##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D. C. 20549
 FORM 10-Q
 (Mark one)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 For the Quarterly Period Ended June 30, 2008
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 For the transition period from       to       .
 Commission File Number: 001-33027
 HOME DIAGNOSTICS, INC.
  DELAWARE
    
    22-2594392(State or other jurisdiction
    
    (I.R.S. Employerof incorporation or organization)
    
    Identification Number)2400 NW 55thCourtFort Lauderdale, Florida
    
    33309(Address of principal executive offices)
    
    (Zip Code)
 954-677-9201
 Title of Each Class
    
    Name of Exchange on Which RegisteredCommon Stock, $0.01 par value
    
    The NASDAQ Stock Market LLC
 None
 þ o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if smaller reporting company)
 Yes o No þ




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##### 



HOME DIAGNOSTICS, INC.
INDEX
 PagePart I
    
    FINANCIAL SUMMARYItem 1.
    
    Financial StatementsCondensed Consolidated Balance Sheets as of December 31, 2007 and June 30, 2008 (Unaudited)
    
    3Condensed Consolidated Statements of Operations for the Three and Six Months Ended June
30, 2007 and 2008 (Unaudited)
    
    4Condensed Consolidated Statement of Changes in Stockholders Equity for the Six Months
Ended June 30, 2008 (Unaudited)
    
    5Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2007
and 2008 (Unaudited)
    
    6Notes to Condensed Consolidated Financial Statements (Unaudited)
    
    7Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    15Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    22Item 4.
    
    Controls and Procedures
    
    22Part II
    
    OTHER INFORMATIONItem 1.
    
    Legal Proceedings
    
    23Item 1A.
    
    Risk Factors
    
    24Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    24Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    26Item 6.
    
    Exhibits
    
    26SIGNATURESEXHIBIT INDEXCERTIFICATIONSEx-31.1 Section 302 Certification of CEOEx-31.2 Section 302 Certification of CFOEx-32.1 Section 906 Certification of CEOEx-32.2 Section 906 Certification of CFO
  2




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##### Table of Contents



Part I  FINANCIAL INFORMATION
 
 Item 1  Financial Statements
 HOME DIAGNOSTICS, INC. AND SUBSIDIARIES
 
  (Unaudited)December 31,
    
    
    June 30,2007
    
    
    2008AssetsCurrent assets:Cash and cash equivalents
    
    $
    32,695,803
    
    
    $
    34,429,224Accounts receivable, net
    
    
    18,313,519
    
    
    
    21,928,278Inventory
    
    
    12,379,668
    
    
    
    15,045,205Prepaid expenses and other current assets
    
    
    1,013,025
    
    
    
    1,910,419Income taxes receivable
    
    
    1,241,171
    
    
    
    Deferred tax asset
    
    
    4,669,774
    
    
    
    4,657,213Total current assets
    
    
    70,312,960
    
    
    
    77,970,339Property and equipment, net
    
    
    22,560,335
    
    
    
    24,321,711Goodwill
    
    
    35,573,462
    
    
    
    35,573,462Other intangible assets, net
    
    
    660,776
    
    
    
    480,696Deferred tax asset
    
    
    1,004,638
    
    
    
    1,078,018Other assets, net
    
    
    138,866
    
    
    
    146,725Total assets
    
    $
    130,251,037
    
    
    $
    139,570,951Liabilities and Stockholders EquityCurrent liabilities:Accounts payable
    
    $
    6,103,535
    
    
    $
    9,013,475Accrued liabilities
    
    
    18,048,079
    
    
    
    20,160,475Income taxes payable
    
    
    
    
    
    
    1,057,240Total current liabilities
    
    
    24,151,614
    
    
    
    30,231,190Contingencies (Note 11)
    
    
    
    
    
    
    Stockholders equity:Common stock, $.01 par value; 60,000,000 shares authorized;
17,878,691 and 17,763,739 shares issued and outstanding at
December 31, 2007 and June 30, 2008, respectively
    
    
    178,787
    
    
    
    177,638Additional paid-in capital
    
    
    95,017,973
    
    
    
    95,023,316Retained earnings
    
    
    10,858,415
    
    
    
    13,560,906Accumulated other comprehensive income
    
    
    44,248
    
    
    
    577,901Total stockholders equity
    
    
    106,099,423
    
    
    
    109,339,761Total liabilities and stockholders equity
    
    $
    130,251,037
    
    
    $
    139,570,951
 The accompanying notes are an integral part of these condensed consolidated financial statements.
 3




