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U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
COMMISSION FILE NUMBER: 1-13738
PSYCHEMEDICS CORPORATION
(exact name of registrant as specified in its charter)
Delaware 58-1701987
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1280 Massachusetts Ave., Cambridge, MA 02138
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 617-868-7455
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, $.005 Par Value American Stock Exchange
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(Title of class) (name of each exchange on which registered)
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES (X) NO ( )
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein and will not be contained, to the best
of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ( )
On March 15, 2001 the aggregate market value of the voting stock held by
non-affiliates of the registrant (assuming for these purposes, but without
conceding, that all executive officers, directors and 10% shareholders are
"affiliates" of the Registrant) was $60,530,881 and 21,153,376 shares of Common
Stock, $.005 par value, were outstanding at such date.
DOCUMENTS INCORPORATED BY REFERENCE
-----------------------------------
Part III - Portions of the Registrant's Proxy Statement relative to the 2001
Annual Meeting of Stockholders to be held on May 10, 2001.
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PART I
The information provided by the Company in this Report may contain
"forward-looking" information which involves risks and uncertainties, such as
statements of the Company's plans, objectives, expectations and intentions. The
cautionary statements made in this report should be read as being applicable to
all forward-looking statements wherever they appear in this report. The
Company's actual results could differ materially from those discussed herein.
Factors that could cause or contribute to such differences include those
discussed in Item 7 below, as well as those discussed elsewhere herein.
ITEM 1. BUSINESS
GENERAL
Psychemedics Corporation ("the Company") is a Delaware corporation organized on
September 24, 1986 to provide testing services for the detection of abused
substances through the analysis of hair samples. The Company's testing methods
utilize a patented technology for performing immunoassays on enzymatically
dissolved hair samples with confirmation testing by mass spectrometry.
The Company's first application of its patented technology is a testing service
that screens for the presence of certain drugs of abuse in hair. The application
of radioimmunoassay procedures using hair differs from the more widely used
application of radioimmunoassay procedures using urine samples. The Company's
tests provide quantitative information which indicates the approximate amount of
drug ingested as well as historical data which can show a pattern of individual
drug use over a period of time. This information is useful to employers in both
applicant and employee testing, to physicians, treatment professionals, law
enforcement agencies, to the insurance industry; and to parents concerned about
drug use by their children and to other individuals and entities engaged in any
business where drug use is an issue. The Company provides commercial testing and
confirmation by mass spectrometry using industry-accepted practices for cocaine,
marijuana, PCP, methamphetamine, and opiates. As of July 17, 2000, the Company
began testing all hair samples it received from both corporations and
individuals for the presence of Ecstasy, (methylenedioxymehthamphetamine/MDMA),
as part of its methamphetamine analysis. In addition, the Company has developed
a test for methadone for use in the drug treatment industry.
Testing services are currently performed at the Company's laboratory at 5832
Uplander Way, Culver City, California. The Company's services are marketed under
the name RIAH (Radioimmunoassay of Hair), a registered service mark.
DEVELOPMENT OF RADIOIMMUNOASSAY OF HAIR
The application of special radioimmunoassay procedures to the analysis of hair
was initially developed in 1978 by the founders of the Company, Annette
Baumgartner and Werner A. Baumgartner, Ph.D. The Baumgartners demonstrated that
when certain chemical substances enter the bloodstream, the blood carries them
to the hair where they become "entrapped" in the protein matrix in amounts
roughly proportional to the
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amount ingested. The Company's drugs of abuse testing procedure involves washing
the hair sample to clean it of surface contaminants and then subjecting the
cleansed hair sample to the Company's unique proprietary process which involves
the direct analysis of liquefied hair samples by radioimmunoassay procedures
utilizing special reagents and antibodies. The antibodies detect the presence of
a specific drug or metabolite in the liquefied hair sample by reacting with the
drug present in the sample solution and an added radioactive analog of the drug.
The resulting antibody-drug complex is precipitated and analyzed. The amount of
drug present in the sample is inversely proportional to the amount of
radioactive analog in the precipitate. Depending upon both the length of hair
and the hair growth rate (hair grows approximately 1.3 centimeters per month),
the Company is able to provide historical information on drug use by the person
from whom the sample was obtained. Another testing option involves sectional
analysis of the hair sample. In this procedure, the hair is sectioned lengthwise
to approximately correspond to certain time periods. The sections are then
labeled by time period, which allows the Company to provide trend information on
drug use.
VALIDATION OF THE COMPANY'S PROPRIETARY TESTING METHOD
The process of analyzing human hair for the presence of drugs using the
Company's patented method has been the subject of over sixty-five scientific
field studies. Results from the studies that have been published or accepted for
publication in scientific journals are generally favorable to the Company's
technology. These studies were performed with the following organizations:
Citizens for a Better Community Court, Columbia University, Koba Associates-DC
Initiative, Harvard Cocaine Recovery Project, Hutzel Hospital, ISA Associates
(Interscience America)-NIDA Workplace Study, University of California-Sleep
State Organization, Maternal/Child Substance Abuse Project, Matrix Center,
National Public Services Research Institute, Narcotic and Drug Research
Institute, San Diego State University-Chemical Dependency Center, Spectrum Inc.,
Stapleford Centre (London), Task Force on Violent Crime (Cleveland, Ohio);
University of Miami-Department of Psychiatry, University of Miami-Division of
Neonatology, University of South Florida-Operation Par Inc., University of
Washington, VA Medical Center-Georgia, U.S. Probation Parole-Santa Ana. The
above studies include research in the following areas: prenatal, treatment
evaluation, workplace drug use, the criminal justice system and epidemiology.
Many of the studies have been funded by the National Institute of Justice or the
National Institute on Drug Abuse ("NIDA"). Over 400 research articles written by
independent researchers have been published supporting the general validity and
usefulness of hair analysis.
An additional independent evaluation of the technology, favorable to the
Company's services, has been performed by submission of blind samples by Dr.
Robert DuPont, President of the Institute of Behavior and Health, Inc., the
first Director of the National Institute on Drug Abuse and presently a
scientific advisor to the Company. Some of the Company's customers have also
completed their own testing to validate the Company's proprietary hair testing
method as a prelude to utilizing the Company's services. These studies have
consistently confirmed the Company's superior detection rate. When the results
from utilizing the Company's patented hair testing method were compared to urine
results in side-by-side evaluations, 3 to 10 times as many drug abusers were
accurately identified with the Company's proprietary method. In addition to
these studies, the Company's proprietary method is validated through the
services it offers to over 1,900 clients for whom it performs testing.
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In 1998, the National Institute of Justice, utilizing Psychemedics hair testing,
completed a Pennsylvania Prison study where hair analysis revealed an average
prison use level in 1996 of approximately 7.9%. Comparatively, urinalysis
revealed virtually no positives. After measures to curtail drug use were
instituted, drug sniffing dogs, searches and scanners, the use level fell to
approximately 2% according to the results of hair analysis in 1998. Again, the
urine tests had virtually no positives. The study illustrated the usefulness of
hair analysis to monitor populations and the weakness of urinalysis.
In July of 1999, the scientific validity of the Company's hair analysis for
workplace testing was reported in an article published in the Journal of
Occupational and Environmental Medicine by Benjamin Hoffman, M.D. The study
reported hair analysis and urinalysis results on a group of 1,852 candidates for
employment at a large metropolitan police department and presented the largest
analysis of pre-employment hair analysis to be published in the peer-reviewed
literature. The results demonstrated the superior capability of hair analysis
over urinalysis in detecting drug users by a three to one ratio and also showed
no evidence of a bias of hair analysis based on hair color or race.
On December 11, 2000, the Company received from the FDA 510k clearance to market
its opiate assay. This 510k was the first FDA clearance for a test using human
hair for drugs of abuse. The Company's opiate test is a radioimmunoassay for the
qualitative and semi-quantitative detection of morphine in hair for the purpose
of identifying heroin use. The use of heroin is detected through a confirmation
method that identifies the heroin metabolite, 6-monoacetylmorphine, (6-MAM).
This detection of 6-MAM eliminates the concerns present in other specimen
testing that opiate positives may be due to poppy seed ingestion. The Company is
in the process of preparing additional 510k submissions with regard to the
remaining drugs of abuse for which it tests: marijuana, methamphetamines,
cocaine, and PCP.
ADVANTAGES OF USING THE COMPANY'S PATENTED METHOD
The Company asserts that hair testing using its patented method confers
substantive advantages relative to existing means of drug detection through
urinalysis. Although urinalysis testing can provide accurate drug use
information, the scope of the information is short-term and is generally limited
to the type of drug ingested within a few days of the test. Studies published in
many scientific publications have indicated that most drugs disappear from urine
within a few days.
In contrast to urinalysis testing, hair testing using the Company's patented
method provides long-term historical drug use information resulting in a
significantly wider "window of detection." This "window" may be three months or
longer depending on the length of the hair sample. The Company's standard test
offering, however, uses a 3.9 centimeter length cut close to the scalp;
therefore, it measures use for approximately the previous 90 days.
This wider window of detection enhances the detection efficiency of hair
analysis making it particularly useful in pre-employment testing. Hair testing
not only identifies more drug users, but can also uncover patterns and severity
of drug use, information most helpful in determining the scope of an
individual's involvement with drugs and serves as a deterrent against the use of
drugs. Hair testing using the Company's patented method greatly reduces the
incidence of "false negatives" associated with
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evasive measures typically encountered with urinalysis testing. Urinalysis test
results are impacted adversely by excessive fluid intake prior to testing as
well as adulteration of the sample. Moreover, a drug user who abstains from use
for a few days prior to urinalysis testing can usually escape detection. Hair
testing is effectively free of these problems, as it cannot be thwarted by
evasive measures typically encountered with urinalysis testing. It is also
attractive to customers since sample collection is typically performed under
close supervision yet is less intrusive and less embarrassing for test subjects.
