liability based upon performance to date and expected performance outcomes for fiscal year 2011. The ending liability balance is $2.0 million at January 1, 2011.
Amortized Intangibles
                         
                    Weighted  
    Gross Carrying     Accumulated     Average  
    Amount     Amortization     Useful Life  
As of January 1, 2011   (in thousands)     (in thousands)     (in years)  
Patents
  $ 12,346     $ 6,575       11  
Capitalized software
    12,834       616       6  
Other technology
    45,289       19,495       11  
Customer contracts and related relationships
    66,130       14,601       10  
Trade names
    5,185       848       9  
 
                   
Total intangibles
  $ 141,784     $ 42,135       10  
 
                   
                         
                    Weighted  
    Gross Carrying     Accumulated     Average  
    Amount     Amortization     Useful Life  
As of April 3, 2010   (in thousands)     (in thousands)     (in years)  
Patents
  $ 11,928     $ 5,801       11  
Capitalized software
    7,642       498       6  
Other technology
    43,182       14,187       11  
Customer contracts and related relationships
    61,919       11,549       11  
Trade names
    5,182       658       7  
 
                   
Total intangibles
  $ 129,853     $ 32,693       10  
 
                   
Amortization expense for amortized intangible assets was $2.9 million and $2.0 million for the third quarter of fiscal year 2011 and 2010, respectively, and $9.4 million and $5.5 million for the nine months ended January 1, 2011 and December 26, 2009, respectively. Annual amortization expense is expected to approximate $13.6 million for fiscal year 2011, $13.6 million for fiscal year 2012, $13.4 million for fiscal year 2013, $13.2 million for fiscal year 2014, and $11.8 million for fiscal year 2015.
In addition to the acquisitions of SEBRA, Neoteric, Global Med, and ACCS, discussed above, changes to the net carrying value of our intangible assets from April 3, 2010 to January 1, 2011 reflect the capitalization of software costs associated with our devices and software products (see Note 16), amortization expense and the effect of exchange rate changes in the translation of our intangible assets held by our international subsidiaries.
10. DERIVATIVES AND FAIR VALUE MEASUREMENTS

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We manufacture, market and sell our products globally. For the nine-month period ended January 1, 2011, approximately 53% of our sales were generated outside the U.S. in local currencies. We also incur certain manufacturing, marketing and selling costs in international markets in local currency. Accordingly, our earnings and cash flows are exposed to market risk from changes in foreign currency exchange rates relative to the U.S. dollar, our reporting currency.
We have a program in place that is designed to mitigate our exposure to changes in foreign currency exchange rates. That program includes the use of derivative financial instruments to minimize for a period of time, the unforeseen impact on our financial results from changes in foreign exchange rates. We utilize forward foreign currency contracts to hedge the anticipated cash flows from transactions denominated in foreign currencies, primarily the Japanese Yen and the Euro, and to a lesser extent the Swiss Franc, British Pound Sterling and the Canadian Dollar. This does not eliminate the volatility of foreign exchange rates, but because we generally enter into forward contracts one year out, rates are fixed for a one-year period, thereby facilitating financial planning and resource allocation.
Designated Foreign Currency Hedge Contracts
All of our designated foreign currency hedge contracts as of January 1, 2011 and April 3, 2010 were cash flow hedges under ASC Topic 815, Derivatives and Hedging. We record the effective portion of any change in the fair value of designated foreign currency hedge contracts in Other Comprehensive Income in the Statement of Stockholders’ Equity until the related third-party transaction occurs. Once the related third-party transaction occurs, we reclassify the effective portion of any related gain or loss on the designated foreign currency hedge contracts to earnings. In the event the hedged forecasted transaction does not occur, or it becomes probable that it will not occur, we would reclassify the amount of any gain or loss on the related cash flow hedge to earnings at that time. We had designated foreign currency hedge contracts outstanding in the contract amount of $162.1 million as of January 1, 2011 and $136.7 million as of April 3, 2010.
During the third quarter of fiscal year 2011, we recognized net losses of $1.6 million in earnings on our cash flow hedges. All currency cash flow hedges outstanding as of January 1, 2011 mature within twelve months. For the nine-month period ended January 1, 2011, $3.1 million of losses, net of tax, were recorded in Other Comprehensive Income to recognize the effective portion of the fair value of any designated foreign currency hedge contracts that are, or previously were, designated as foreign currency cash flow hedges, as compared to net losses of $4.3 million as of December 26, 2009. At January 1, 2011, gains of $0.1 million, net of tax, may be reclassified to earnings within the next twelve months.
Non-designated Foreign Currency Contracts
We manage our exposure to changes in foreign currency on a consolidated basis to take advantage of offsetting transactions and balances. We use currency forward contracts as a part of our strategy to manage exposure related to foreign currency denominated monetary assets and liabilities. These currency forward contracts are not designated as cash flow or fair value hedges under ASC Topic 815. These forward contracts are marked-to-market with changes in fair value recorded to earnings; and are entered into for periods consistent with currency transaction exposures, generally one month. We had non-designated foreign currency hedge contracts under ASC Topic 815 outstanding in the contract amount of $34.5 million as of January 1, 2011 and $29.6 million as of April 3, 2010.
Fair Value of Derivative Instruments
The following table presents the effect of our derivative instruments designated as cash flow hedges and those not designated as hedging instruments under ASC Topic 815 in our consolidated statement of income for the nine months ended January 1, 2011.

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            Amount of Gain                      
    Amount of Loss     Reclassified             Amount        
    Recognized     from OCI into     Location in     Excluded from     Location in  
    in OCI     Earnings     Statement of     Effectiveness     Statement of  
Derivative Instruments   (Effective Portion)     (Effective Portion)     Operations     Testing (*)     Operations  
(in thousands)                                        
Designated foreign currency hedge contracts
  $ (3,144 )   $ (73 )   Net revenues,   $ (273 )   Other income
 
                           
 
                  COGS, and
SG&A
           
 
  $ (3,144 )   $ (73 )           $ (273 )        
 
                           
 
(*)   We exclude the difference between the spot rate and hedge forward rate from our effectiveness testing.
We did not have fair value hedges or net investment hedges outstanding as of January 1, 2011 or April 3, 2010.
ASC Topic 815 requires all derivative instruments to be recognized at their fair values as either assets or liabilities on the balance sheet. We determine the fair value of our derivative instruments using the framework prescribed by ASC Topic 820, Fair Value Measurements and Disclosures, by considering the estimated amount we would receive or pay to sell or transfer these instruments at the reporting date and by taking into account current interest rates, currency exchange rates, the creditworthiness of the counterparty for assets, and our creditworthiness for liabilities. In certain instances, we may utilize financial models to measure fair value. Generally, we use inputs that include quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; other observable inputs for the asset or liability; and inputs derived principally from, or corroborated by, observable market data by correlation or other means. As of January 1, 2011, we have classified our derivative assets and liabilities within Level 2 of the fair value hierarchy prescribed by ASC Topic 815, as discussed below, because these observable inputs are available for substantially the full term of our derivative instruments.
The following tables present the fair value of our derivative instruments as they appear in our consolidated balance sheets as of January 1, 2011 by type of contract and whether it is a qualifying hedge under ASC Topic 815.
                         
    Location in     Balance as of     Balance as of  
(in thousands)   Balance Sheet     January 1, 2011     April 3, 2010  
Derivative Assets:
                       
Designated foreign currency hedge contracts
  Other current assets   $ 2,481     $ 4,407  
 
                   
 
          $ 2,481     $ 4,407  
 
                   
 
                       
Derivative Liabilities:
                       
Designated foreign currency hedge contracts
  Other accrued liabilities   $ 4,374     $ 1,747  
 
                   
 
          $ 4,374     $ 1,747  
 
                   
Other Fair Value Measurements
ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value in accordance with U.S. GAAP, and expands disclosures about fair value measurements. ASC Topic 820 does not require any new fair value measurements; rather, it applies to other accounting pronouncements that require or permit fair value measurements. In accordance with ASC Topic 820, for the quarter and the nine months ended January 1, 2011, we applied the requirements under ASC Topic 820 to our non-financial assets and non-financial liabilities. As we did not have an impairment of any non-financial assets or non-financial liabilities, there was no disclosure required relating to our non-financial assets or non-financial liabilities.
On a recurring basis, we measure certain financial assets and financial liabilities at fair value, including our money market funds, foreign currency derivative contracts, and contingent consideration. ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that

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market participants would use in pricing an asset or liability. We base fair value upon quoted market prices, where available. Where quoted market prices or other observable inputs are not available, we apply valuation techniques to estimate fair value.
ASC Topic 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. The categorization of assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. The three levels of the hierarchy are defined as follows:
    Level 1 — Inputs to the valuation methodology are quoted market prices for identical assets or liabilities.
 