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HOME DIAGNOSTICS, INC. AND SUBSIDIARIES
 
   Three Months Ended
    
    
    Six Months EndedJune 30,
    
    
    June 30,2007
    
    
    2008
    
    
    2007
    
    
    2008Net sales
    
    $
    28,050,322
    
    
    $
    33,355,841
    
    
    $
    56,150,372
    
    
    $
    58,476,121Cost of sales
    
    
    11,951,257
    
    
    
    13,469,076
    
    
    
    23,155,594
    
    
    
    24,001,009Gross profit
    
    
    16,099,065
    
    
    
    19,886,765
    
    
    
    32,994,778
    
    
    
    34,475,112Operating expensesSelling, general and administrative
(including stock-based compensation expense
of $439,021 and $510,325 and $739,965 and
$743,326 for the three and six months ended
June 30, 2007 and 2008, respectively)
    
    
    11,566,718
    
    
    
    13,698,713
    
    
    
    23,107,791
    
    
    
    25,569,431Research and development
    
    
    2,257,017
    
    
    
    2,426,666
    
    
    
    4,269,187
    
    
    
    4,783,514Total operating expenses
    
    
    13,823,735
    
    
    
    16,125,379
    
    
    
    27,376,978
    
    
    
    30,352,945Income from operations
    
    
    2,275,330
    
    
    
    3,761,386
    
    
    
    5,617,800
    
    
    
    4,122,167Other income (expense)Interest income
    
    
    425,275
    
    
    
    213,719
    
    
    
    770,281
    
    
    
    541,587Other, net
    
    
    (69,091
    )
    
    
    105,992
    
    
    
    51,607
    
    
    
    (420,589
    )Total other income (expense)
    
    
    356,184
    
    
    
    319,711
    
    
    
    821,888
    
    
    
    120,998Income before provision for income taxes
    
    
    2,631,514
    
    
    
    4,081,097
    
    
    
    6,439,688
    
    
    
    4,243,165Provision for income taxes
    
    
    792,237
    
    
    
    1,396,838
    
    
    
    2,125,098
    
    
    
    837,540Net income
    
    $
    1,839,277
    
    
    $
    2,684,259
    
    
    $
    4,314,590
    
    
    $
    3,405,625Earnings per common share:Basic
    
    $
    0.10
    
    
    $
    0.15
    
    
    $
    0.24
    
    
    $
    0.19Diluted
    
    $
    0.09
    
    
    $
    0.14
    
    
    $
    0.22
    
    
    $
    0.18Weighted average shares used in computing
earnings per common share:Basic
    
    
    18,012,483
    
    
    
    17,841,219
    
    
    
    17,871,000
    
    
    
    17,869,996Diluted
    
    
    19,815,186
    
    
    
    18,917,812
    
    
    
    19,773,857
    
    
    
    18,957,332
 The accompanying notes are an integral part of these condensed consolidated financial
statements.
 4




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HOME DIAGNOSTICS, INC. AND SUBSIDIARIES
 
   AccumulatedCommon Stock
    
    
    Additional
    
    
    
    
    
    
    other
    
    
    TotalNumber of
    
    
    
    
    
    
    paid-in
    
    
    Retained
    
    
    comprehensive
    
    
    stockholdersshares
    
    
    Amount
    
    
    capital
    
    
    earnings
    
    
    Income
    
    
    equityBalance at December 31, 2007
    
    
    17,878,691
    
    
    $
    178,787
    
    
    $
    95,017,973
    
    
    $
    10,858,415
    
    
    $
    44,248
    
    
    $
    106,099,423Stock-based compensation expense
    
    
    
    
    
    
    
    
    
    
    743,326
    
    
    
    
    
    
    
    
    
    
    
    743,326Stock options exercised, including tax
benefit of $123,143
    
    
    186,240
    
    
    
    1,863
    
    
    
    877,854
    
    
    
    
    
    
    
    
    
    
    
    879,717Repurchased common stock
    
    
    (301,192
    )
    
    
    (3,012
    )
    
    
    (1,615,837
    )
    
    
    (703,134
    )
    
    
    
    
    
    
    (2,321,983
    )Comprehensive income:Foreign currency
translation
adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    533,653
    
    
    
    533,653Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,405,625
    
    
    
    
    
    
    
    3,405,625Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,405,625
    
    
    
    533,653
    
    
    