Hair testing using the Company's patented method (with mass spectrometry
confirmation) further reduces the prospects of error in conducting drug
detection tests. Urinalysis testing is more susceptible to problems such as
"evidentiary false positives" resulting from passive drug exposure (e.g. poppy
seeds). To combat this problem, in federally mandated testing the opiate cutoff
levels for urine testing were raised 667% on December 1, 1998 and testing for
the presence of a heroin metabolite, 6-AM, was required. These new results,
however, effectively reduced the detection time frame for confirmed heroin in
urine down to several hours post-use. In contrast, the metabolite 6-AM is stable
in hair and can be detected for months. In the event a positive urinalysis test
result is challenged, a test on a newly collected sample is not a viable remedy.
Depending on the drug usage of the forewarned individual prior to the date of
the newly collected sample, a re-test may yield a negative result when using
urinalysis testing because of temporary abstention. In contrast, when the
Company's hair testing method is offered on a repeat hair sample the individual
suspected of drug use cannot as easily affect the results because historical
drug use data remain locked in the hair fiber.
DISADVANTAGES OF HAIR TESTING
There are some disadvantages of hair testing as compared to drug detection
through urinalysis. Because hair starts growing below the skin surface, drug
ingestion evidence does not appear in hair above the scalp until five to seven
days after use.
Thus, hair testing is not suitable for determining impairment in "for cause"
testing such as is done in connection with an accident investigation. It does,
however, provide a drug history which can complement urinalysis information in
"for cause" testing.
Currently, radioimmunoassay testing using hair samples under the Company's
patented method is only practiced by Psychemedics Corporation. The absence of
widespread familiarity and use of hair testing may adversely impact the
Company's revenue growth.
The Company's prices for its tests are generally somewhat higher than prices for
tests using urinalysis, but the Company believes that its superior detection
rates provide more value to the customer. This pricing policy could, however,
adversely impact the growth of the Company's sales volume.
PATENTS
In December 1987, Dr. Werner A. Baumgartner, the Company's founder and Director
of Research and Development, with the assistance of the Company's patent
counsel, filed the first in a series of patent applications in the U.S. Patent
and Trademark Office on his inventions relating to radioimmunoassay using hair.
In 1994, U.S. Patent No. 5,324,642 (the "642 Patent") was issued to the Company.
This patent pertains to the universal drug extraction procedure and immunoassay
technology for the detection of
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drugs in hair specimens. In 1995, the Company was granted an additional patent
covering Dr. Baumgartner's inventions pertaining to the immuno chemical
screening assay for marijuana, which is the most difficult drug to detect.
In October 1998, the Japanese Patent Office informed the Company that it had
allowed the pending Japanese patent application containing broad claims to the
Company's proprietary hair test for drugs of abuse. The Japanese patent,
combined with others in place in the United States and Europe, affords the
Company the opportunity to eventually expand drugs of abuse hair testing
technology throughout the world.
In August 1999, the Canadian Patent Office issued the Company a patent
containing broad claims to the Company's proprietary basic hair analysis method.
In December 1999, the Company was issued European patents related to the
analysis of marijuana analyte in hair. As a result of the issuance of this
patent, national patents are in effect in Germany, France, Italy, the United
Kingdom and Spain. This follows the issuance in Europe of the Company's first
European patent on the base hair analysis method in 1996, and the issuance in
Europe, also in 1996, of a patent on another aspect of the Company's technology,
related to the use of detergents to enhance the hair digestion portion of the
methodology.
In February 2000, a third U.S. patent was issued which extends protection to yet
another aspect of the Company's methodology. This patent provides for the use of
metal salt to deactivate certain reagents used in the method, thus enhancing
efficiency.
Pursuant to an agreement dated January 1987, Werner A. Baumgartner and Annette
Baumgartner granted to the Company an exclusive royalty-free worldwide license
of all of their rights in and to their inventions relating to radioimmunoassay
using hair.
Most of Dr. Baumgartner's research on the inventions covered by the 642 Patent
was conducted while he was employed by the Veteran's Administration Hospital
("VA"). Dr. Baumgartner has, therefore, also granted to the U.S. government, for
all governmental purposes, a nonexclusive, irrevocable, royalty-free license to
use the basic invention during the term of the patent with respect to such
invention.
Certain aspects of the Company's hair analysis method are based on trade secrets
owned by the Company. The Company's ability to protect the confidentiality of
these trade secrets is dependent upon the Company's internal safeguards and upon
the laws protecting trade secrets and unfair competition. In the event that
patent protection or protection under the laws of trade secrets were not
sufficient and the Company's competitors succeeded in duplicating the Company's
products, the Company's business could be materially adversely affected.
TARGET MARKETS
1. Workplace
The Company focuses its primary marketing efforts on the private sector, with
particular emphasis on job applicant and employee testing.
The number of businesses using drug testing to screen job applicants and
employees has increased significantly in the last several years. The most recent
American
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Management Association (AMA) survey from 1996 indicated that 81% of surveyed
firms were engaged in some form of drug testing, a 277% increase since the
initial AMA survey in 1987. The prevalence of drug screening programs reflects a
growing concern that drug use contributes to employee health problems and costs
(increased absenteeism, reduced productivity, etc.) and in certain industries,
safety hazards. It has been estimated that the cost to industry in terms of
health care costs and lost productivity is at least $60 billion annually.
The principal criticism of employee drug screening programs centers on the
effectiveness of the testing program. Most private sector screening programs use
urinalysis. Such programs are susceptible to evasive maneuvers and the inability
to obtain identical repeat samples in the event of a challenged result.
Moreover, many employers, to accommodate concerns of their employees and to
avoid infringement of employee privacy rights, conduct their programs on a
pre-announced schedule, thereby providing an opportunity for many drug users to
abstain in order to escape detection.
The Company presents its patented hair analysis method to potential clients as a
better technology well suited to employer needs. Field studies and actual client
results support the accuracy and effectiveness of the Company's patented
technology and its ability to detect even casual drug use. This information
provides an employer with greater flexibility in assessing the scope of an
applicant's or an employee's drug problem.
The Company performs a confirmation test of all positive results through mass
spectrometry. The use of mass spectrometry is an industry accepted practice used
to confirm positive drug test results of an initial screen. In an employment
setting, mass spectrometry confirmation is typically used prior to the taking of
any disciplinary action against an employee. The Company offers its clients a
five-drug screen with mass spectrometry confirmation of cocaine, PCP, marijuana,
methamphetamine, and opiates.
2. Home Use
The Company also offers a personal drug testing service, "PDT-90"(R), for
parents concerned about drug use by their children. It allows parents to collect
a small sample from their child in the privacy of the home and have it tested
for drugs of abuse by the Company. The PDT-90 testing service uses the same
patented method that is used with the Company's workplace testing service.
3. Research
The Company is currently participating in more than forty research
investigations worldwide, including studies of: drug abuse in juveniles and
children with Attention Deficit Disorders, the relationship of drug use and HIV
infection, pre-natal drug exposure and drug abuse among the homeless. Several
nationwide treatment evaluation and outcome studies are also using hair analysis
results as the primary measure of treatment efficacy. Hair analysis is also
being applied in numerous criminal justice studies, including use in pre-trial,
probation, parole, and prison testing and community needs assessment research.
These projects are being conducted at the nation's leading research
institutions, including Boston University, Columbia University Medical School,
Duke University, University of Pennsylvania, Massachusetts General
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Hospital, Harvard University, Yale University and the University of Colorado
Health Sciences Center.
SALES AND MARKETING
The Company markets its corporate drug testing services primarily through its
own direct sales force. The Company markets PDT-90, its home testing drug
service, primarily through retail drug stores. For both its business-to-business
and consumer direct services, the Company has undertaken an integrated marketing
campaign to enhance the market presence within each respective segment. In 1998,
the Company began marketing its testing services over the Internet at several
websites.
COMPETITION
The Company competes directly with numerous commercial laboratories that test
for drugs through urinalysis testing. Most of these laboratories, such as
Laboratory Corporation of America, have substantially greater financial
resources, market identity, marketing organizations, facilities, and numbers of
personnel than the Company. The Company has been steadily increasing its base of
corporate customers and believes that future success with new customers is
dependent on the Company's ability to communicate the advantages of implementing
a drug program utilizing the Company's patented hair analysis method.
The Company's ability to compete is also a function of pricing. The Company's
prices for its tests are generally somewhat higher than prices for tests using
urinalysis. However, the Company believes that its superior detection rates,
coupled with the customer's ability to test less frequently due to hair
testing's wider window of detection (approximately 90 days versus approximately
three days with urinalysis) provide more value to the customer. This pricing
policy could, however, lead to slower sales growth for the Company.
The Company is not aware of any other laboratories with a hair analysis
technology that is comparable in effectiveness to the Company's proprietary
procedures. The Company is aware of several laboratories that purport to test
hair samples using a method, which the Company presumes, includes the use of a
form of immunoassay procedures. The Company, however, does not believe that
immunoassay testing of hair samples is as effective on a commercial basis
without using the Company's unique patented method which allows for the
efficient release of drugs from the hair through enzyme digestion without
destroying the drugs.
GOVERNMENT REGULATION
The Company is licensed as a Clinical Laboratory by the State of California as
well as certain other states. All tests are performed according to the
laboratory standards established by the Clinical Laboratories Improvement
Amendments ("CLIA") and various state licensing statutes. Presently there are no
other regulations required for the operation of a clinical laboratory in the
State of California.