    Level 2 — Inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets or liabilities and market-corroborated inputs.
 
    Level 3 — Inputs to the valuation methodology are unobservable inputs based on management’s best estimate of inputs market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk.
Our money market funds carried at fair value are generally classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices.
We recognize all derivative financial instruments in our consolidated financial statements at fair value in accordance with ASC Topic 815, Derivatives and Hedging. We determine the fair value of these instruments using the framework prescribed by ASC Topic 820 by considering the estimated amount we would receive or pay to terminate these agreements at the reporting date and by taking into account current spot rates, the creditworthiness of the counterparty for assets, and our creditworthiness for liabilities. We have classified our foreign currency hedge contracts within Level 2 of the fair value hierarchy because these observable inputs are available for substantially the full term of our derivative instruments. For the quarter and first nine months ended January 1, 2011, we have classified our other liabilities — contingent consideration relating to our acquisition of Neoteric within Level 3 of the fair value hierarchy because the value is determined using significant unobservable inputs.
Fair Value Measured on a Recurring Basis
Financial assets and financial liabilities measured at fair value on a recurring basis consist of the following as of January 1, 2011:
                                 
        Significant        
    Quoted Market   Other   Significant    
    Prices for   Observable   Unobservable    
    Identical Assets   Inputs   Inputs    
(in thousands)   (Level 1)   (Level 2)   (Level 3)   Total
Assets
                               
Money market funds
  $ 134,365     $     $     $ 134,365  
Forward currency exchange contracts
          2,481             2,481  
     
 
  $ 134,365     $ 2,481     $     $ 136,846  
     
 
                               
Liabilities
                               
Forward currency exchange contracts
  $     $ 4,374     $     $ 4,374  
Other liabilities — contingent consideration
                2,043       2,043  
     
 
  $     $ 4,374     $ 2,043     $ 6,417  
     
A description of the methods used to determine the fair value of the Level 3 liabilities (other liabilities — contingent consideration) is included within Note 9 — Goodwill, Other Intangible Assets, and Acquisitions. The table below provides a reconciliation of the beginning and ending Level 3 liabilities for the nine months ended January 1, 2011.

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    Fair Value  
    Measurements  
    Using Significant  
    Unobservable  
    Inputs  
(in thousands)   (Level 3)  
Beginning balance
  $ 4,101  
Reversal of interest expense on contingent consideration, net
    (416 )
Contingent consideration income
    (1,894 )
Currency translation adjustment
    252  
 
     
Ending balance
  $ 2,043  
 
     
Other Fair Value Disclosures
The fair value of our real estate mortgage obligation was $4.4 million and $5.4 million at January 1, 2011 and April 3, 2010, respectively.
11. INCOME TAXES
Our reported tax rate includes two principal components: an expected effective annual tax rate and discrete items resulting in additional provisions or benefits that are recorded in the quarter that an event arises or is resolved. Events or items that give rise to discrete recognition include finalizing audit examinations for open tax years, a statute of limitation’s expiration, or a change in the statutory tax rate. We are a global company with operations in various locations outside the U.S., accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in the various locations and the applicable rates.
The reported tax rate was 29.5% for the quarter ended January 1, 2011. The reported tax rate includes:
  a 29.6% expected effective annual tax rate which reflects tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, partly offset by the state income tax provision and stock compensation expenses not deductible in all jurisdictions; and
the following net discrete items:
  a $0.4 million increase in tax expense from previously accrued income taxes because of the finalization of our federal tax return,
  a $0.5 million net increase in tax expense for the establishment of reserves for potential foreign tax audits and the expiration of foreign tax statutes,
  a $0.5 million benefit from the remittance of earnings from foreign subsidiaries,
  a $0.3 million benefit from the reinstatement of the U.S. Federal Research and Development Credit.
The reported tax rate was 27.9% for the quarter ended December 26, 2009. The reported tax rate included our expected annual effective tax rate of 30.2%, comprised of the U.S. federal statutory rate of 35.0% reduced by tax benefits from foreign taxes (including our Swiss principal), full utilization of the foreign tax gross-up associated with a fiscal year 2010 dividend from Japan, and a domestic manufacturing deduction, partly offset by the state tax provision, stock compensation expenses not deductible in all jurisdictions, and the net discrete items of a $0.1 million benefit from the expiration of various reserves, the fiscal year 2009 provision to return analysis, and foreign and state tax assessments.
The reported tax rate was 27.6% for the nine months ended January 1, 2011. The reported tax rate includes:
  a 29.6% expected effective annual tax rate which reflects tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, partly offset by the state income tax provision and stock compensation expenses not deductible in all jurisdictions; and

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In addition to the items referenced above in the discussion of our third quarter results, earlier periods included the following net discrete items:
  a $0.6 million benefit from the contingent consideration income that is not taxable,
  a $0.3 million benefit from the release of a transfer price reserve after completion of the fiscal year 2010 global transfer study,
  a $0.8 million benefit from the Swiss principal ruling,
The reported tax rate was 29.7% for the nine months ended December 26, 2009. The reported tax rate includes our expected effective annual tax rate of 30.2%, comprised of the U.S. federal statutory tax rate of 35.0% reduced by tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, plus the state tax provision, and stock compensation expenses not deductible in all jurisdictions.
We conduct business globally and, as a result, file consolidated federal and consolidated and separate state and foreign income tax returns in multiple jurisdictions. In the normal course of business, we are subject to examination by taxing authorities throughout the world in jurisdictions including the U.S., Japan, Germany, France, the United Kingdom, and Switzerland. With few exceptions, we are no longer subject to U.S. federal, state and local, or foreign income tax examinations for years before 2007.
12. COMMITMENTS AND CONTINGENCIES
We are presently engaged in various legal actions, and although ultimate liability cannot be determined at the present time, we believe, based on consultation with counsel, that any such liability will not materially affect our consolidated financial position or our results of operations.
13. DEFINED BENEFIT PENSION PLANS
Certain of the Company’s foreign subsidiaries have defined benefit pension plans covering substantially all full time employees at those subsidiaries. Net periodic benefit costs for the plans in the aggregate include the following components:
                 
    For the three months ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Service cost
  $ 152     $ 124  
Interest cost on benefit obligation
    66       61  
Expected return on plan assets
    19       (15 )
Amortization of unrecognized prior service cost, unrecognized gain and unrecognized initial obligation
    (4 )     (10 )
 
           
Net periodic benefit cost
  $ 233     $ 160  
 
           
                 
    For the nine months ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Service cost
  $ 456     $ 372  
Interest cost on benefit obligation
    199       183  
Expected return on plan assets
    58       (45 )
Amortization of unrecognized prior service cost, unrecognized gain and unrecognized initial obligation
    (12 )     (30 )
 
           
Net periodic benefit cost
  $ 701     $ 480  
 
           
14. SEGMENT INFORMATION

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Segment Definition Criteria
We manage our business on the basis of one operating segment: the design, manufacture, and marketing of blood management solutions. Our chief operating decision-maker uses consolidated results to make operating and strategic decisions. Manufacturing processes, as well as the regulatory environment in which we operate, are largely the same for all product lines.
Enterprise Wide Disclosures about Product and Services
We have four global product families: plasma, blood bank, hospital, and software solutions.
Our products include equipment devices and the related disposables used with these devices. Disposables include the plasma, blood bank, and hospital product families. Plasma consists of the disposables used to perform apheresis for the separation of whole blood components and subsequent collection of plasma to be used as a raw material for biologically derived pharmaceuticals (also known as source plasma). Blood bank consists of disposables which separate whole blood for the subsequent collection of platelets, plasma, red cells, or a combination of these components for transfusion to patients. Hospital consists of surgical disposables (principally the Cell Saver® autologous blood recovery system targeted to procedures that involve rapid, high volume blood loss such as cardiovascular surgeries and the cardioPAT® cardiovascular perioperative autotransfusion system designed to remain with the patient following surgery to recover blood and the patient’s red cells to prepare them for reinfusion), the OrthoPAT® orthopedic perioperative autotransfusion system designed to operate both during and after surgery to recover and wash the patient’s red cells to prepare them for reinfusion, and diagnostics products (principally the TEG® Thrombelastograph® hemostasis analyzer used to help assess a surgical patient’s hemostasis (blood clotting ability) during and after surgery).
Software solutions include information technology platforms that assist blood banks, plasma centers, and hospitals to more effectively manage regulatory compliance and operational efficiency.