    3,939,278Balance at June 30, 2008
    
    
    17,763,739
    
    
    $
    177,638
    
    
    $
    95,023,316
    
    
    $
    13,560,906
    
    
    $
    577,901
    
    
    $
    109,339,761
 The accompanying notes are an integral part of these condensed consolidated financial statements.
 5




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HOME DIAGNOSTICS, INC. AND SUBSIDIARIES
 
   Six Months EndedJune 30,2007
    
    2008Cash flows from operating activities:Net income
    
    $
    4,314,590
    
    
    $
    3,405,625Adjustments to reconcile net income to net cash provided by
operating activities:Depreciation and amortization
    
    
    1,995,746
    
    
    
    1,748,347Amortization of deferred financing and debt issuance costs
    
    
    4,509
    
    
    
    Loss on asset disposal
    
    
    15,688
    
    
    
    105,293Bad debt expense
    
    
    24,988
    
    
    
    30,000Deferred income taxes
    
    
    (643,333
    )
    
    
    (60,819
    )Stock-based compensation expense
    
    
    739,965
    
    
    
    743,326Changes in assets and liabilities:Accounts receivable
    
    
    353,094
    
    
    
    (3,644,759
    )Inventories
    
    
    127,294
    
    
    
    (2,433,692
    )Prepaid expenses and other current and non-current assets
    
    
    (407,846
    )
    
    
    (906,741
    )Income taxes receivable and income taxes payable
    
    
    783,917
    
    
    
    2,298,411Accounts payable
    
    
    1,973,093
    
    
    
    2,909,940Accrued liabilities
    
    
    (132,931
    )
    
    
    2,020,616Net cash provided by operating activities
    
    
    9,148,774
    
    
    
    6,215,547Cash flows from investing activities:Capital expenditures
    
    
    (5,008,544
    )
    
    
    (3,322,207
    )Net cash used in investing activities
    
    
    (5,008,544
    )
    
    
    (3,322,207
    )Cash flows from financing activities:Payment of debt financing costs
    
    
    (4,317
    )
    
    
    Proceeds from exercise of stock options
    
    
    1,288,856
    
    
    
    756,574Excess tax benefits from stock-based compensation expense
    
    
    668,502
    
    
    
    123,143Repurchases of common stock
    
    
    
    
    
    
    (2,321,983
    )Net cash used in financing activities
    
    
    1,953,041
    
    
    
    (1,442,266
    )Effect of exchange rate changes on cash and cash equivalents
    
    
    123,836
    
    
    
    282,347Net increase (decrease) in cash and cash equivalents
    
    
    6,217,107
    
    
    
    1,733,421Cash and cash equivalentsBeginning of period
    
    
    26,487,163
    
    
    
    32,695,803End of period
    
    $
    32,704,270
    
    
    $
    34,429,224Supplemental cash flows disclosures:Cash paid during the period for:Income taxes
    
    $
    1,584,510
    
    
    $
    773,631
 The accompanying notes are an integral part of these condensed consolidated financial statements.
 6




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##### Table of Contents



HOME DIAGNOSTICS, INC. AND SUBSIDIARIES
 
    1. Basis of presentation
    Use of estimates
  Property and equipment
  Category
    
    Useful livesMachinery and equipment
    
    1-8 yearsFurniture, fixtures and office equipment
    
    1-8 yearsComputer software
    
    3 years
  7




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Recent accounting pronouncements
    2. Stock option plans and warrants
  8




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WeightedRange of
    
    averageNumber of
    
    exercise
    
    Exerciseoptions
    
    prices
    
    PricesOutstanding at December 31, 2007
    
    
    3,010,407
    
    
    $
    2.99 - 12.00
    
    
    $
    5.53Granted
    
    
    15,000
    
    
    $
    6.85
    
    
    $
    6.85Exercised
    
    
    (27,600
    )
    
    $
    2.99 - 4.27
    
    
    $
    3.71Forfeited/ Cancelled
    
    
    (650
    )
    
    $
    12.00
    
    
    $
    12.00Outstanding at March 31, 2008
    
    
    2,997,157
    
    
    $
    2.99 - 12.00
    
    
    $
    5.55Granted
    
    
    428,000
    
    
    $
    7.88
    
    
    $
    7.88Exercised
    
    
    (158,640
    )
    
    $
    2.99 - 4.27
    
    
    $
    4.12Forfeited/ Cancelled
    
    
    (1,176
    )
    