A substantial number of states regulate drug testing. The scope and nature of
such regulation varies greatly from state to state and is subject to change from
time to time. The Company addresses state law issues on an ongoing basis.
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With regard to federal regulatory activity, shortly after the introduction of
the Company's PDT-90 drug testing service in 1995, the United States Food and
Drug Administration ("FDA") attempted to assert jurisdiction over the Company's
PDT-90 service by claiming that the collection envelope distributed as part of
the service was a "medical device" subject to regulation under the Federal Food,
Drug and Cosmetic Act, as amended (the "FDC Act"). This ultimately led to the
Company filing suit against the FDA contesting the FDA's position. In March
1996, the FDA agreed to withdraw its claims against the Company in exchange for
the Company's agreement to discontinue its lawsuit.
On March 5, 1998, the FDA issued a proposed rule applicable to companies that
market "drugs of abuse test sample collection systems". Under the proposed rule,
companies engaged in the business of testing for drugs of abuse using a test
(screening assay) previously recognized by the FDA would be able to market their
test sample collection systems without pre-market approval or clearance by the
FDA so long as the test is conducted at a laboratory that is recognized by
laboratory certification agencies designated by the FDA and certain labeling and
product information procedures are followed. To date, the FDA has recognized
urine-screening assays that existed prior to the 1976 Medical Device Amendments
to the FDC Act, as well as subsequent assays which have demonstrated substantial
equivalence to such previously existing assays. Under the FDA's proposed rule,
companies engaged in the business of testing for drugs of abuse using assays not
yet recognized by the FDA would be required to submit their assay to the FDA for
recognition prior to marketing. In addition, the laboratory performing the tests
would be required to be certified by a recognized agency. The proposed rule
included a transitional period of one year following the publication of a final
rule in order for companies not currently in compliance with the proposed
requirements to obtain the necessary data they need for submission to the FDA.
The FDA rule became final on April 7, 2000, and the transition period is due to
expire on May 1, 2001. In response to the adoption of the final rule, the
Company filed a Petition for Review on May 5, 2000 in the United States Court of
Appeals, District of Columbia Circuit, challenging the validity of the final
rule and asserting that the FDA lacks jurisdiction over the Company's in-house
proprietary assays, which are not intended to be used for medical purposes.
While still contesting the legality of the final rule, and the FDA's
jurisdiction, the Company submitted a 510k application for its opiate assay for
clearance by the FDA. The parties both agreed to hold the Petition for Review in
abeyance while they attempt to settle the matter.
On December 11, 2000, the Company received from the FDA 510k clearance to market
its opiate assay. This 510k was the first FDA clearance for a test using human
hair for drugs of abuse. The Company's opiate test is a radioimmunoassay for the
qualitative and semi-quantitative detection of morphine in hair for the purpose
of identifying heroin use. The use of heroin is detected through a confirmation
method that identifies the heroin metabolite, 6-monoacetylmorphine, (6-MAM).
This detection of 6-MAM eliminates the concerns present in other specimen
testing that opiate positives may be due to poppy seed ingestion. While still
contesting the legality of the final rule and the FDA's jurisdiction, as of
March 31, 2001, the Company was in the process of preparing additional 510k
submissions with regard to the remaining drugs of abuse for which it tests:
marijuana, methamphetamines, cocaine, and PCP.
The Company believes that its Petition for Review presents a strong case against
the enforceability of the new FDA rule. If the Company does not receive 510k
clearance by
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the May 1, 2001 phase-in date, the FDA could seek to enforce the remedies
available to it under the new rule and the FDC Act. If the FDA were successful
in such action, the Company's business could be materially adversely affected.
Therefore, while the Company continues to undergo the application process for
clearance of its remaining assays, it has preserved its right to proceed with
its Petition for Review.
The Drug Testing Advisory Board ("DTAB") of the Substance Abuse and Mental
Health Services Administration ("SAMHSA") is promulgating new guidelines for
mandatory testing in federal workplace programs. SAMHSA has included a Hair
Testing Working Group to advise DTAB. This group is comprised of representatives
in the drug-testing arena, including representatives from the Company. In the
draft Mandatory Guidelines, hair is included as a specimen which may be
collected. Should the final version of the federal guidelines remain
substantially unchanged from the draft version, the federal workplace market,
previously limited to only urine testing, will be available to the Company.
RESEARCH AND DEVELOPMENT
The Company is continuously engaged in research and development activities.
During the years ended December 31, 2000, 1999 and 1998, $475,700, $526,212, and
$499,895, respectively, were expended for research and development. The Company
continues to perform research activities to develop new products and services
and to improve existing products and services utilizing the Company's
proprietary technology. Additional research using the Company's proprietary
technology is being conducted by outside research organizations through
government-funded studies.
The Company's research includes "controlled studies" to determine the advantages
of hair testing in the forensic and criminal justice markets. The Company has
also furnished technical assistance to several distinguished independent
researchers whose studies have been funded through government grants. Many such
studies are currently in progress. The Company continues to conduct its own
research toward the development of new inventions, services and products derived
from the Company's patented technology.
SOURCES AND AVAILABILITY OF RAW MATERIALS
Since its inception, the Company has purchased raw materials for its laboratory
services from outside suppliers. The most critical of these raw materials are
the radio-labeled drugs which the Company purchases from a single supplier,
although other suppliers of radio-labeled drugs exist. The Company has entered
into an agreement with its principal supplier to purchase certain proprietary
information regarding the manufacture of such radio-labeled drugs owned by the
supplier in the event that the supplier ceases to be able to supply such
radio-labeled drugs to the Company.
EMPLOYEES
As of December 31, 2000, the Company had 131 full-time equivalent employees, of
whom four full-time employees were in research and development. None of the
Company's employees is subject to a collective bargaining agreement.
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ITEM 2. PROPERTIES.
The Company maintains its corporate office and northeast sales office at 1280
Massachusetts Avenue, Cambridge, Massachusetts; the office is leased through
September 2003.
The Company leases 18,000 square feet of space in Culver City, California, for
laboratory purposes. This facility is leased through December 31, 2005 with an
option to renew for an additional two years. The Company also leases an
additional 5,400 square feet of space in Culver City, California for customer
service and information technology purposes. This office space is leased through
December 31, 2005.
ITEM 3. LEGAL PROCEEDINGS.
The Company is involved in various suits and claims in the ordinary course of
business. The Company does not believe that the disposition of any such suits or
claims will have a material adverse effect on the continuing operations or
financial position of the Company.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not applicable.
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PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS.
The Company's common stock is traded on the American Stock Exchange under the
symbol "PMD". As of March 15, 2001, there were 381 record holders of the
Company's common stock. The following table sets forth for the periods indicated
the range of prices for the Company's common stock as reported by the American
Stock Exchange and dividends declared by the Company.
Calendar Period High Low Dividends
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2000
Fourth Quarter $ 5.50 $ 4.25 $ 0.04
Third Quarter $ 5.25 $ 4.44 $ 0.04
Second Quarter $ 5.50 $ 4.50 $ 0.04
First Quarter $ 5.81 $ 4.25 $ 0.04
1999
Fourth Quarter $ 5.00 $ 4.12 $ 0.04
Third Quarter $ 5.12 $ 4.12 $ 0.04
Second Quarter $ 5.37 $ 4.00 $ 0.04
First Quarter $ 5.31 $ 4.00 $ 0.04
Future cash dividends may be declared at the discretion of the Board of
Directors.
ITEM 6. SELECTED FINANCIAL DATA
The following selected financial data has been derived from the financial
statements of the Company and should be read in conjunction with, and is
qualified in its entirety by reference to, the financial statements and related
notes thereto.
AS OF AND FOR THE YEARS ENDED
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DECEMBER 31,
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2000 1999 1998 1997 1996
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(IN THOUSANDS, EXCEPT FOR PER SHARE DATA)
Revenue $19,220 $19,623 $17,670 $15,398 $12,214
Gross profit 10,325 11,169 10,201 9,341 7,233
Income from operations 2,430 3,547 3,307 3,056 2,409
Net income 1,699 2,326 2,397 2,501 2,492
Basic net income per share 0.08 0.11 0.11 0.11 0.12
Diluted net income per share 0.08 0.11 0.11 0.11 0.11
Total Assets 11,058 14,191 19,083 18,855 15,745
Working Capital 5,523 8,184 11,609 13,090 11,403
Shareholders' Equity 8,726 11,806 15,883 16,733 14,296
Cash dividends declared per
common share $ 0.16 $ 0.16 $ 0.11 $ 0.08 $ 0.02
12
13
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
FACTORS THAT MAY AFFECT FUTURE RESULTS
From time to time, information provided by the Company or statements made by its
employees may contain "forward-looking" information which involves risks and
uncertainties. In particular, statements contained in this report which are not
historical facts (including, but not limited to, the Company's expectations
regarding revenues, business strategy, anticipated operating results, strategies
with respect to governmental agencies, cash dividends and anticipated cash
requirements) may be "forward-looking" statements. The Company's actual results
may differ from those stated in any "forward-looking" statements. Factors that
may cause such differences include, but are not limited to, risks associated
with the continued expansion of the Company's sales and marketing network,
development of markets for new products and services offered by the Company, the
economic health of principal customers of the Company, financial and operational
risks associated with possible expansion of testing facilities used by the
Company, government regulation (including, but not limited to, Food and Drug
Administration regulations), competition and general economic conditions.