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Revenues from External Customers:
                 
    Three Months Ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Disposable revenues
               
Plasma disposables
  $ 59,814     $ 59,177  
 
               
Blood bank disposables
               
Platelet
    41,056       39,793  
Red cell
    11,676       12,022  
 
           
 
    52,732       51,815  
 
           
Hospital disposables
               
Surgical
    17,116       17,864  
OrthoPAT
    9,248       9,864  
Diagnostics
    5,220       4,331  
 
           
 
    31,584       32,059  
 
           
 
               
Disposables revenue
    144,130       143,051  
 
               
Software solutions
    16,571       8,256  
Equipment & other
    16,088       13,862  
 
           
Total revenues
  $ 176,789     $ 165,169  
 
           
                 
    Nine Months Ended  
    January 1, 2011     December 26, 2009  
    (in thousands)  
Disposable revenues
               
Plasma disposables
  $ 172,245     $ 177,468  
 
               
Blood bank disposables
               
Platelet
    117,120       111,349  
Red cell
    34,284       35,285  
 
           
 
    151,404       146,634  
 
           
Hospital disposables
               
Surgical
    49,479       51,920  
OrthoPAT
    26,486       27,126  
Diagnostics
    14,575       11,887  
 
           
 
    90,540       90,933  
 
           
 
               
Disposables revenue
    414,189       415,035  
 
               
Software solutions
    49,155       25,810  
Equipment & other
    43,317       35,481  
 
           
Total revenues
  $ 506,661     $ 476,326  
 
           
15. REORGANIZATION
On April 1, 2010, our Board of Directors approved transformation and restructuring plans, which include the integration of Global Med Technologies, Inc.
The following summarizes the restructuring activity for the nine months ended January 1, 2011 and December 26, 2009, respectively:

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(Dollars in thousands)
                                         
    Nine Months Ended January 1, 2011  
                                    Restructuring  
                                    Accrual  
    Balance at                     Asset     Balance at  
  April 3, 2010     Cost Incurred     Payments     Write down     January 1, 2011  
Employee-related costs
  $ 9,761     $ 2,527     $ (7,969 )   $     $ 4,319  
Facility related costs
          843                   843  
 
                             
 
  $ 9,761     $ 3,370     $ (7,969 )   $     $ 5,162  
 
                             
(Dollars in thousands)
                                         
    Nine Months Ended December 26, 2009  
                                    Restructuring  
                                    Accrual  
    Balance at                     Asset     Balance at  
  March 28, 2009     Cost Incurred     Payments     Write down     December 26, 2009  
Employee-related costs
  $ 2,729     $     $ (483 )   $     $ 2,246  
Facility related costs
    42             (42 )            
Other exit & termination costs
    78             (78 )            
 
                             
 
  $ 2,849     $     $ (603 )   $     $ 2,246  
 
                             
In addition to the costs in the above table, we incurred the following additional expenses as part of our approved transformation and restructuring plans:
    During the third quarter of fiscal year 2011, we incurred stock compensation expense of $1.7 million resulting from the acceleration of unvested stock options in accordance to terms of an employment contract for one of our employees. This expense is included as part of our restructuring charges and reflected in our consolidated Statements of Income for the three and nine months ended January 1, 2011.
 
    For the nine months ended January 1, 2011, we incurred $1.5 million of integration costs related to the Global Med acquisition.
16. CAPITALIZATION OF SOFTWARE DEVELOPMENT COSTS
The cost of software that is developed or obtained for internal use is accounted for pursuant to ASC Topic 350, Intangibles — Goodwill and Other. Pursuant to ASC Topic 350, the Company capitalizes costs incurred during the application development stage of software developed for internal use, and expenses costs incurred during the preliminary project and the post-implementation operation stages of development. The Company capitalized $1.7 million and $4.9 million in costs incurred for acquisition of the software license and related software development costs for new internal software that was in the application development stage during the nine month period ended January 1, 2011 and December 26, 2009, respectively. The capitalized costs are included as a component of property, plant and equipment in the consolidated financial statements.
For costs incurred related to the development of software to be sold, leased, or otherwise marketed, the Company applies the provisions of ASC Topic 985-20, Software, which specifies that costs incurred internally in researching and developing a computer software product should be charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, all software costs should be capitalized until the product is available for general release to customers.
The Company capitalized $5.2 million and $3.5 million in software development costs for ongoing initiatives during the nine month period ended January 1, 2011 and December 26, 2009, respectively. At January 1, 2011 and April 3, 2010, we have a total of $11.7 million and $7.6 million, respectively, of costs capitalized related to in process software development initiatives. The costs capitalized for each project are included in intangible assets in the consolidated financial statements. We will begin to amortize the remaining costs when the products are released for sale.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with both our interim consolidated financial statements and notes thereto which appear elsewhere in this Quarterly Report on Form 10-Q and our annual consolidated financial statements, notes thereto, and the MD&A contained in our fiscal year 2010 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on June 1, 2010. The following discussion may contain forward-looking statements and should be read in conjunction with the “Cautionary Statement Regarding Forward-Looking Information” beginning on page 35.
Our Business
Haemonetics is a blood management solutions company. Anchored by our medical device systems, we also provide information technology platforms and value added services to provide customers with business solutions which support improved clinical outcomes for patients and efficiency in the blood supply chain.
Our medical device systems automate the collection and processing of donated blood; assess likelihood for blood loss; salvage and process blood from surgery patients; and dispense and track blood inventory in the hospital. These systems include devices and single-use, proprietary disposable sets (“disposables”) that operate only with our specialized devices. Specifically, our plasma and blood bank systems allow users to collect and process only the blood component(s) they target — plasma, platelets, or red blood cells — increasing donor and patient safety as well as collection efficiencies. Our blood diagnostics system assesses hemostasis (a patient’s clotting ability) to aid clinicians in assessing the cause of bleeding resulting in overall reductions in blood product usage. Our surgical blood salvage systems allow surgeons to collect the blood lost by a patient in surgery, cleanse the blood, and make it available for transfusion back to the patient. Our blood tracking systems automate the distribution of blood products in the hospital.
Our business services products include blood management, Six Sigma, and LEAN manufacturing consulting, which support our customers’ needs for regulatory compliance and operational efficiency in the blood supply chain.
We either sell our devices to customers (resulting in equipment revenue) or place our devices with customers subject to certain conditions. When the device remains our property, the customer has the right to use it for a period of time as long as the customer meets certain conditions we have established, which, among other things, generally include one or more of the following:
    Purchase and consumption of a minimum level of disposables products;
 
    Payment of monthly rental fees; and
 
    An asset utilization performance metric, such as performing a minimum level of procedures per month per device.
Our disposables revenue stream, which includes the sales of disposables and fees for the use of our equipment, accounted for approximately 81.5% and 86.6% of our total revenues for the third quarter of fiscal year 2011 and 2010, respectively, and approximately 81.7% and 87.1% for the first nine months of fiscal year 2011 and 2010, respectively.
The following table provides an overview of our financial results for the three and nine months ended January 1, 2011 and the comparable three and nine month periods in our prior fiscal year.

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Financial Summary
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,   % Increase/   January 1,   December 26,   % Increase/
(in thousands, except per share data)   2011   2009   (Decrease)   2011   2009   (Decrease)
Net revenues
  $ 176,789     $ 165,169       7.0 %   $ 506,661     $ 476,326       6.4 %
Gross profit
  $ 93,490     $ 85,447       9.4 %   $ 267,708     $ 249,357       7.4 %
% of net revenues
    52.9 %     51.7 %             52.8 %     52.4 %        
 
                                               
Operating expenses
  $ 64,931     $ 59,612       8.9 %   $ 186,055     $ 170,173       9.3 %
Operating income
  $ 28,559     $ 25,835       10.5 %   $ 81,653     $ 79,184       3.1 %
% of net revenues
    16.2 %     15.6 %             16.1 %     16.6 %        
 
                                               
Interest expense
  $ (111 )   $ (248 )     (55.2 %)   $ 99   $ (722 )     (113.7 %)
Interest income
  $ 91   $ 56     62.5 %   $ 301   $ 309     (2.6 %)
Other expense, net
  $ (565 )   $ (266 )     112.4 %   $ (544 )   $ (1,389 )     (60.8 %)
 
                                               
Income before taxes
  $ 27,974     $ 25,377       10.2 %   $ 81,509     $ 77,382       5.3 %
 
                                               
Provision for income tax
  $ 8,240     $ 7,091       16.2 %   $ 22,517     $ 22,973       (2.0 %)
% of pre-tax income
    29.5 %     27.9 %             27.6 %     29.7 %        
 
                                               
Net income
  $ 19,734     $ 18,286       7.9 %   $ 58,992     $ 54,409       8.4 %
% of net revenues
    11.2 %     11.1 %             11.6 %     11.4 %        
 