    $
    3.85 - 12.00
    
    
    $
    10.78Outstanding at June 30, 2008
    
    
    3,265,341
    
    
    $
    2.99 - 12.00
    
    
    $
    5.92Exercisable at June 30, 2008
    
    
    2,358,419
    
    
    $
    2.99 - 12.00
    
    
    $
    4.51
  Six Months EndedJune 30,
    
    June 30,2007
    
    2008Weighted average expected term of options (using the simplified method in years)
    
    
    4.60
    
    
    
    4.45Expected volatility factor (based on peer group volatility)
    
    
    30
    %
    
    
    36
    %Expected dividend yield
    
    none
    
    noneWeighted average risk-free interest rate (based on applicable U.S. Treasury rates)
    
    
    4.91
    %
    
    
    3.22
    %
    9




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##### Table of Contents



3. Inventories, net
  December 31,
    
    June 30,2007
    
    2008Raw materials
    
    $
    7,589,107
    
    
    $
    7,490,647Work-in-process
    
    
    2,780,096
    
    
    
    5,423,153Finished goods
    
    
    2,010,465
    
    
    
    2,131,405$
    12,379,668
    
    
    $
    15,045,205
 4. Property and equipment, net
  December 31,
    
    June 30,2007
    
    2008Machinery and equipment
    
    $
    15,931,806
    
    
    $
    16,823,617Leasehold improvements
    
    
    4,061,227
    
    
    
    4,674,630Furniture, fixtures, and office equipment
    
    
    3,136,451
    
    
    
    4,275,082Computer software
    
    
    1,912,733
    
    
    
    1,962,105Equipment not yet placed in service
    
    
    15,272,616
    
    
    
    15,858,82240,314,833
    
    
    
    43,594,256Less: Accumulated depreciation and amortization
    
    
    (17,754,498
    )
    
    
    (19,272,545
    )$
    22,560,335
    
    
    $
    24,321,711
 10




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##### Table of Contents



5. Accrued liabilities
  December 31,
    
    June 30,2007
    
    2008Accrued salaries and benefits
    
    $
    3,975,898
    
    
    $
    5,270,169Sales returns reserve
    
    
    5,385,361
    
    
    
    5,565,061Product warranty and customer liabilities
    
    
    6,600,993
    
    
    
    7,464,351Other accrued liabilities
    
    
    2,085,826
    
    
    
    1,860,894$
    18,048,079
    
    
    $
    20,160,475
 6. Credit facility and long-term debt
  7. Income taxes
  11




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8. Earnings per common share
  
 Three Months Ended
    
    Six Months EndedJune 30,
    
    June 30,2007
    
    2008
    
    2007
    
    2008Weighted average
number of common
shares outstanding
for basic earnings
per share
    
    
    18,012,483
    
    
    
    17,841,219
    
    
    
    17,871,000
    
    
    
    17,869,996Effect of dilutive
securities: stock
options and
warrants
    
    
    1,802,703
    
    
    
    1,076,593
    
    
    
    1,902,857
    
    
    
    1,087,336Weighted average
number of common
and common
equivalent shares
outstanding
    
    
    19,815,186
    
    
    
    18,917,812
    
    
    
    19,773,857
    
    
    
    18,957,332
   9. Common stock repurchase program
  12




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10. Fair Value Measurements
 Fair Value Measurements,
 Level 1:   Level 2:   Level 3:
  11. Contingencies
 Litigation
  13




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Roche Litigation
  Brandt Litigation
   14




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##### Table of Contents



Item 2. Managements discussion and analysis of financial condition and results of operations
  Company overview
    We sell our products in the following distribution channels:
    
    Retail  the retail channel generates the majority of sales of blood
glucose monitoring products in the United States and includes chain
drug stores, food stores and mass merchandisers. We sell our products
into the retail channel on a direct basis or through domestic
distributors. Our retail net sales include products we sell directly
into the retail channel for the larger food and drug retailers.
    
    Domestic distribution  the domestic distribution channel includes
sales to domestic wholesalers, including AmerisourceBergen, Cardinal
Health, McKesson, and Invacare, who sell products to independent and
chain food and drug retailers, primary and long-term care providers,
durable medical equipment suppliers and mail service providers.
    
    Mail service  the mail service channel includes sales to leading mail
service providers, who market their products primarily to the Medicare
population.
    