RESULTS OF OPERATIONS
Revenue was $19.2 million in 2000, as compared to $19.6 million in 1999 and
$17.7 million in 1998, representing a decrease of 2% in 2000 and an increase of
11% in 1999 versus prior year levels. The decrease in revenue in 2000 was due to
the reduced recognition of revenue related to PDT-90 consumer test kits, offset
in part, by an increase of 1% in revenue derived from the processing of hair
samples for all other customers. The 1999 increase was due primarily to an
increase in volume from both new and existing clients of 10%. An average price
increase of 1% also added to revenue growth in 1999 as the Company added new
customers that were not subject to volume discounts. Gross margin was 54% of
sales in 2000 as compared to 57% of sales in 1999 and 58% of sales in 1998. The
decrease in gross margin in 2000 was due primarily to moderate increases in
labor and material costs, while the Company's prices remained consistent with
the prior year. The decrease in 1999 was due primarily to the addition of
production capacity during the latter part of 1998, in anticipation of future
sample volume increases.
General and administrative ("G&A") expenses represented 17% of revenue in 2000
as compared to 16% of revenue in 1999 and 1998. G&A expenses increased by
$222,000 to $3.3 million from 1999 to 2000 and increased by $159,000 to $3.1
million from 1998 to 1999. Professional fees related to legal services, investor
relations and consulting services related to computer services and strategic
corporate development accounted for most of the increase in 2000 as compared to
1999, while all other G&A expenses remained relatively constant. The increase in
G&A expenses for 1999 was due primarily to greater personnel costs, costs
related to the implementation of a new billing system and increased facilities
expenses.
Marketing and selling expenses for the year ended December 31, 2000 increased to
22% of revenue versus 21% in 1999 and 20% in 1998. Marketing and selling
expenses increased by $101,000 to $4.1 million from 1999 to 2000, and increased
by $542,000 to $4.0 million from 1998 to 1999. Expenses pertaining to additions
to the sales force and expanded marketing activities related to the corporate
market were partially offset by
13
14
decreased customer service costs in 2000, as compared to 1999. Customer service
costs during 1999 were elevated due to the Company's assistance in the testing
of all employees at one of the Company's larger customers. The Company expects
to continue to aggressively promote its drug testing services in future years in
order to expand its client base.
Research and development expenses decreased by $51,000 from 1999 to 2000 and
increased by $26,000 from 1998 to 1999, but remained constant as a percentage of
revenue at 3% in 2000, 1999 and 1998.
Other income for the year ended December 31, 2000 increased $74,000 to $462,000
from 1999 to 2000 as a result of a $200,000 legal settlement from a breach of
contract dispute with a third party administrator. The remainder of other income
represented interest earned on cash equivalents and short-term investments.
Although the yields on investment balances increased during 2000 as compared to
1999, interest income decreased by $126,000 due to lower average investment
balances. For 1999 and 1998, other income consisted solely of net interest
income. Net interest income decreased by $173,000 in 1999 as compared to 1998,
due to lower average investment balances along with decreased yields on these
investments.
During 2000, the Company recorded a tax provision of $1.2 million, reflecting an
effective tax rate of 41.3%, as compared to tax provisions of $1.6 million and
$1.5 million and effective tax rates of 40.9% and 38.0% for the years ended
December 31, 1999 and December 31, 1998, respectively. The increases in the
effective tax rate in 2000 and 1999 resulted largely from the reduction in the
utilization of tax credits that were primarily generated in 1998.
LIQUIDITY AND CAPITAL RESOURCES
At December 31, 2000, the Company had $3.4 million of cash, cash equivalents and
short-term investments, compared to $5.8 million at December 31, 1999. The
Company's operating activities generated net cash of $3.2 million in 2000, $2.9
million in 1999, and $5.3 million in 1998. Investing activities generated $4.1
million in 2000, $3.7 million in 1999, and used $1.6 million in 1998. Financing
activities used $4.8 million in 2000, $6.4 million in 1999, and $3.6 million in
1998.
Operating cash flows increased by $279,000 in 2000 as compared to 1999, due
primarily to a decrease in accounts receivable and prepaid expenses and other
current assets, and increases in accrued expenses and accrued income taxes.
Offsetting these amounts was a decrease in net income in 2000 of $627,000 as
compared to 1999, a decrease in deferred revenue, and an increase in deferred
income taxes. The non-cash effect of depreciation and amortization in 2000, 1999
and 1998 was $1,277,000, $1,323,000, and $991,000, respectively.
Capital expenditures in 2000 were $776,000, an increase of $280,000 from 1999
expenditures of $496,000. The expenditures related principally to new equipment,
including laboratory and computer equipment. The Company currently plans to make
capital expenditures of approximately $1,000,000 in 2001, primarily in
connection with the purchase of additional laboratory and computer equipment.
The Company believes that within the next two years it may be required to expand
its existing laboratory or develop a second laboratory, the cost of which is
currently believed to range from $2 million to $4 million.
14
15
During 2000, the Company repurchased a total of 286,600 shares for treasury at
an aggregate cost of $1.4 million. During 1999, the Company repurchased a total
of 638,800 shares for treasury at an aggregate cost of $2.9 million. In 1998,
349,981 shares were repurchased for treasury at an aggregate cost of $1.6
million.
The Company distributed $3,394,333, $3,486,268 and $2,444,957 of cash dividends
to its shareholders in 2000, 1999 and 1998, respectively.
At December 31, 2000, the Company's principal sources of liquidity included $3.4
million of cash, cash equivalents and short-term investments. Management
currently believes that such funds, together with future operating profits,
should be adequate to fund anticipated working capital requirements and capital
expenditures in the near term. Depending upon the Company's results of
operations, its future capital needs and available marketing opportunities, the
Company may use various financing sources to raise additional funds. Such
sources could include joint ventures, issuance of common stock or debt
financing. At December 31, 2000, the Company had no debt.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The following discussion about the Company's market risk disclosures involves
forward-looking statements. Actual results could differ materially from those
projected in the forward-looking statements. The Company is exposed to market
risk related to changes in interest rates. The Company does not use derivative
financial instruments for speculative or trading purposes.
Interest Rate Sensitivity. The Company maintains a short-term investment
portfolio consisting principally of money market securities and commercial paper
with an average maturity of less than one month. These held-to-maturity
securities are subject to interest rate risk and will fall in value if market
rates increase. If market interest rates were to increase immediately and
uniformly by 10 percent from levels at December 31, 2000, the fair value of the
portfolio would decline by an immaterial amount. The Company has the ability to
hold its fixed income investments until maturity, and therefore the Company
would not expect its operating results or cash flows to be affected to any
significant degree by the effect of a sudden change in market interest rates on
its securities portfolio.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements are included in this report on pages F-1 through F-15.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
15
16
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Following is a list that sets forth as of March 15, 2001 the names, ages and
positions within the Company of all of the Executive Officers of the Company and
the Directors of the Company. Each such director has been nominated for
reelection at the Company's 2001 Annual Meeting, to be held on May 10, 2001 at
2:00 P.M. at the Charles Hotel, 1 Bennett Street, Cambridge, Massachusetts.
NAME AGE POSITION
- ---- --- --------
Raymond C. Kubacki, Jr. 56 Chief Executive
Officer, President,
Director
Werner A. Baumgartner, Ph.D. 65 Chairman of the
Board, Director
A. Clinton Allen 57 Vice Chairman of
the Board, Director
Peter C. Monson 45 Chief Financial Officer, Vice
President and Treasurer
William Thistle, Esq. 51 Vice President,
General Counsel
Michael I. Schaffer, Ph.D 56 Vice President,
Laboratory Operations
William Dausey 50 Vice President, Sales
Donald F. Flynn 61 Director,
Audit Committee member,
Options Committee member
Walter S. Tomenson, Jr. 54 Director,
Audit Committee member,
Options Committee member
Fred J. Weinert 53 Director,
Audit Committee member,
Options Committee member
All Directors hold office until the next annual meeting of stockholders or until
their successors are elected. Officers serve at the discretion of the Board of
Directors.
Mr. Kubacki has served as President and Chief Executive Officer and as a
Director of the Company since 1991. Prior to joining the Company, he served as
Vice President-National Accounts and Director of Sales and Marketing for
Reliance COMM/TEC Corporation, a subsidiary of Reliance Electric Co.
16
17
Dr. Baumgartner, a founder of the Company, has served as Chairman of the Board
and a Director of the Company since its organization in September 1986. Dr.
Baumgartner received his Ph.D. in physical chemistry in 1963 from the
University of New South Wales, Sydney, Australia, and has been engaged in
physical and biophysical chemistry research since 1960, holding research
and teaching positions at University of New South Wales; Long Beach
State University; Jet Propulsion Laboratory at California Institute of
Technology; University of California, Los Angeles; and University of Southern
California. Dr. Baumgartner has been the director of the Radioimmunoassay and In
Vitro Laboratory of the Nuclear Medicine Service, Veterans Administration
Hospital, Wadsworth, Los Angeles, California, since 1976, serving in such
capacity on a part-time basis since 1987.
Mr. Allen has served as Vice Chairman and as a Director of the Company since
1989. He is also Chairman and Chief Executive Officer of A.C. Allen & Company,
Inc., an investment banking consulting firm located in Cambridge, Massachusetts.
He is a director of Swiss Army Brands, Inc., Steinway Musical Instruments, Inc.,
Diversified Corporate Resources, Inc., and The DeWolfe Companies, Inc., where he
serves as Vice Chairman.