                                               
Earnings per share-diluted
  $ 0.77     $ 0.71       8.5 %   $ 2.32     $ 2.08       11.5 %
Net revenues increased 7.0% and 6.4% for the third quarter and the first nine months, respectively, of fiscal year 2011 over the comparable periods of fiscal year 2010. Foreign exchange accounted for an increase of 1.3% and a decrease of 0.1% for the third quarter and the first nine months of fiscal year 2011, respectively. Without the effects of foreign exchange, net revenues increased 5.7% and 6.5% for the third quarter and the first nine months of fiscal year 2011, respectively. This increase reflects the impact of recent acquisitions, which contributed 4.1% and 5.1% to revenue growth for the third quarter and first nine months of fiscal year 2011, respectively, as well as strong year over year growth from emerging markets, notably Russia and Asia.
Gross profit increased 9.4% and 7.4% in the third quarter and first nine months of fiscal year 2011, respectively, as compared to the third quarter and the first nine months of fiscal year 2010. The effects of foreign exchange increased gross profit by 1.5% for the quarter and decreased gross profit by 1.1% for the first nine months of fiscal year 2011. Absent foreign exchange, gross profit increased 7.9% for the quarter and 8.5% for the nine months. The increase was largely driven by higher software sales and, to a lesser extent, cost improvements in our manufacturing operations.
Operating expenses increased 8.9% and 9.3% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange accounted for an increase in operating expenses of 0.5% for the quarter and a decrease of 0.1% for the nine months. Without the effects of foreign exchange, operating expenses increased 8.4% and 9.4% in the third quarter and the first nine months of fiscal year 2011, respectively. The higher operating expenses are attributable to the newly acquired businesses, SEBRA and Global Med, and restructuring and integration costs related to the acquisition of Global Med. The noted increases in operating expenses were offset by cost reductions from planned synergies in other business areas, contingent consideration income associated with the Neoteric acquisition recognized in the second quarter of this fiscal year, and a reduction in the expense associated with cash bonus incentive compensation for this fiscal year.
Operating income increased 10.5% and 3.1% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange accounted for an increase of 3.9% and a decrease of 3.5%

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for the quarter and nine months. Without the effects of foreign exchange, operating income increased 6.6% for both the third quarter and first nine months of fiscal year 2011. Our emerging international markets and software business continue to be significant contributors to the improvement in operating income, partially offset by additional spending largely associated with our acquisitions and their integration.
Net income increased 7.9% and 8.4% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Without the effects of foreign exchange which accounted for an increase of 4.0% for the quarter and a decrease of 3.1% for the nine months, net income increased 3.9% and 11.5% for the third quarter and the first nine months ended January 1, 2011, respectively. The increases in operating income, lower foreign exchange losses, and lower income tax expense were the principal reasons for the improvement in net income.
RESULTS OF OPERATIONS
Net Revenues by Geography
                                                 
    For the three months ended             For the nine months ended        
    January 1,     December 26,             January 1,     December 26,        
(in thousands)   2011     2009     % Increase     2011     2009     % Increase  
United States
  $ 79,844     $ 74,997       6.5 %   $ 237,892     $ 225,223       5.6 %
 
International
    96,945       90,172       7.5 %     268,769       251,103       7.0 %
 
                                   
 
Net revenues
  $ 176,789     $ 165,169       7.0 %   $ 506,661     $ 476,326       6.4 %
 
                                   
International Operations and the Impact of Foreign Exchange
Our principal operations are in the U.S., Europe, Japan and other parts of Asia. Our products are marketed in more than 80 countries around the world through a combination of our direct sales force and independent distributors and agents.
Our revenues generated outside the U.S. approximated 55% of total revenues for the third quarter of both fiscal years 2011 and 2010, and 53% of total revenues for the first nine months of both fiscal years 2011 and 2010. Revenues in Japan accounted for approximately 17.0% and 18.8% of total revenues for the third quarter and 16.3% and 17.2% of total revenues for the first nine months of fiscal year 2011 and 2010, respectively. Revenues in Europe accounted for approximately 28.4% and 27.4% of total revenues for the third quarter and first nine months, respectively, of fiscal year 2011, and 27.7% of total revenues for both the third quarter and first nine months of fiscal year 2010. International sales are generally conducted in local currencies, primarily the Japanese Yen and the Euro. As discussed above, our results of operations are impacted by changes in the value of the Yen and the Euro relative to the U.S. Dollar.
Please see section entitled “Foreign Exchange” in this discussion for a more complete explanation of how foreign currency affects our business and our strategy for managing this exposure.
Net Revenues by Product Type
                                                 
    For the three months ended             For the nine months ended        
    January 1,     December 26,     % Increase/     January 1,     December 26,     % Increase/  
(in thousands)   2011     2009     (Decrease)     2011     2009     (Decrease)  
Disposables
  $ 144,130     $ 143,051       0.8 %   $ 414,189     $ 415,035       (0.2 %)
Software solutions
    16,571       8,256       100.7 %     49,155       25,810       90.4 %
Equipment & other
    16,088       13,862       16.1 %     43,317       35,481       22.1 %
 
                                   
Net revenues
  $ 176,789     $ 165,169       7.0 %   $ 506,661     $ 476,326       6.4 %
 
                                   

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Disposables Revenues by Product Type
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,   % Increase/   January 1,   December 26,   % Increase/
(in thousands)   2011   2009   (Decrease)   2011   2009   (Decrease)
Plasma disposables
  $ 59,814     $ 59,177       1.1 %   $ 172,245     $ 177,468       (2.9 %)
 
                                               
Blood bank disposables
                                               
Platelet
    41,056       39,793       3.2 %     117,120       111,349       5.2 %
Red cell
    11,676       12,022       (2.9 %)     34,284       35,285       (2.8 %)
 
                                               
 
    52,732       51,815       1.8 %     151,404       146,634       3.3 %
 
                                               
 
                                               
Hospital disposables
                                               
Surgical
    17,116       17,864       (4.2 %)     49,479       51,920       (4.7 %)
OrthoPAT
    9,248       9,864       (6.2 %)     26,486       27,126       (2.4 %)
Diagnostics
    5,220       4,331       20.5 %     14,575       11,887       22.6 %
 
                                               
 
    31,584       32,059       (1.5 %)     90,540       90,933       (0.4 %)
 
                                               
 
                                               
Total disposables revenue
  $ 144,130     $ 143,051       0.8 %   $ 414,189     $ 415,035       (0.2 %)
 
                                               
Disposables
Disposables include the Plasma, Blood Bank, and Hospital product lines. Disposables revenue increased 0.8% and decreased 0.2% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange resulted in a 1.2% increase and 0.2% decrease for the third quarter and the first nine months of fiscal year 2011, respectively. Without the effect of foreign exchange, disposables revenue decreased 0.4% and remained flat for the third quarter and the first nine months of fiscal year 2011, respectively.
Plasma
Plasma disposables revenue increased 1.1% and decreased 2.9% for the third quarter and the first nine months of fiscal year 2011, respectively, compared to the same periods in fiscal year 2010. Foreign exchange accounted for a decrease of 0.2% for the quarter and 1.2% for the nine months. Without the effects of foreign exchange, plasma disposables revenue increased 1.3% and decreased 1.7% for the third quarter and the first nine months of fiscal year 2011, respectively. The increase in plasma disposables revenue in our North American and emerging markets contributed to the growth this quarter. This increase was offset by lower apheresis plasma collection volume in Japan as more plasma was sourced by the Japan Red Cross as a byproduct from its whole blood collections, a trend that we expect to continue, but moderate, into the next year. Growth in the quarter was also tempered as one of our significant customers has removed one of its products from the market, which negatively affected our sales in the U.S. and Europe. The decrease in revenue for the nine-month period was primarily driven by our commercial plasma customers having slowed their growth and in some cases reduced collections from last year’s levels in the first half of fiscal year 2011 following several years of significant growth.
Blood Bank
Blood bank consists of disposables used to collect platelets, red cells, and plasma for transfusion.
Platelet disposables revenue increased 3.2% and 5.2% for the third quarter and the first nine months of fiscal year 2011, respectively, compared to the same periods in fiscal year 2010. Comparing the third quarter and the first nine months of fiscal year 2011 to that of fiscal year 2010, foreign exchange accounted for 3.9% and 1.8%, respectively, of this increase. Without the favorable effect of foreign exchange, platelet disposable revenue decreased 0.7% and increased 3.4% for the third quarter and the first nine months of fiscal year 2011, respectively. Sales have increased across emerging markets throughout the fiscal year, which is the primary driver of the increase in revenue during the nine-month period. At the same time, sales have declined in our European direct market attributed to competition including the switch from apheresis platelets to platelets derived from whole blood collections, which is the primary driver for the decline in revenue in Europe during the three-month period.
Red cell disposables (used to collect two units of red cells or one unit of red cells and one unit of plasma for transfusion) revenue decreased 2.9% and 2.8% for the third quarter and the first nine months of fiscal year 2011, respectively, compared