    International  the international channel consists of sales on a
direct basis in the United Kingdom and Canada and through distributors
in Latin America, Europe, Australia, and China.
 15




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Three Months Ended June 30,
    
    Six Months Ended June 30,2007 (1)
    
    
    
    
    
    2008
    
    
    
    
    
    2007 (1)
    
    
    
    
    
    2008Net sales by channel:Retail
    
    $
    6,216,104
    
    
    
    22.2
    %
    
    $
    6,077,281
    
    
    
    18.2
    %
    
    $
    12,750,950
    
    
    
    22.7
    %
    
    $
    12,555,199
    
    
    
    21.5
    %Domestic distribution
    
    
    13,491,627
    
    
    
    48.1
    %
    
    
    17,884,002
    
    
    
    53.6
    %
    
    
    27,718,746
    
    
    
    49.4
    %
    
    
    29,207,299
    
    
    
    49.9
    %Mail service
    
    
    4,296,483
    
    
    
    15.3
    %
    
    
    5,254,149
    
    
    
    15.8
    %
    
    
    8,700,440
    
    
    
    15.5
    %
    
    
    9,590,904
    
    
    
    16.4
    %International
    
    
    4,046,108
    
    
    
    14.4
    %
    
    
    4,140,409
    
    
    
    12.4
    %
    
    
    6,980,236
    
    
    
    12.4
    %
    
    
    7,122,719
    
    
    
    12.2
    %Net sales
    
    $
    28,050,322
    
    
    
    100.0
    %
    
    $
    33,355,841
    
    
    
    100.0
    %
    
    $
    56,150,372
    
    
    
    100.0
    %
    
    $
    58,476,121
    
    
    
    100.0
    %
 
 (1)
    
    Certain prior year amounts have been reclassified to conform with current year
presentation.    16




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Results of operations
  Three Months Ended June 30,
    
    Six Months Ended June 30,2007
    
    
    
    
    
    2008
    
    
    
    
    
    2007
    
    
    
    
    
    2008Net sales
    
    $
    28,050,322
    
    
    
    100.0
    %
    
    $
    33,355,841
    
    
    
    100.0
    %
    
    $
    56,150,372
    
    
    
    100.0
    %
    
    $
    58,476,121
    
    
    
    100.0
    %Cost of sales
    
    
    11,951,257
    
    
    
    42.6
    %
    
    
    13,469,076
    
    
    
    40.4
    %
    
    
    23,155,594
    
    
    
    41.2
    %
    
    
    24,001,009
    
    
    
    41.0
    %Gross profit
    
    
    16,099,065
    
    
    
    57.4
    %
    
    
    19,886,765
    
    
    
    59.6
    %
    
    
    32,994,778
    
    
    
    58.8
    %
    
    
    34,475,112
    
    
    
    59.0
    %Operating Expenses:Selling, general and administrative
    
    
    11,566,718
    
    
    
    41.2
    %
    
    
    13,698,713
    
    
    
    41.1
    %
    
    
    23,107,791
    
    
    
    41.2
    %
    
    
    25,569,431
    
    
    
    43.7
    %Research and development
    
    
    2,257,017
    
    
    
    8.1
    %
    
    
    2,426,666
    
    
    
    7.3
    %
    
    
    4,269,187
    
    
    
    7.6
    %
    
    
    4,783,514
    
    
    
    8.2
    %Total operating expenses
    
    
    13,823,735
    
    
    
    49.3
    %
    
    
    16,125,379
    
    
    
    48.4
    %
    
    
    27,376,978
    
    
    
    48.8
    %
    
    
    30,352,945
    
    
    
    51.9
    %Income from operations
    
    
    2,275,330
    
    
    
    8.1
    %
    
    
    3,761,386
    
    
    
    11.2
    %
    
    
    5,617,800
    
    
    
    10.0
    %
    
    
    4,122,167
    
    
    
    7.1
    %Interest income
    
    
    425,275
    
    
    
    1.5
    %
    
    
    213,719
    
    
    
    0.6
    %
    
    
    770,281
    
    
    
    1.4
    %
    
    
    541,587
    
    
    
    0.9
    %Other, net
    
    
    (69,091
    )
    
    
    (0.2
    %)
    
    
    105,992
    
    
    
    0.3
    %
    
    
    51,607
    
    
    
    0.1
    %
    
    
    (420,589
    )
    
    
    (0.7
    %)Income before income taxes
    
    
    2,631,514
    
    
    
    9.4
    %
    
    
    4,081,097
    
    
    
    12.1
    %
    
    
    6,439,688
    
    
    
    11.5
    %
    
    
    4,243,165
    
    
    
    7.3
    %Provision for income taxes
    
    
    792,237
    
    
    