Mr. Monson has been the Company's Chief Financial Officer since March 2000. He
has served as a Vice President, Treasurer of the Company since 1998. From
November 1996 until joining the Company, Mr. Monson was a financial consultant
to several different companies, most recently with GTE Internetworking. From
1994 to 1996, Mr. Monson was Chief Financial Officer of Bet Systems, Inc. From
1991 to 1994, Mr. Monson was the Corporate Controller and Treasurer of Gamma
International, Ltd., a publicly traded gaming company.
Mr. Thistle joined the Company in 1995 as Vice President and General Counsel.
Prior to joining the Company, he served as Associate General Counsel for MGM
Grand in Las Vegas from 1993 to 1995. From 1989 to 1993, Mr. Thistle was
Associate General Counsel for Harrah's Casino Resorts. Mr. Thistle is on the
Legal Advisory Board of the Institute for a Drug Free Workplace and is a board
member of the Drug and Alcohol Testing Industry Association ("DATIA").
Dr. Schaffer joined the Company in April 1999 as Vice President of Laboratory
Operations. Prior to joining the Company, he served as Director of Toxicology,
Technical Manager and Responsible Person for the Leesburg, Florida laboratory of
SmithKline Beecham Clinical Laboratories, from 1990 to 1999. Dr. Schaffer has
been an inspector for the Substance Abuse and Mental Health Services
Administration's National Laboratory Certification Program since 1989. Dr.
Schaffer was also a member of the Board of Directors of the American Board of
Forensic Toxicologists from 1990 to 1999.
Mr. Dausey joined the Company in April, 2000 as Vice President of Sales. From
1996 until joining the Company, Mr. Dausey was Vice President of Sales for
NorthWestern Corporation. Previous positions include Vice President of Sales for
PTC Aerospace and various positions at BF Goodrich Company.
Mr. Flynn has been the sole stockholder of Flynn Enterprises, Inc., a venture
capital, hedging and consulting firm based in Chicago, Illinois since its
inception in 1988. He was the Vice Chairman of the Blue Chip Casino, Inc., an
owner and operator of a
17
18
riverboat gaming vessel in Michigan City, Indiana from 1997 until 1999 when Blue
Chip was sold to Boyd Gaming Corporation. Mr. Flynn also was Chairman of the
Board from 1992 until 1996 and Chief Executive Officer from 1992 until 1995 of
Discovery Zone, Inc., an operator of indoor entertainment and fitness facilities
for children. From 1972 to 1990, Mr. Flynn served in various positions with
Waste Management, Inc. including Senior Vice President and Chief Financial
Officer. Mr. Flynn serves as a Director of Extended Stay America, Inc., an owner
and operator of extended-stay lodging facilities. Mr. Flynn has been a director
of the Company since 1989.
Mr. Tomenson has been Managing Director and Chairman of Client Development of
Marsh, Inc. since 1998. From 1993 to 1998, he was chairman of FINPRO, the
financial services division of Marsh, Inc. In addition, he is a member of the
Board of Directors of Marsh, Inc. Mr. Tomenson is a Director of Ronald McDonald
House and a Trustee of the Children's Oncology Society of New York, Inc. He is a
Director of the Trinity College School Fund, Inc. He also serves on the
Executive Council of the Inner-City Scholarship Fund.
Mr. Weinert is the majority shareholder and serves as CEO of San Telmo, Inc.,
San Telmo L.L.C., Barrington Services Group, Inc. and H20 Plus, S.R.L. From 1989
to 1995, he was President of H20 Plus L.P., MW Partners, and Century
Entertainment Ltd. Previous to that, he had a 16 year career with Waste
Management, Inc. during which he served as a Vice President and also as
President of Waste Management International, Inc. from 1983 to 1989. For the
last 16 years he has served on the Business Advisory Council for the University
of Dayton. He is a trustee of the Center for Excellence in Education based in
Washington, DC. Mr. Weinert has been a director of the Company since 1991.
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Based solely on its reviews of copies of reports filed pursuant to Section 16(a)
of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
written representations from persons required to file such reports ("Reporting
Persons"), the Company believes that, except as described below, all such
filings required to be made by such Reporting Persons were timely made in
accordance with the requirements of the Exchange Act. Dr. Baumgartner filed Form
4's to report the sales of shares in 13 transactions which took place in May and
June, 2000 after the dates specified therefor.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this item will be set forth in the Proxy Statement
of the Company relating to the 2001 Annual Meeting of Stockholders to be held on
May 10, 2001 and is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this item will be set forth in the Proxy Statement
of the Company relating to the 2001 Annual Meeting of Stockholders to be held on
May 10, 2001 and is incorporated herein by reference.
18
19
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this item will be set forth in the Proxy Statement
of the Company relating to the 2001 Annual Meeting of Stockholders to be held on
May 10, 2001 and is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
(a) (1) Financial Statements: Page
----
Report of Independent Public Accountants F-1
Balance Sheets as of December 31, 2000 and 1999 F-2
Statements of Income for the Years
Ended December 31, 2000, 1999 and 1998 F-3
Statements of Shareholders' Equity for the Years
Ended December 31, 2000, 1999 and 1998 F-4
Statements of Cash Flows for the Years
Ended December 31, 2000, 1999 and 1998 F-5
Notes to Financial Statements F-6
(2) Schedules
None
(3) Exhibits (see the Index to Exhibits included elsewhere in this Report)
(b) REPORTS ON FORM 8-K
None
19
20
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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.
PSYCHEMEDICS CORPORATION
By:/s/ Raymond C. Kubacki, Jr.
------------------------------------
Raymond C. Kubacki, Jr.
President and Chief Executive Officer
Date: March 27, 2001
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
/s/ Raymond C. Kubacki, Jr. March 27, 2001
- ------------------------------------
Raymond C. Kubacki, Jr.
President and Chief Executive
Officer, Director
(Principal Executive Officer)
/s/ Peter C. Monson March 27, 2001
- ------------------------------------
Peter C. Monson
Vice President, Chief Financial Officer & Treasurer
(Principal Financial and Accounting Officer)
/s/ Werner A. Baumgartner, Ph.D. March 27, 2001
- ------------------------------------
Werner A. Baumgartner, Ph.D.
Director
/s/ A. Clinton Allen March 27, 2001
- ------------------------------------
A. Clinton Allen
Director
/s/ Donald F. Flynn March 27, 2001
- ------------------------------------
Donald F. Flynn
Director
/s/ Walter S. Tomenson, Jr. March 27, 2001
- ------------------------------------
Walter S. Tomenson, Jr.
Director
/s/ Fred J. Weinert March 27, 2001
- ------------------------------------
Fred J. Weinert
Director
20
21
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Psychemedics Corporation:
We have audited the accompanying balance sheets of Psychemedics Corporation (a
Delaware corporation) as of December 31, 2000 and 1999 and the related
statements of income, shareholders' equity and cash flows for each of the three
years in the period ended December 31, 2000. These financial statements are the
responsibility of Psychemedics Corporation's management. Our responsibility is
to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Psychemedics Corporation as of
December 31, 2000 and 1999 and the results of its operations and its cash flows
for each of the three years in the period ended December 31, 2000 in conformity
with accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Boston, Massachusetts
February 5, 2001
F-1
22
PSYCHEMEDICS CORPORATION
BALANCE SHEETS
DECEMBER 31,
-------------------------------
2000 1999
------------ ------------
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 3,434,593 $ 899,387
Short-term investments -- 4,938,463
Accounts receivable, net of allowance for doubtful accounts
of $486,066 and $312,169 in 2000 and 1999, respectively 2,988,185 3,219,511
Laboratory supplies 396,497 449,103
Deferred tax asset 471,339 337,752
Prepaid expenses and other current assets 454,632 557,276
------------ ------------
Total current assets 7,745,246 10,401,492
------------ ------------
PROPERTY AND EQUIPMENT, AT COST:
Computer software 1,205,840 1,205,840
Office furniture and equipment 1,476,163 1,510,647
Laboratory equipment 5,007,103 5,144,292
Leasehold improvements 846,552 711,707
------------ ------------
8,535,658 8,572,486
Less - Accumulated depreciation and amortization 5,552,558 5,154,038
------------ ------------
2,983,100 3,418,448
------------ ------------
OTHER ASSETS - NET 329,551 370,965
------------ ------------
$ 11,057,897 $ 14,190,905
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 431,846 $ 512,580
Accrued expenses 678,541 473,725
Accrued income taxes 475,604 369,065
Deferred revenue 636,304 862,088
------------ ------------
Total current liabilities 2,222,295 2,217,458
------------ ------------
DEFERRED TAX LIABILITY 109,432 167,520
------------ ------------
COMMITMENTS (Note 7)
SHAREHOLDERS' EQUITY:
Preferred stock, $0.005 par value; authorized 1,000,000
shares; none outstanding -- --
Common stock, $0.005 par value; authorized 50,000,000
shares; issued 22,612,440 shares 113,062 113,062
Paid-in capital 24,445,386 24,414,985
Accumulated deficit (8,441,892) (6,746,157)
Less - Treasury stock, at cost; 1,459,064 common shares in
2000 and 1,172,464 common shares in 1999 (6,998,767) (5,580,293)
Less - Receivable from officer (391,619) (395,670)
------------ ------------
Total shareholders' equity 8,726,170 11,805,927
------------ ------------
$ 11,057,897 $ 14,190,905
============ ============
The accompanying notes are an integral part of these financial statements.