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to the same periods in fiscal year 2010. Foreign exchange accounted for a revenue increase of 0.2% and decrease of 0.7% from the third quarter and the first nine months of fiscal year 2010, respectively. The remaining decrease of 3.1% and 2.1% for the quarter and nine months, respectively, was driven by lower demand for red cells as a result of fewer surgeries resulting in a reduced demand for automated red cell collection.
Hospital
Hospital consists of Surgical, OrthoPAT, and Diagnostics products.
Surgical disposables revenue consists principally of the Cell Saver and cardioPAT products. Revenues from our surgical disposables decreased 4.2% and 4.7% for the third quarter and the first nine months of fiscal year 2011, respectively, compared to the same periods in fiscal year 2010. Foreign exchange resulted in an increase 1.2% and a decrease of 0.7% in surgical disposables revenue for the quarter and nine months, respectively. Without the effects of foreign currency, the decrease in surgical disposables revenue of 5.4% and 4.0% for the third quarter and nine months, respectively, was the result of a decrease in demand across our European and North American markets driven by both competitive pressures and market conditions resulting in fewer surgeries. This decrease was partly offset by our strong sales in our emerging markets.
Revenues from our OrthoPAT disposables decreased 6.2% and 2.4% for the third quarter and the first nine months of fiscal year 2011, respectively, compared to the same periods in fiscal year 2010. Foreign exchange resulted in an increase in OrthoPAT disposables revenue of 0.4% and a decrease of 0.6% for the quarter and nine months, respectively. Without the effect of foreign currency, OrthoPAT disposables revenue decreased by 6.6% for the third quarter and 1.8% for the nine months. The decline in the third quarter and first nine months of fiscal year 2011 was driven by the frequency of the use of the OrthoPAT in part reflecting lower orthopedic procedure volume.
Diagnostics product revenue consists principally of the TEG products. Revenues from our diagnostics products increased 20.5% and 22.6% for the third quarter and the first nine months of fiscal year 2011, respectively, compared to the same periods in fiscal year 2010. Foreign exchange accounted for an increase of 0.3% and a decrease of 0.3% for the quarter and nine months, respectively. Without the effect of foreign currency, diagnostic product revenues increased by 20.2% and 22.9% for the quarter and nine months, respectively. The revenue increase is due to new adoption and continued penetration of this product as we continue to create this new market, particularly as it relates to blood management solutions.
Software Solutions
Our software solutions revenues include revenue from software sales and related services. Software solutions revenues increased 100.7% and 90.4% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange resulted in 2.3% and 1.0% of this increase for the quarter and nine months, respectively. The remaining increase of 98.4% and 89.4% for the third quarter and the first nine months of fiscal year 2011, respectively, was driven primarily by software services revenues associated with the recent acquisition of Global Med, and to a lesser extent, increased sales of our BloodTrack products.
Equipment & Other
Our equipment & other revenues include revenue from equipment sales, repairs performed under preventive maintenance contracts or emergency service visits, spare part sales, and various service and training programs. Equipment & other revenues increased 16.1% and 22.1% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange resulted in a 2.1% increase for the quarter and had a negligible effect for the first nine months. Without the effect of currency exchange, the increase of 14.0% and 22.1% for the third quarter and the first nine months of fiscal year 2011, respectively, was driven by acquisition related growth from the SEBRA products, which we acquired in September 2009, and growth in our emerging markets. Irrespective of the increases noted, equipment sales continue to be adversely impacted by restricted hospital capital spending and macro economic trends impacting health care funding across most of our markets.

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Gross Profit
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,           January 1,   December 26,    
(in thousands)   2011   2009   % Increase   2011   2009   % Increase
Gross profit
  $ 93,490     $ 85,447       9.4 %   $ 267,708     $ 249,357       7.4 %
% of net revenues
    52.9 %     51.7 %             52.8 %     52.4 %        
Gross profit increased 9.4% and 7.4% in the third quarter and first nine months of fiscal year 2011, respectively, as compared to the third quarter and the first nine months of fiscal year 2010. The effects of foreign exchange increased gross profit by 1.5% for the quarter and decreased gross profit by 1.1% for the first nine months of fiscal year 2011. Absent foreign exchange, gross profit increased 7.9% for the quarter and 8.5% for the nine months. The increase was largely driven by higher software sales and, to a lesser extent, cost improvements in our manufacturing operations.
Operating Expenses
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,           January 1,   December 26,    
(in thousands)   2011   2009   % Increase   2011   2009   % Increase
Research, development and engineering
  $ 7,996     $ 6,461       23.8 %   $ 23,870     $ 19,714       21.1 %
% of net revenues
    4.5 %     3.9 %             4.7 %     4.1 %        
 
                                               
Selling, general and administrative
  $ 56,935     $ 53,151       7.1 %   $ 164,079     $ 150,459       9.1 %
% of net revenues
    32.2 %     32.2 %             32.4 %     31.6 %        
 
                                               
Contingent consideration income
  $     $       n.m.     $ (1,894 )   $       n.m.  
% of net revenues
    0.0 %     0.0 %             -0.4 %     0.0 %        
 
                                               
Total operating expenses
  $ 64,931     $ 59,612       8.9 %   $ 186,055     $ 170,173       9.3 %
% of net revenues
    36.7 %     36.1 %             36.7 %     35.7 %        
Research, Development and Engineering
Research, development and engineering expenses increased 23.8% and 21.1% for the third quarter and the first nine months of fiscal year 2011, respectively, as compared to the same periods of fiscal year 2010. The increase is primarily related to the expansion of our software business.
Selling, General and Administrative
During the third quarter and the first nine months of fiscal year 2011, selling, general and administrative expenses increased 7.1% and 9.1%, respectively. Foreign exchange resulted in an increase of 1.4% and 0.8% in selling, general and administrative expenses during the quarter and nine months, respectively. Excluding the impact of foreign exchange, selling, general and administrative expense increased 5.7% and 8.3% for the third quarter and the first nine months of fiscal year 2011 over the comparable periods of fiscal year 2010. The increase was attributable to newly acquired businesses, SEBRA and Global Med, and transformation costs including costs to integrate Global Med. The increase was partly offset by cost reductions from planned synergies and a reduction in the expense associated with cash bonus incentive compensation this fiscal year as the Company’s financial results were lower than the financial targets established at the beginning of the year.
Contingent Consideration Income
Under the accounting rules for business combinations (specifically, ASC Topic 805, Business Combinations), we established a liability for payments that we might make in the future to former shareholders of Neoteric that are tied to the performance of the Blood Track business for the first three years post acquisition, beginning with fiscal year 2010. We have reviewed the expected performance versus the necessary thresholds of performance for the former shareholders to receive additional performance payments and we recorded an adjustment to the fair value of the contingent consideration as contingent consideration income of $1.9 million during the second quarter of fiscal year 2011.

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Operating Income
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,           January 1,   December 26,    
(in thousands)   2011   2009   % Increase   2011   2009   % Decrease
Operating income
  $ 28,559     $ 25,835       10.5 %   $ 81,653     $ 79,184       3.1 %
% of net revenues
    16.2 %     15.6 %             16.1 %     16.6 %        
Operating income increased 10.5% and 3.1% for the third quarter and the first nine months of fiscal year 2011, respectively, over the comparable periods of fiscal year 2010. Foreign exchange accounted for an increase of 3.9% and a decrease of 3.5% for the quarter and nine months. Without the effects of foreign exchange, operating income increased 6.6% for both the third quarter and first nine months of fiscal year 2011. Our emerging international markets and software business continue to be significant contributors to the improvement in operating income, partially offset by additional spending largely associated with our acquisitions and their integration.
Other (expense)/income, net
                                                 
    For the three months ended             For the nine months ended        
    January 1,     December 26,     %     January 1,     December 26,     %  
(in thousands)   2011     2009     Increase     2011     2009     Increase  
Interest expense
  $ (111 )   $ (248 )           $ 99     $ (722 )        
Interest income
  $ 91     $ 56             $ 301     $ 309          
Other income, net
    (565 )     (266 )             (544 )     (1,389 )        
 
                                       
Total other income, net
  $ (585 )   $ (458 )     27.7 %   $ (144 )   $ (1,802 )     (92.0 %)
 