    2.8
    %
    
    
    1,396,838
    
    
    
    4.2
    %
    
    
    2,125,098
    
    
    
    3.8
    %
    
    
    837,540
    
    
    
    1.4
    %Net income
    
    $
    1,839,277
    
    
    
    6.6
    %
    
    $
    2,684,259
    
    
    
    7.9
    %
    
    $
    4,314,590
    
    
    
    7.7
    %
    
    $
    3,405,625
    
    
    
    5.9
    %
 Three months ended June 30, 2007 as compared to three months ended June 30, 2008
    17




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Six months ended June 30, 2007 as compared to six months ended June 30, 2008
  18




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19




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##### Table of Contents



Liquidity and capital resources
       20




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Recent accounting pronouncements
    Caution concerning forward-looking statements
  21




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Item 3. Quantitative and qualitative disclosures about market risk
    
 Item 4. Controls and procedures
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Control Over Financial Reporting
  22




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##### Table of Contents



Part II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  Roche Litigation
  Brandt Litigation
   23




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##### Table of Contents



Item 1A. Risk Factors
  Competitive bidding for durable medical equipment suppliers could negatively affect our business
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 Use of Proceeds from Sales of Registered Securities
   
    
    $10.4 million to redeem all outstanding shares of our Series F Preferred Stock;
    
    $2.0 million to repay outstanding indebtedness to Wachovia Bank N.A.; and
    
    $4.5 million through June 30, 2008 for manufacturing equipment for new product
development ($0.3 million and $0.9 million during the three and six months ended June 30,
2008, respectively).
 24




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##### Table of Contents



Purchases of Equity Securities by the Issuer and Affiliated Purchasers
  ISSUER PURCHASES OF EQUITY SECURITIES
 Appropriate DollarTotal Number of
    
    Value of SharesShares Purchased as
    
    That May Yet BeTotal Number of
    
    Average Price Paid
    
    Part of the
    
    Purchased Under thePeriod
    
    Shares purchased
    
    Per Share
    
    Repurchase Program
    
    Repurchase ProgramApril 1, 2008
to
April 30, 2008
    
    
    94,268
    
    
    
    7.39
    
    
    
    94,268
    
    
    $
    4,666,539May 1, 2008
to
May 31, 2008
    
    
    74,288
    
    
    
    7.91
    
    
    
    74,288
    
    
    $
    4,076,560June 1, 2008
to
June 30, 2008
    
    
    114,431
    
    
    $
    7.88
    
    
    
    114,431
    
    
    $
    3,171,449Total at June 30, 2008
    
    
    282,987
    
    
    $
    7.72
    
    
    
    282,987
 25




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##### Table of Contents



Item 4. Submission of Matters to a Vote of Security Holders
  1)
    
    To elect two Class II directors as members of the Board of Directors of the Company,
each to serve for a term of three years or until his successor has been elected and
qualified; and2)
    
    To ratify the selection of PricewaterhouseCoopers LLP as independent auditors of the
Company for the fiscal year ending December 31, 2008.
  Director Nominees
    
    Votes Cast For
    
    Votes WithheldG. Douglas Lindgren
    
    
    16,248,885
    
    
    
    287,316Richard A. Upton
    
    
    16,249,085
    
    
    
    287,116
  Votes Cast For
    
    Votes Cast Against
    
    Votes Abstained16,510,668
    
    19,995
    
    5,538
 
 Item 6. Exhibits
  26




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SIGNATURES
  HOME DIAGNOSTICS, INC.Date: August 8, 2008
    By:
    /s/ J. RICHARD DAMRON, JR.J. Richard Damron, Jr.President and Chief Executive Officer

(principal executive officer) and DirectorDate:      August 8, 2008
    By:
    /s/ RONALD L. RUBINRonald L. RubinSenior Vice President and Chief Financial Officer
(principal financial and accounting officer) 27




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Exhibit Index
 ExhibitNumber
    
    
    
    Description31.1
    
    
    
    Certification of Chief Executive Officer pursuant to
Rule 13a-14(a) under the Securities Exchange Act of
1934.31.2
    
    
    
    Certification of Chief Financial Officer pursuant to
Rule 13a-14(a) under the Securities Exchange Act of
1934.32.1
    
    
    
    Certification of Chief Executive Officer, pursuant to 18
U.S.C. Section 1350.32.2
    
    
    
    Certification of Chief Financial Officer, pursuant to 18
U.S.C. Section 1350.
 28