F-2
23
PSYCHEMEDICS CORPORATION
STATEMENTS OF INCOME
YEARS ENDED DECEMBER 31,
---------------------------------------------
2000 1999 1998
----------- ----------- -----------
REVENUE $19,219,700 $19,622,625 $17,669,975
COST OF REVENUE 8,895,148 8,453,261 7,468,574
----------- ----------- -----------
Gross profit 10,324,552 11,169,364 10,201,401
----------- ----------- -----------
EXPENSES:
General and administrative 3,288,951 3,067,062 2,907,803
Marketing and selling 4,130,197 4,029,219 3,486,929
Research and development 475,700 526,212 499,895
----------- ----------- -----------
7,894,848 7,622,493 6,894,627
----------- ----------- -----------
Income from operations 2,429,704 3,546,871 3,306,774
OTHER INCOME, net 461,644 387,693 560,235
----------- ----------- -----------
INCOME BEFORE PROVISION
FOR INCOME TAXES 2,891,348 3,934,564 3,867,009
PROVISION FOR INCOME TAXES 1,192,750 1,609,000 1,470,000
----------- ----------- -----------
NET INCOME $ 1,698,598 $ 2,325,564 $ 2,397,009
=========== =========== ===========
BASIC NET INCOME PER SHARE $ 0.08 $ 0.11 $ 0.11
=========== =========== ===========
DILUTED NET INCOME PER SHARE $ 0.08 $ 0.11 $ 0.11
=========== =========== ===========
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING, BASIC 21,224,277 21,823,650 22,205,626
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING, ASSUMING DILUTION 21,496,870 22,055,990 22,586,705
The accompanying notes are an integral part of these financial statements.
F-3
24
PSYCHEMEDICS CORPORATION
STATEMENTS OF SHAREHOLDERS' EQUITY
COMMON STOCK TREASURY STOCK
------------------------ ------------------------
$0.005 PAID-IN ACCUMULATED RECEIVABLE
SHARES PAR VALUE CAPITAL DEFICIT SHARES COST FROM OFFICER TOTAL
--------------------------------------------------------------------------------------------------
BALANCE, December 31, 1997 22,382,720 $111,913 $23,581,549 $(5,537,505) 183,683 $(1,005,439) $(417,611) $16,732,907
Exercise of stock options,
including tax benefits 224,570 1,123 822,400 - - - - 823,523
Payments on receivable from
officer - - - - - - 13,820 13,820
Cash dividends paid ($0.11
per share) - - - (2,444,957) - - - (2,444,957)
Acquisition of treasury stock - - - - 349,981 (1,639,793) - (1,639,793)
Net income - - - 2,397,009 - - - 2,397,009
--------------------------------------------------------------------------------------------------
BALANCE, December 31, 1998 22,607,290 113,036 24,403,949 (5,585,453) 533,664 (2,645,232) (403,791) 15,882,509
Exercise of stock options,
including tax benefits 5,150 26 11,036 - - - - 11,062
Payments on receivable from
officer - - - - - - 8,121 8,121
Cash dividends paid ($0.16
per share) - - - (3,486,268) - - - (3,486,268)
Acquisition of treasury stock - - - - 638,800 (2,935,061) - (2,935,061)
Net income - - - 2,325,564 - - - 2,325,564
--------------------------------------------------------------------------------------------------
BALANCE, December 31, 1999 22,612,440 113,062 24,414,985 (6,746,157) 1,172,464 (5,580,293) (395,670) 11,805,927
Compensation expense from
issuance of options - - 30,401 - - - - 30,401
Payments on receivable from
officer - - - - - - 4,051 4,051
Cash dividends paid ($0.16
per share) - - - (3,394,333) - - - (3,394,333)
Acquisition of treasury stock - - - - 286,600 (1,418,474) - (1,418,474)
Net income - - - 1,698,598 - - - 1,698,598
--------------------------------------------------------------------------------------------------
BALANCE, December 31, 2000 22,612,440 $113,062 $24,445,386 $(8,441,892) 1,459,064 $(6,998,767) $(391,619) $ 8,726,170
==================================================================================================
The accompanying notes are an integral part of these financial statements.
F-4
25
PSYCHEMEDICS CORPORATION
STATEMENTS OF CASH FLOWS
YEARS ENDED DECEMBER 31,
-----------------------------------------------
2000 1999 1998
----------- ----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,698,598 $ 2,325,564 $ 2,397,009
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 1,276,631 1,323,411 990,807
Compensation expense from issuance of options 30,401 -- --
Deferred income taxes (191,675) 70,768 139,000
Changes in current assets and liabilities:
Accounts receivable 231,325 (143,892) 708,869
Laboratory supplies 52,606 60,913 (9,691)
Prepaid expenses and other current assets 102,644 (74,888) 33,486
Accounts payable (80,734) (162,492) 478,813
Accrued expenses 204,816 (109,029) 361,934
Accrued income taxes 106,539 206,708 (54,886)
Deferred revenue (225,784) (574,579) (51,343)
Tax benefit associated with exercise of options -- 3,461 319,925
----------- ----------- -----------
Net cash provided by operating activities 3,205,367 2,925,945 5,313,923
----------- ----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net sales of short-term investments 4,938,463 4,149,973 357,982
Purchases of property and equipment (776,345) (495,662) (1,889,849)
Increase in other assets (23,523) -- (75,128)
----------- ----------- -----------
Net cash provided by (used in) investing activities 4,138,595 3,654,311 (1,606,995)
----------- ----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from the exercise of stock options -- 7,601 503,598
Proceeds from the receivable from officer 4,051 8,121 13,820
Dividends paid (3,394,333) (3,486,268) (2,444,957)
Acquisition of treasury stock (1,418,474) (2,935,061) (1,639,793)
----------- ----------- -----------
Net cash used in financing activities (4,808,756) (6,405,607) (3,567,332)
----------- ----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS: 2,535,206 174,649 139,596
CASH AND CASH EQUIVALENTS, beginning of year 899,387 724,738 585,142
----------- ----------- -----------
CASH AND CASH EQUIVALENTS, end of year $ 3,434,593 $ 899,387 $ 724,738
=========== =========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 1,277,886 $ 1,334,985 $ 1,073,000
=========== =========== ===========
SUPPLEMENTAL DISCLOSURE OF NONCASH TRANSACTIONS:
Retirement of fully depreciated fixed assets $ 813,173 $ -- $ --
=========== =========== ===========
The accompanying notes are an integral part of these financial statements.
F-5
26
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2000
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Company
Psychemedics Corporation (the Company) was incorporated in 1986. The Company
utilizes a patented hair analysis method involving radioimmunoassay technology
to analyze human hair to detect abused substances. The founder of the Company
has granted to the Company an exclusive license to all his rights in this hair
analysis technology, including his rights to the drug extraction method (see
Note 3).
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
The Company is subject to a number of risks and uncertainties similar to those
of other companies, such as those associated with the continued expansion of the
Company's sales and marketing network, development of markets for new products
and services offered by the Company, the economic health of principal customers
of the Company, financial and operational risks associated with possible
expansion of testing facilities used by the Company, government regulation
(including, but not limited to, Food and Drug Administration regulations),
competition and general economic conditions.
Cash Equivalents and Short-Term Investments
The Company considers all highly liquid investments with original maturities of
90 days or less from the date of purchase to be cash equivalents. Cash
equivalents consist principally of money market accounts and commercial paper at
December 31, 2000 and 1999.
The Company accounts for investment securities in accordance with Statement of
Financial Accounting Standards (SFAS) No. 115, Accounting for Certain
Investments in Debt and Equity Securities. Under SFAS No. 115, investments that
the Company has the positive intent and ability to hold to maturity are
classified as held-to-maturity and are reported at amortized cost, which
approximates fair market value. All short-term investments were classified as
held-to-maturity at December 31, 1999. Short-term investments have maturities
between three months and one year and consist principally of securities issued
by the U.S. Government at December 31, 1999. The Company had no short-term
investments as of December 31, 2000.
F-6
27
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
At December 31, 1999, held-to-maturity marketable securities consisted of the
following:
1999
---------------------------------
Market Amortized
Value Cost
U.S. Treasury obligations
(maturity 3-8 months) $ 868,221 $ 871,308
Federal agency obligations
(maturity 3-9 months) 4,055,441 4,067,155
---------------------------------
$4,923,662 $4,938,463
=================================
Property and Equipment
Property and equipment are stated at cost. Depreciation and amortization are
provided over the estimated useful lives of the assets, using the straight-line
method. The estimated useful lives of the assets are as follows:
Computer software 5 years
Office furniture and equipment 5 to 7 years
Laboratory equipment 5 to 7 years
Leasehold improvements Lesser of 5 years or life of lease
Other Assets
Other assets consist primarily of capitalized legal costs relating to patent
applications on the Company's drug extraction method. The Company is amortizing
the cost of these patents over 10 years from the date of grant. The Company
recorded amortization of $64,937 and $63,960 in 2000 and 1999, respectively. In
accordance with SFAS No. 121, Accounting for the Impairment of Long-Lived Assets
and for Long-Lived Assets to Be Disposed Of, the Company evaluates the
realizability of its patents based on estimated cash flows to be generated from
such assets as compared to the original estimates. To the extent an impairment
is identified, the Company will recognize a write-down to fair value of the
related assets. To date, no impairment has been identified.
Revenue Recognition
Except as described herein, revenues from the Company's services are recognized
upon reporting of drug test results to the customer. Revenues related to sample
collection kits not returned for processing by customers are recognized when the
likelihood of the Company performing any service obligation is deemed remote.
During 2000, 1999, and 1998, the Company recorded $109,000, $625,000, and
$599,000, respectively, of revenue related to test kits that were sold for which
the Company's obligations to provide service was deemed remote. At December 31,
2000 and 1999, the Company had deferred revenue balances of approximately
$636,000 and $862,000, respectively, reflecting payments for its personal drug
testing service received prior to the performance of the related test.