                                       
Total other expense, net increased by 27.7% and decreased 92.0% for the third quarter and first nine months of fiscal year 2011, respectively, as compared to the same periods of fiscal year 2010. The primary reason for the increase in the quarter is an increase in foreign exchange transaction losses on foreign currency denominated assets. The primary reasons for the decrease during the first nine months of fiscal year 2011 are the reduction in foreign currency losses on foreign currency assets, when comparing the same period of fiscal year 2010, and the reversal of interest expense on contingent consideration related to the Neoteric acquisition.
Income Taxes
                                                 
    For the three months ended           For the nine months ended    
    January 1,   December 26,           January 1,   December 26,    
(in thousands)   2011   2009   % Increase   2011   2009   % Decrease
Reported income tax rate
    29.5 %     27.9 %     1.6 %     27.6 %     29.7 %     (2.1 %)
Our reported tax rate includes two principal components: an expected effective annual tax rate and discrete items resulting in additional provisions or benefits that are recorded in the quarter that an event arises or is resolved. Events or items that give rise to discrete recognition include finalizing audit examinations for open tax years, a statute of limitation’s expiration, or a change in the statutory tax rate. We are a global company with operations in various locations outside the U.S., accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in the various locations and the applicable rates.
The reported tax rate was 29.5% for the quarter ended January 1, 2011. The reported tax rate includes:
  a 29.6% expected effective annual tax rate which reflects tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, partly offset by the state income tax provision and stock compensation expenses not deductible in all jurisdictions; and
the following net discrete items:

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  a $0.4 million increase in tax expense from previously accrued income taxes because of the finalization of our federal tax return,
  a $0.5 million net increase in tax expense for the establishment of reserves for potential foreign tax audits and the expiration of foreign tax statutes,
  a $0.5 million benefit from the remittance of earnings from foreign subsidiaries,
  a $0.3 million benefit from the reinstatement of the U.S. Federal Research and Development Credit.
The reported tax rate was 27.9% for the quarter ended December 26, 2009. The reported tax rate included our expected annual effective tax rate of 30.2%, comprised of the U.S. federal statutory rate of 35.0% reduced by tax benefits from foreign taxes (including our Swiss principal), full utilization of the foreign tax gross-up associated with a fiscal year 2010 dividend from Japan, and a domestic manufacturing deduction, partly offset by the state tax provision, stock compensation expenses not deductible in all jurisdictions, and the net discrete items of a $0.1 million benefit from the expiration of various reserves, the fiscal year 2009 provision to return analysis, and foreign and state tax assessments.
The reported tax rate was 27.6% for the nine months ended January 1, 2011. The reported tax rate includes:
  a 29.6% expected effective annual tax rate which reflects tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, partly offset by the state income tax provision and stock compensation expenses not deductible in all jurisdictions; and
In addition to the items referenced above in the discussion of our third quarter results, earlier periods included the following net discrete items:
  a $0.6 million benefit from the contingent consideration income that is not taxable,
  a $0.3 million benefit from the release of a transfer price reserve after completion of the fiscal year 2010 global transfer study,
  a $0.8 million benefit from the Swiss principal ruling,
The reported tax rate was 29.7% for the nine months ended December 26, 2009. The reported tax rate includes our expected effective annual tax rate of 30.2%, comprised of the U.S. federal statutory tax rate of 35.0% reduced by tax benefits from foreign taxes (including our Swiss principal) and a domestic manufacturing deduction, plus the state tax provision, and stock compensation expenses not deductible in all jurisdictions.
Liquidity and Capital Resources
The following table contains certain key performance indicators we believe depict our liquidity and cash flow position:
                 
(dollars in thousands)   January 1, 2011   April 3, 2010
Cash & cash equivalents
  $ 169,538     $ 141,562  
Working capital
  $ 300,487     $ 250,973  
Current ratio
    3.8       2.9  
Net cash position (1)
  $ 157,100     $ 120,911  
Days sales outstanding (DSO)
    62       59  
Disposables finished goods inventory turnover
    7.7       5.4  
 
(1)   Net cash position is the sum of cash and cash equivalents less total debt.
Our primary sources of capital include cash and cash equivalents, internally generated cash flows, bank borrowings and the proceeds from stock option exercises. We believe these sources to be sufficient to fund our requirements, which are primarily capital expenditures (including our manufacturing expansion in Salt Lake City), share repurchases (like the $50.0 million share repurchase

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program authorized by the Board of Directors in April 2010 and completed in the first quarter of fiscal year 2011), new business and product development, and working capital for at least the next twelve months.
                         
    For the nine months ended     Increase/  
(in thousands)   January 1, 2011     December 26, 2009     (Decrease)  
Net cash provided by (used in):
                       
Operating activities
  $ 91,316     $ 93,981     $ (2,665 )
Investing activities
    (41,009 )     (64,031 )     23,022  
Financing activities
    (22,170 )     (18,803 )     (3,367 )
Effect of exchange rate changes on cash and cash equivalents (1)
    (161 )     1,125       (1,286 )
 
                 
Net increase/(decrease) in cash and cash equivalents
  $ 27,976     $ 12,272     $ 15,704  
 
                 
 
(1)   The balance sheet is affected by spot exchange rates used to translate local currency amounts into U.S. dollars. In accordance with GAAP, we have removed the effect of foreign currency throughout our cash flow statement, except for its effect on our cash and cash equivalents.
In our April 6, 2010 press release, the Company announced that its Board of Directors approved the repurchase of up to $50.0 million worth of Company shares during fiscal year 2011. Through January 1, 2011, the Company repurchased 907,310 shares of its common stock for an aggregate purchase price of $50.0 million.
Cash Flow Overview:
Nine Month Comparison
Operating Activities:
Net cash provided by operating activities was $91.3 million in the first nine months of fiscal year 2011, a decrease of $2.7 million as compared to the first nine months of fiscal year 2010. Non cash items in the first nine months of fiscal year 2011 include $2.4 million of contingent consideration income and the reversal of related interest resulting from our acquisition of Neoteric.
Net cash flows from operating activities during the first nine months of fiscal year 2011 include:
    $9.0 million payment for 2010 employee performance bonuses worldwide — a decrease of $4.7 million from the prior year,
 
    $7.0 million payment of accrued expenses, including employment contracts of $3.0 million, $2.2 million of payroll and related costs, and legal expenses of $1.0 million, assumed from our acquisition of Global Med,
 
    $9.3 million payment of restructuring costs of our transformation and restructuring plans which include the integration of Global Med, and
 
    $10.0 million paid in income taxes.
Investing Activities:
Net cash used in investing activities, which included $6.2 million related to the acquisition of ACCS, decreased by $23.0 million during the first nine months of fiscal year 2011 as compared to the first nine months of 2010. Net investing cash used in the prior year included the acquisition of SEBRA and Neoteric for $12.8 million and $6.6 million, respectively, as well as higher capital expenditures on property, plant, and equipment.
Financing Activities:
In the first nine months of fiscal year 2011, cash used in financing activities include:

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    $50.0 million in cash paid out relating to stock repurchases — compared to the $40.0 million paid out during the same period of the prior year,
 
    $35.8 million in proceeds from stock options, related excess tax benefits from stock option exercises, and the employee stock purchase plan, and
 
    $7.8 million in repayment of debt assumed from our acquisition of Global Med.
Inflation
We do not believe that inflation had a significant impact on our results of operations for the periods presented. Historically, we believe we have been able to mitigate the effects of inflation by improving our manufacturing and purchasing efficiencies, by increasing employee productivity, and by adjusting the selling prices of products. We continue to monitor inflation pressures generally and raw materials indices that may affect our procurement and production costs. Increases in the price of petroleum derivatives could result in corresponding increases in our costs to procure plastic raw materials.
Foreign Exchange
For the first nine months of fiscal year 2011, approximately 53% of our sales are generated outside the U.S. in local currencies, yet our reporting currency is the U.S. dollar. Foreign exchange risk arises because we engage in business in foreign countries in local currency. Exposure is partially mitigated by producing and sourcing product in local currency and expenses incurred by local sales offices. However, whenever the U.S. dollar strengthens relative to the other major currencies, there is an adverse affect on our results of operations and alternatively, whenever the U.S. dollar weakens relative to the other major currencies, there is a positive effect on our results of operations.
Our primary foreign currency exposures in relation to the U.S. dollar are the Euro and the Japanese Yen. In response to the sharply increased volatility in foreign exchange rates, we have entered into forward contracts to hedge the anticipated cash flows from forecasted Swiss Franc, British Pound, and Canadian Dollar denominated costs.
It is our policy to minimize for a period of time, the unforeseen impact on our financial results of fluctuations in foreign exchange rates by using derivative financial instruments known as forward contracts to hedge the anticipated cash flows from forecasted foreign currency denominated sales and costs. Hedging through the use of forward contracts does not eliminate the volatility of foreign exchange rates, but because we generally enter into forward contracts one year in advance of the foreign currency denominated cash flows, rates are fixed for a one-year period, thereby facilitating financial planning and resource allocation. We enter into forward contracts that mature one month prior to the anticipated timing of the forecasted foreign currency denominated sales. These contracts are designated as cash flow hedges and are intended to lock in the expected cash flows of forecasted foreign currency denominated sales and costs at the available spot rate. Actual spot rate gains and losses on these contracts are recorded in sales and costs, at the same time the underlying transactions being hedged are recorded. The final impact of currency fluctuations on the results of operations is dependent on the local currency amounts hedged and the actual local currency results.
Presented below are the spot rates for our Euro, Japanese Yen, Canadian Dollar, British Pound, and Swiss Franc cash flow hedges that settled in fiscal year 2010, settled the first nine months of fiscal year 2011, or are presently outstanding. These hedges cover our long foreign currency positions that result from our sales in Europe and Japan. These hedges also include our short positions associated with costs incurred in Canadian Dollars, British Pounds, and Swiss Francs. The table also shows how the strengthening or weakening of the spot rates associated with those hedge contracts versus the spot rates in the contracts that settled in the prior comparable period affects our results favorably or unfavorably.