F-7
28
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
Income Taxes
The Company accounts for income taxes in accordance with the provisions of SFAS
No. 109, Accounting for Income Taxes. This statement requires the Company to
recognize a current tax liability or asset for current taxes payable or
refundable and a deferred tax liability or asset for the estimated future tax
effects of temporary differences between the financial statement and tax
reporting bases of assets and liabilities to the extent that they are
realizable. Deferred tax expense (benefit) results from the net change in
deferred tax assets and liabilities during the year. A deferred tax valuation
allowance is required if it is more likely than not that all or a portion of the
recorded deferred tax assets will not be realized.
Research and Development Expenses
The Company charges all research and development expenses to operations as
incurred.
Concentration of Credit Risk
The Company has no significant off-balance-sheet or concentration of credit
risk. Financial instruments that potentially subject the Company to
concentrations of credit risk are principally cash equivalents, short-term
investments and accounts receivable. The Company places its investments in
highly rated institutions. Concentration of credit risk with respect to accounts
receivable is limited to certain customers to whom the Company makes substantial
sales. To reduce risk, the Company routinely assesses the financial strength of
its customers and, as a consequence, believes that its accounts receivable
credit risk exposure is limited. The Company maintains an allowance for
potential credit losses but historically has not experienced any significant
losses related to individual customers or groups of customers in any particular
industry or geographic area.
Significant Customers
No single customer accounted for greater than 10% of revenues in 2000, 1999 or
1998. As of December 31, 2000 and 1999, no single customer accounted for greater
than 10% of total accounts receivable.
Basic and Diluted Net Income per Share
In accordance with SFAS No. 128, Earnings per Share, basic net income per share
is computed by dividing net income by the weighted average number of common
shares outstanding during the period. Diluted net income per share was computed
by dividing net income by the weighted average number of common and dilutive
common equivalent shares outstanding during the period. The number of dilutive
common equivalent shares outstanding during the period has been determined in
accordance with the treasury-stock method. Common equivalent shares consist of
common stock issuable upon the exercise of outstanding options.
F-8
29
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
Basic and diluted weighted average common shares outstanding are as follows:
2000 1999 1998
---------- ---------- ----------
Weighted average common shares
outstanding 21,224,277 21,823,650 22,205,626
Dilutive common equivalent shares 272,593 232,340 381,079
---------- ---------- ----------
Weighted average common shares
outstanding, assuming dilution 21,496,870 22,055,990 22,586,705
========== ========== ==========
As of December 31, 2000, 1999, and 1998, options to purchase 1,086,070, 752,570,
and 553,666 common shares, respectively, were outstanding but not included in
the dilutive common equivalent share calculation as their effect would have been
antidilutive.
Financial Instruments
SFAS No. 107, Disclosures about Fair Value of Financial Instruments, requires
disclosure about the fair value of financial instruments. Financial instruments
consist principally of cash equivalents, short-term investments, accounts
receivable and accounts payable. The estimated fair value of these financial
instruments approximates their carrying value and, except for accounts
receivable and accounts payable, is based primarily on market quotes. The
Company's cash equivalents and short-term investments are generally money market
accounts and securities issued by the U.S. government.
Comprehensive Income
SFAS No. 130, Reporting Comprehensive Income, requires disclosure of all
components of comprehensive income on an annual and interim basis. Comprehensive
income is defined as the change in equity of a business enterprise during a
period from transactions and other events and circumstances from nonowner
sources. The Company's total comprehensive income was the same as reported net
income for all periods presented.
Segment Reporting
SFAS No. 131, Disclosures about Segments of an Enterprise and Related
Information, establishes standards for reporting information regarding operating
segments in annual financial statements and requires selected information for
those segments to be presented in interim financial reports issued to
stockholders. SFAS No. 131 also establishes standards for related disclosures
about products and services and geographic areas. To date, the Company has
managed its operations as one segment, drug testing services. As a result, the
financial information disclosed herein materially represents all of the
financial information related to the Company's principal operating segment.
Substantially all of the Company's revenues are generated in the United States.
All of the Company's assets are located in the United States.
F-9
30
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
Software Development Costs
Computer software costs associated with internal use software are charged to
operations as incurred until certain capitalization criteria have been met. As
of December 31, 2000 and 1999, $1,205,840 of software development costs have
been capitalized. During the years ended December 31, 2000, 1999 and 1998,
$241,176, $240,848, and $43,930 of related amortization was charged to
operations, respectively.
Derivative Instruments and Hedging Activities
In June 1999, the Financial Accounting Standards Board ("FASB") issued SFAS No.
137, Accounting for Derivative Financial Instruments and Hedging Activities -
Deferral of the Effective Date of FASB Statement No. 133, which defers the
effective date of SFAS No. 133 to all fiscal quarters of all fiscal years
beginning after June 15, 2000. SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, establishes accounting and reporting
standards for derivative instruments, including certain derivative instruments
embedded in other contracts, and for hedging activities. It requires entities to
recognize all derivatives as either assets or liabilities in the statement of
financial position and to measure those instruments at fair value. The Company
does not anticipate the adoption of these statements to have a material impact
on its financial position or results of operations. As of December 31, 2000, the
Company did not have any derivatives or other financial instruments.
2. RECEIVABLE FROM OFFICER
The amounts receivable from officer represent advances for the purchase of
common stock. The notes bear interest at 6.40% and 6.15% and are full recourse.
The notes, together with accrued interest, are payable approximately $197,000 on
November 12, 2001 and approximately $193,000 on January 6, 2002. The notes are
reflected on the balance sheet as a reduction of stockholders' equity.
3. ROYALTY AGREEMENTS
The Company has a royalty-free license from the founder for the proprietary
rights to the patented hair analysis technology used by the Company in its drug
testing services. The Company has two agreements to sublicense its technology,
which have not generated significant royalties to date.
F-10
31
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
4. INCOME TAXES
The income tax provisions for the years ended December 31, 2000, 1999 and 1998
consist approximately of the following:
2000 1999 1998
----------- ----------- -----------
Current -
Federal $ 1,071,000 $ 1,181,000 $ 998,000
State 314,000 357,000 333,000
----------- ----------- -----------
1,385,000 1,538,000 1,331,000
----------- ----------- -----------
Deferred -
Federal (149,000) 56,000 104,000
State (43,000) 15,000 35,000
----------- ----------- -----------
(192,000) 71,000 139,000
----------- ----------- -----------
$ 1,193,000 $ 1,609,000 $ 1,470,000
=========== =========== ===========
The provisions for income taxes differ from the amount computed by applying the
statutory federal income tax rate as follows:
2000 1999 1998
---- ---- ----
Federal statutory rate 34.0% 34.0% 34.0%
Increase (decrease) resulting from -
State tax provision, net of federal benefit 6.2 6.3 5.9
Utilization of tax credits (1.5) (1.3) (5.7)
Non-deductible expenses 2.6 1.9 3.8
---- ---- ----
Effective tax rate 41.3% 40.9% 38.0%
==== ==== ====
The components of the net deferred tax assets included in the accompanying
balance sheets are as follows:
2000 1999
--------- ---------
Deferred revenue $ 297,674 $ 239,171
Nondeductible reserves and accruals 173,665 98,581
Property basis differences (109,432) (167,520)
--------- ---------
Net asset $ 361,907 $ 170,232
========= =========
5. PREFERRED STOCK
The Company's bylaws provide for, and the Board of Directors and stockholders
authorized, 1,000,000 shares of $0.005 par value preferred stock. The Board of
Directors has the authority to issue such shares in one or more series and to
fix the relative rights and preferences without vote or action by the
stockholders. The Board of Directors has no present plans to issue any shares of
preferred stock.
F-11
32
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
6. STOCK OPTIONS
The Company has various stock option plans under which options to acquire shares
of the Company's common stock may be granted to directors, officers and certain
employees of the Company. Options granted under the plans are nonqualified or
incentive stock options, and are granted at a price that is not less than the
fair market value of the common stock at the date of grant. These options have
lives of ten years and vest over periods from zero to four years.
A summary of all stock option transactions for the years ended December 31,
2000, 1999 and 1998 is as follows (in thousands, except per share amounts):
WEIGHTED
NUMBER OF AVERAGE
SHARES EXERCISE PRICE
------ --------------
Outstanding, December 31,1997 1,424 $4.02
Granted 337 5.17
Exercised (225) 2.27
Terminated (70) 5.14
------ -----
Outstanding, December 31,1998 1,466 4.43
Granted 391 4.45
Exercised (5) 2.82
Terminated (110) 5.66
------ -----
Outstanding, December 31,1999 1,742 4.37
Granted 343 4.98
Terminated (20) 4.72
------ -----
Outstanding, December 31,2000 2,065 $4.46
====== =====
Exercisable, December 31,2000 1,382 $4.26
====== =====
Exercisable, December 31,1999 1,122 $4.07
====== =====
Exercisable, December 31,1998 903 $3.93
====== =====
The following table summarizes information about stock options outstanding at
December 31, 2000 (in thousands, except per share amounts):
OPTIONS OUTSTANDING OPTIONS EXERCISABLE
-------------------------------------------------------- ----------------------------------
EXERCISE PRICE NUMBER WEIGHTED AVERAGE WEIGHTED NUMBER WEIGHTED
OF REMAINING AVERAGE OF AVERAGE
RANGE SHARES CONTRACTUAL LIFE EXERCISE PRICE SHARES EXERCISE PRICE
- ----------------- --------------- ------------------- ---------------- ---------------- ----------------
$1.85 221 2.93 $1.85 221 $1.85
2.82 - 3.63 397 4.09 3.00 397 3.00
4.28 - 6.22 1,356 7.46 5.12 685 5.41
7.06 - 7.69 91 6.33 7.41 79 7.36
SFAS No. 123, Accounting for Stock-Based Compensation, requires the measurement
of the fair value of stock options or warrants to be included in the statement
of income or disclosed in the notes to financial statements. The Company
accounts for stock-based compensation for options granted to employees under
Accounting Principles
F-12
33
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
Board Opinion No. 25, Accounting for Stock Issued to Employees, electing the
disclosure-only alternative under SFAS No. 123. The Company has computed the
value of options using the Black-Scholes option pricing model prescribed by SFAS
No. 123.