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    First   Favorable /   Second   Favorable /   Third   Favorable /   Fourth   Favorable /
    Quarter   (Unfavorable)   Quarter   (Unfavorable)   Quarter   (Unfavorable)   Quarter   (Unfavorable)
Euro — Hedge Spot Rate (US$  per Euro)
FY10
    1.5681               1.4890               1.3192               1.2812          
FY11
    1.3582       (13.4 %)     1.4140       (5.0 %)     1.4326       8.6 %     1.3523       5.5 %
FY12
    1.2432       (8.5 %)     1.3014       (8.0 %)     1.3619       (4.9 %)                
 
                                                               
Japanese Yen — Hedge Spot Rate (JPY per US$)
FY10
    105.2792               105.1132               96.3791               93.4950          
FY11
    98.1677       6.8 %     94.9066       9.7 %     89.1350       7.5 %     89.7839       4.0 %
FY12
    88.9878       9.4 %     85.6477       9.8 %     81.73       8.3 %                
 
                                                               
Canadian Dollar — Hedge Spot Rate (CAD per US$)
FY10
    1.1409               1.1200               1.1125               1.0884          
FY11
    1.0959       (3.9 %)     1.0862       (3.0 %)     1.0654       (4.2 %)     1.0282       (5.5 %)
FY12
    1.0501       (4.2 %)     1.0318       (5.0 %)     1.00       (5.8 %)                
 
                                                               
British Pound — Hedge Spot Rate (US$  per GBP)
FY10
    1.4487               1.4439               1.4229               1.4048          
FY11
    1.4714       (1.6 %)     1.6531       (14.5 %)     1.6321       (14.7 %)     1.5859       (12.9 %)
FY12
    1.5001       (2.0 %)     1.5399       6.8 %     1.57       3.6 %                
 
                                                               
Swiss Franc — Hedge Spot Rate (US$  per CHF)
FY11
                    1.0481               1.0394               1.0474          
FY12
    1.0539               1.0108       3.6 %     0.96       7.9 %                
 
*   We generally place our cash flow hedge contracts on a rolling twelve month basis. Accordingly, the only hedge contracts placed for fiscal year 2012 are for the first, second, and third quarters.
Recent Accounting Pronouncements
In October 2009, the FASB issued Accounting Standards Update No. 2009-13, Multiple-Deliverable Revenue Arrangements, an amendment to FASB ASC topic 605, Revenue Recognition, and Update No. 2009-14, Certain Revenue Arrangements That Include Software Elements, an amendment to FASB ASC subtopic 985-605, Software — Revenue Recognition (the “Updates”). The Updates provide guidance on arrangements that include software elements, including tangible products that have software components that are essential to the functionality of the tangible product and will no longer be within the scope of the software revenue recognition guidance, and software-enabled products that will now be subject to other relevant revenue recognition guidance. The Updates provide authoritative guidance on revenue arrangements with multiple deliverables that are outside the scope of the software revenue recognition guidance. Under the new guidance, when vendor specific objective evidence or third party evidence of fair value for deliverables in an arrangement cannot be determined, a best estimate of the selling price is required to separate deliverables and allocate arrangement consideration using the relative selling price method. The Updates also include new disclosure requirements on how the application of the relative selling price method affects the timing and amount of revenue recognition. The Updates must be adopted in the same period using the same transition method and are effective prospectively, with retrospective adoption permitted, for revenue arrangements entered into or materially modified in fiscal years beginning on or after June 15, 2010. Early adoption is also permitted; however, early adoption during an interim period requires retrospective application from the beginning of the fiscal year. The Company will adopt the guidance on April 3, 2011, the first day of fiscal year 2012, and is currently assessing the possible impact of this guidance on its financial position and results of operations.
In December 2009, the FASB issued Accounting Standards Update No. 2009-17, Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities, an amendment to FASB ASC Topic 810, Consolidations. ASU No. 2009-17 requires an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity. Additionally, an enterprise is required to assess whether it has an implicit financial responsibility to ensure that a variable interest entity operates as designed when determining whether it has the power to direct the activities of the variable interest entity that most significantly impact the entity’s economic

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performance. The update became effective for our fiscal year 2011 and did not have an impact on our consolidated financial statements for the first nine months ended January 1, 2011.
Cautionary Statement Regarding Forward-Looking Information
Statements contained in this report, as well as oral statements we make which are prefaced with the words “may,” “will,” “expect,” “anticipate,” “continue,” “estimate,” “project,” “intend,” “designed,” and similar expressions, are intended to identify forward looking statements regarding events, conditions, and financial trends that may affect our future plans of operations, business strategy, results of operations, and financial position. These statements are based on our current expectations and estimates as to prospective events and circumstances about which we can give no firm assurance. Further, any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. As it is not possible to predict every new factor that may emerge, forward-looking statements should not be relied upon as a prediction of our actual future financial condition or results. These forward-looking statements, like any forward-looking statements, involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include technological advances in the medical field and our standards for transfusion medicine and our ability to successfully implement products that incorporate such advances and standards, product demand and market acceptance of our products, regulatory uncertainties, the effect of economic and political conditions, the impact of competitive products and pricing, the impact of industry consolidation, foreign currency exchange rates, changes in customers’ ordering patterns, the effect of industry consolidation as seen in the plasma market, the effect of communicable diseases and the effect of uncertainties in markets outside the U.S. (including Europe and Asia) in which we operate. The foregoing list should not be construed as exhaustive.

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ITEM 3. Quantitative and qualitative disclosures about market risk
The Company’s exposures relative to market risk are due to foreign exchange risk and interest rate risk.
Foreign exchange risk
See the section above entitled Foreign Exchange for a discussion of how foreign currency affects our business. It is our policy to minimize for a period of time, the unforeseen impact on our financial results of fluctuations in foreign exchange rates by using derivative financial instruments known as forward contracts to hedge anticipated cash flows from forecasted foreign currency denominated sales. We do not use the financial instruments for speculative or trading activities. At January 1, 2011, we had the following significant foreign exchange contracts to hedge the anticipated cash flows from forecasted foreign currency denominated sales outstanding. The contracts have been organized into maturity groups and the related quarter that we expect the hedge contract to affect our earnings.
                                                 