The assumptions used and the weighted average information for the years ended
December 31, 2000, 1999 and 1998 are as follows:
2000 1999 1998
------------------------------------------------------
Risk-free interest rates 6.15% 5.54% 5.15%
Expected dividend yield 3.3% 3.5% 2%
Expected lives 5 years 5 years 5 years
Expected volatility 44.40% 42.23% 42.68%
Weighted average grant-date fair value of
options granted during the period $1.88 $1.62 $2.14
Had compensation cost for the Company's stock option plans been determined
consistent with SFAS No. 123, net income and basic and diluted net income per
share would have been approximately as follows:
2000 1999 1998
---------- ---------- ----------
As reported -
Net income $1,698,598 $2,325,564 $2,397,009
Basic net income per share $ 0.08 $ 0.11 $ 0.11
Diluted net income per share $ 0.08 $ 0.11 $ 0.11
Pro forma -
Net income $ 958,048 $1,719,967 $1,713,342
Basic net income per share $ 0.05 $ 0.08 $ 0.08
Diluted net income per share $ 0.04 $ 0.08 $ 0.08
In 2000, the Company granted options to a nonemployee, to purchase 20,000 common
shares that vest ratably over a year. The Company accounts for stock based
awards granted to nonemployees under Emerging Issues Task Force (EITF) 96-18,
Accounting for Equity Instruments that are Issued to Other than Employees. Under
EITF 96-18, the fair value of the stock options is charged to operations over
the performance period (vesting period). The Company recognized $30,401 of
compensation expense during the year ended December 31, 2000. The Company did
not grant stock options to nonemployees during 1999 or 1998.
F-13
34
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
7. COMMITMENTS
The Company leases certain of its facilities and equipment under operating lease
agreements expiring on various dates through December 2005. Total minimum lease
payments, including scheduled increases, are charged to operations on the
straight-line basis over the life of the respective lease. Rent expense for the
years ended December 31, 2000, 1999, and 1998 was approximately $529,000,
$473,000, and $441,000, respectively.
At December 31, 2000, minimum commitments remaining under lease agreements were
approximately as follows:
Amount
----------
Years ending December 31:
2001 $ 493,000
2002 467,000
2003 447,000
2004 341,000
2005 354,000
----------
$2,102,000
==========
8. EMPLOYEE BENEFIT PLAN
On November 1, 1997, the Company adopted the Psychemedics Corporation 401(k)
Savings and Retirement Plan (the 401(k) Plan). The 401(k) Plan is a qualified
defined contribution plan in accordance with Section 401(k) of the Internal
Revenue Code. All employees over the age of 21 who have completed one year of
service are eligible to make pretax contributions up to a specified percentage
of their compensation. Under the 401(k) Plan, the Company may, but is not
obligated to, match a portion of the employees' contribution up to a defined
maximum. A matching contribution of $112,339, $99,683, and $94,111 was made in
2000, 1999, and 1998, respectively.
9. ACCRUED EXPENSES
Accrued expenses consist of the following:
December 31,
-----------------------
2000 1999
-------- --------
Accrued payroll and employee benefits $397,726 $371,095
Other accrued expenses 280,815 102,630
-------- --------
$678,541 $473,725
======== ========
F-14
35
PSYCHEMEDICS CORPORATION
NOTES TO FINANCIAL STATEMENTS - (CONTINUED)
10. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
The following are selected quarterly financial data for the years ended December
31, 2000 and 1999:
QUARTER ENDED
------------------------------------------------------------------------
MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31,
2000 2000 2000 2000
--------- -------- ------------- ------------
Revenues $4,682,027 $5,472,701 $5,021,437 $4,043,535
Gross profit 2,531,841 3,119,607 2,757,522 1,915,582
Income from operations 660,399 1,094,763 708,800 (34,258)
Net income 554,744 677,915 450,478 15,461
Basic net income per share 0.03 0.03 0.02 --
Diluted net income per share 0.03 0.03 0.02 --
QUARTER ENDED
-------------------------------------------------------------------------
MARCH 31, JUNE 30, SEPTEMBER 30, DECEMBER 31,
1999 1999 1999 1999
--------- -------- ------------- ------------
Revenues $4,680,257 $5,854,999 $4,904,275 $4,183,094
Gross profit 2,737,158 3,567,940 2,708,310 2,155,956
Income from operations 844,764 1,535,736 916,450 249,921
Net income 567,239 960,844 596,595 200,886
Basic net income per share 0.03 0.04 0.03 0.01
Diluted net income per share 0.03 0.04 0.03 0.01
11. ALLOWANCE FOR DOUBTFUL ACCOUNTS
A summary of the allowance for doubtful accounts is as follows:
2000 1999 1998
--------- --------- ---------
Balance, beginning of period $ 312,169 $ 377,000 $ 264,429
Provision for doubtful accounts 176,500 178,377 165,000
Write-offs (2,603) (243,208) (52,429)
--------- --------- ---------
Balance, end of period $ 486,066 $ 312,169 $ 377,000
--------- --------- ---------
F-15
36
PSYCHEMEDICS CORPORATION
10-K
INDEX TO EXHIBITS
Exhibit
Number Description
- ------ -----------
3 ARTICLES OF INCORPORATION AND BY-LAWS
3.1 Certificate of Incorporation filed
September 24, 1986 - (Incorporated by reference from
the Registrant's Registration Statement on Form S-18,
File No. 33-10186 LA).
3.2 Amendment to Certificate of Incorporation filed
October 29, 1986 - (Incorporated by reference from
the Registrant's Registration Statement on Form S-18,
File No. 33-10186 LA).
3.3 Amendment to Certificate of Incorporation filed
July 12, 1989 - (Incorporated by reference from
the Registrant's Annual Report on Form 10-K
for the fiscal year ended June 30, 1989.)
3.4 Amendment to Certificate of Incorporation filed
August 7, 1990 - (Incorporated by reference from the
Registrant's Quarterly Report on Form 10-Q for the
Quarter ended September 30, 1990 as amended by
a First Amendment on Form 8 filed December 15, 1990.)
3.5 Amendment to Certificate of Incorporation filed
May 9, 1991 - (Incorporated by reference from the
Registrant's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1991.)
3.6 By-Laws of the Company - (Incorporated by reference
from the Registrant's Registration Statement on Form S-18,
File No. 33-10186 LA).
4 INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS
4.1 Specimen Stock Certificate - (Incorporated by reference
from the Registrant's Registration Statement on Form S-18,
File No. 33-10186 LA).
37
PSYCHEMEDICS CORPORATION
10-K
INDEX TO EXHIBITS
Exhibit
Number Description
- ------ -----------
10 MATERIAL CONTRACTS
10.1 License Agreement with Werner
Baumgartner, Ph.D. and Annette Baumgartner
dated January 17, 1987 - (Incorporated by reference
from the Registrant's Registration Statement on Form
S-18, File No. 33-10186 LA).
10.2* 1989 Employee Stock Option Plan,
as amended - (Incorporated by reference from the
Registrant's 1997 Annual Proxy Statement.)
10.3* 1989 Non-Qualified Stock Option Plan,
as amended (Incorporated by reference from the
Registrant's Annual Report on Form 10-K for the
fiscal year ended December 31, 1996.
10.4* 1991 Non-Qualified Stock Option Plan -
(Incorporated by reference from the Registrant's
Annual Report on Form 10-K for the fiscal year
ended December 31, 1991.)
10.5 Lease dated October 6, 1992 with Mitchell H.
Hersch, et. al with respect to premises in
Culver City, California - (Incorporated by reference from
the Registrant's Annual Report on Form 10-KSB for
for the fiscal year ended December 31, 1992.)
10.5.1 Security Agreement dated October 6, 1992 with
Mitchell H. Hersch et. al - (Incorporated by reference
from the Registrant's Annual Report on Form 10-KSB
for the fiscal year ended December 31, 1992.)
10.5.2 First Amendment to Lease dated with Mitchell H. Hersch, et.al
California - (Incorporated by reference from the Registrant's
Annual Report on Form 10-K for for the fiscal year ended
December 31, 1997.)
10.5.3 Second Amendment to Lease dated with Mitchell H. Hersch,
et.al. California - (Incorporated by reference from the
Registrant's Annual Report on Form 10-K for for the fiscal
year ended December 31, 1997.)
38
PSYCHEMEDICS CORPORATION
10-K
INDEX TO EXHIBITS
Exhibit
Number Description
- ------ -----------
10.5.4 Third Amendment to Lease dated December 31, 1997
with Mitchell H. Hersch, et.al. California - (Incorporated by
reference from the Registrant's Annual Report on Form 10-K for
for the fiscal year ended December 31, 1997.)
10.6* 2000 Employee Stock Option Plan,
as amended - (Incorporated by reference from the
Registrant's 2000 Annual Proxy Statement.)
23 Consents of Experts and Counsel
23.1 Consent of Arthur Andersen LLP Filed herewith
*Represents a management contract or compensatory plan in
which a director or named executive officer of the Registrant
participates.