                                            Quarter  
    (BUY) / SELL                                     Expected  
Hedged   Local     Weighted Spot     Weighted Forward     Fair Value             to Affect  
Currency   Currency     Contract Rate     Contract Rate     Gain / (Loss)     Maturity     Earnings  
Euro
    10,141,456       1.344       1.343     $ 223,065     Dec 2010 - Feb 2011   Q4 FY11
Euro
    11,080,452       1.243       1.246     $ (805,602 )   Mar 2011 - May 2011   Q1 FY12
Euro
    11,612,400       1.301       1.300     $ (220,105 )   Jun 2011 - Aug 2011   Q2 FY12
Euro
    10,267,000       1.362       1.356     $ 364,316     Sep 2011 - Nov 2011   Q3 FY12
Japanese Yen
    1,029,939,231     89.96 per US$   89.58 per US$ $ (1,063,498 )   Dec 2010 - Feb 2011   Q4 FY11
Japanese Yen
    1,386,826,057     88.99 per US$   88.43 per US$   (1,231,074 )   Mar 2011 - May 2011   Q1 FY12
Japanese Yen
    1,531,130,000     85.65 per US$   85.21 per US$ $ (730,357 )   Jun 2011 - Aug 2011   Q2 FY12
Japanese Yen
    1,490,748,302     81.73 per US$   81.30 per US$   $ 68,243     Sep 2011 - Nov 2011   Q3 FY12
GBP
    (796,222 )     1.560       1.556     $ (6,437 )   Nov 2010 - Jan 2011   Q4 FY11
GBP
    (2,616,001 )     1.500       1.499     $ 123,692     Feb 2011 - Apr 2011   Q1 FY12
GBP
    (2,679,632 )     1.540       1.538     $ 19,047     May 2011 - July 2011   Q2 FY12
GBP
    (2,679,632 )     1.574       1.569     $ (63,516 )   Aug 2011 - Oct 2011   Q3 FY12
GBP
    (824,502 )     1.536       1.530     $ 9,636     Nov 2011 - Jan 2012   Q4 FY12
CAD
    (3,426,211 )   1.028 per US$   1.032 per US$   $ 102,991     Jan 2011 - Mar 2011   Q4 FY11
CAD
    (4,039,754 )   1.050 per US$   1.054 per US$   $ 189,010     Apr 2011 - Jun 2011   Q1 FY12
CAD
    (4,148,622 )   1.032 per US$   1.040 per US$   $ 128,754     Jul 2011 - Sep 2011   Q2 FY12
CAD
    (2,680,000 )   1.003 per US$   1.012 per US$   $ 8,643     Oct 2011 - Dec 2011   Q3 FY12
CHF
    (3,818,399 )     1.047       1.045     $ 356,828     Jan 2011 - Mar 2011   Q4 FY11
CHF
    (4,023,000 )     1.054       1.050     $ 391,348     Apr 2011 - Jun 2011   Q1 FY12
CHF
    (3,924,000 )     1.011       1.007     $ 228,779     Jul 2011 - Sep 2011   Q2 FY12
CHF
    (2,346,831 )     0.958       0.953     $ 13,035     Oct 2011 - Dec 2011   Q3 FY12
 
                                             
 
                          $ (1,893,202 )                
 
                                             
We estimate the change in the fair value of all forward contracts assuming both a 10% strengthening and weakening of the U.S. dollar relative to all other major currencies. In the event of a 10% strengthening of the U.S. dollar, the change in fair value of all forward contracts would result in a $10.8 million increase in the fair value of the forward contracts; whereas a 10% weakening of the US dollar would result in a $12.5 million decrease in the fair value of the forward contracts.
Interest Rate Risk
All of our long-term debt is at fixed rates. Accordingly, a change in interest rates has an insignificant effect on our interest expense amounts. The fair value of our long-term debt, however, does change in response to interest rate movements due to its fixed rate nature. These changes reflect the premium (when market interest rates decline below the contract fixed interest rates) or discount (when market interest rates rise above the fixed interest rate) that an investor in these long-term obligations would pay in the market interest rate environment.

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At January 1, 2011, the fair value of our long-term debt was approximately $0.4 million higher than the value of the debt reflected on our financial statements. This higher fair value is entirely related to the $4.2 million remaining principal balance of the original $10.0 million, 8.41% real estate mortgage due January, 2016.
Using scenario analysis, if the interest rate on all long-term maturities changed by 10% from the rate levels that existed at January 1, 2011, the fair value of our long-term debt would change by less than $0.1 million.

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ITEM 4. Controls and Procedures
We conducted an evaluation, as of January 1, 2011, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer (the Company’s principal executive officer and principal financial officer, respectively) regarding the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective as of such date.
There were no changes in the Company’s internal control over financial reporting which occurred during the three months ended January 1, 2011 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II — OTHER INFORMATION
Item 1. Legal Proceedings
We believe our competitor Fenwal has produced, and continues to produce, a red cell consumable kit which infringes a Haemonetics patent. For the past five years, we have been pursuing a patent infringement lawsuit against Fenwal, the details of which are summarized below. After the Court of Appeals for the Federal Circuit reversed the trial court’s decision on claims construction, vacating the injunction and damages previously awarded to Haemonetics, the case was remanded to the trial court for further proceedings.
In December 2005 we filed a lawsuit against Baxter Healthcare SA and Fenwal Inc. in Massachusetts federal district court, seeking an injunction and damages from Baxter’s infringement of a Haemonetics patent, through the sale of Baxter’s ALYX brand automated red cell collection system, a competitor of our automated red cell collection systems. In March 2007, Baxter sold the division which marketed the ALYX product to private investors, TPG, and Maverick Capital, Ltd. The new company which resulted from the sale was renamed Fenwal.
In January 2009, a jury found that the Fenwal ALYX system infringed Haemonetics’ patent. Ultimately, the trial court awarded us a total of $18 million in damages and ordered Fenwal to stop selling the ALYX consumable by December 1, 2010 and pay Haemonetics a 10% royalty on ALYX consumable net sales from January 30, 2009 until December 1, 2010.
Fenwal took three actions in response to this judgment. First, Fenwal appealed these rulings to the United States Court of Appeals for the Federal Circuit. Second, Fenwal modified the ALYX disposable in an effort to avoid the injunction. And third Fenwal asked the Patent and Trademark Office to re-examine the validity of our patent.
On June 2, 2010, the Court of Appeals reversed the trial court’s claim construction and accordingly, vacated the original jury verdict finding of infringement and remanded the case to the trial court for further proceedings. We continue to believe the ALYX consumable kit infringes our patent even under the Court of Appeals’ claim construction.
In response to Fenwal’s modification of their disposable, we filed a second related patent infringement action in December 2009 in the same Massachusetts federal trial court as the first case described above.
On May 28, 2010 the Patent and Trademark Office reexamined the patent which is the subject of the two cases described above, and determined that the patent is valid, contrary to Fenwal’s assertions.
On September 20, 2010, Haemonetics filed a patent infringement action in Germany, against Fenwal and its German subsidiary, for Fenwal’s infringement of a Haemonetics patent related to the Haemonetics patent described above. On December 1, 2010, Fenwal filed an action to invalidate the Haemonetics patent which is the subject of this infringement action.
Item 1A. Risk Factors
In addition to the other information set forth in this report, careful consideration should be given to the factors discussed in Part 1, “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended April 3, 2010, which could materially affect the Company’s business, financial condition or future results. The risks described in the Company’s Annual Report on Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that it currently deems to be immaterial also may materially adversely affect its business, financial condition and/or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
In an April 6, 2010 press release, the Company announced that its Board of Directors approved the repurchase of up to $50.0 million worth of Company shares during fiscal year 2011. Through January 1, 2011, the Company repurchased 907,310 shares of its common stock for an aggregate purchase price of $50.0 million. We reflect stock repurchases in our financial statements on a “trade date” basis and as Authorized Unissued (Haemonetics is a Massachusetts company and under Massachusetts law repurchased shares are treated as authorized but unissued).
All of the purchases above were made under the publicly announced program. All purchases were made in the open market.

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                    Total Dollar Value     Maximum Dollar  
            Average Price     of Shares Purchased     Value of Shares that  
    Total Number     Paid per Share     as Part of Publicly     May Yet be  
    of Shares     including     Announced Plans     Purchased Under the  
Period   Repurchased     Commissions     or Programs     Plans or Programs  
May 6, 2010 to May 31, 2010
    576,271     $ 55.64     $ 32,081,557     $ 17,918,443  
Jun 1, 2010 to Jun 25, 2010
    331,039       54.10       17,918,415       28  
 
                           
Total
    907,310     $ 55.08     $ 49,999,972     $ 28  
 
                           
Item 3. Defaults upon Senior Securities
     Not applicable.
Item 4. [Removed and Reserved]
Item 5. Other Information
     None
Item 6. Exhibits
     
31.1
  Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002, of Brian Concannon, President and Chief Executive Officer of the Company
 
   
31.2
  Certification pursuant to Section 302 of Sarbanes-Oxley of 2002, of Christopher Lindop, Chief Financial Officer and Vice President Business Development of the Company
 
   
32.1
  Certification Pursuant to 18 United States Code Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Brian Concannon, President and Chief Executive Officer of the Company
 
   
32.2
  Certification Pursuant to 18 United States Code Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Christopher Lindop, Chief Financial Officer and Vice President Business Development of the Company

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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.
         
  HAEMONETICS CORPORATION
 
 
Date: February 8, 2011  By:   /s/ Brian Concannon    
    Brian Concannon, President and Chief Executive Officer   
    (Principal Executive Officer)   
 
Date: February 8, 2011  By:   /s/ Christopher Lindop    
    Christopher Lindop, Chief Financial Officer and Vice   
    President Business Development (Principal Financial Officer)   

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