SECURITIES AND EXCHANGE COMMISSION
Form 10-Q
(Mark One)
ý QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For quarterly period ended June 30, 2004
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ______________________ to ______________________
Commission file number 1-13738
PSYCHEMEDICS CORPORATION | ||
(exact name of Issuer as specified in its charter) |
Delaware | 58-1701987 | |||
(State or other jurisdiction of incorporation of organization) |
|
(I.R.S. Employer Identification No.) |
||
1280 Massachusetts Ave., Suite 200, Cambridge, MA | 02138 | |||
(Address of principal executive offices) | (Zip Code) |
Issuers telephone number, including area code (617-868-7455)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the past 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 ý No o
Indicate by check mark whether the registrant is an accelerated filer.
YES o NO ý
Number of shares outstanding of only class of Issuers Common Stock as of August 16, 2004: Common Stock $.005 par value (5,126,907 shares).
PSYCHEMEDICS CORPORATION
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PSYCHEMEDICS CORPORATION
CONDENSED BALANCE SHEETS
JUNE 30, | DECEMBER 31, | |||||||
2004 |
2003 |
|||||||
(Unaudited) | ||||||||
ASSETS |
||||||||
CURRENT ASSETS: |
||||||||
Cash and cash equivalents |
$ | 2,369,852 | $ | 3,022,467 | ||||
Accounts receivable, net |
3,352,978 | 2,149,942 | ||||||
Prepaid expenses and other assets |
455,096 | 324,974 | ||||||
Deferred tax asset |
445,012 | 445,012 | ||||||
Total current assets |
6,622,938 | 5,942,395 | ||||||
PROPERTY AND EQUIPMENT: |
||||||||
Equipment and leasehold improvements, at cost |
9,701,634 | 9,583,553 | ||||||
Less-accumulated depreciation and amortization |
(8,872,823 | ) | (8,633,238 | ) | ||||
828,811 | 950,315 | |||||||
DEFERRED TAX ASSET |
240,691 | 240,691 | ||||||
OTHER ASSETS, NET |
105,684 | 133,590 | ||||||
$ | 7,798,124 | $ | 7,266,991 | |||||
LIABILITIES AND SHAREHOLDERS EQUITY |
||||||||
CURRENT LIABILITIES: |
||||||||
Accounts payable |
$ | 394,427 | $ | 398,171 | ||||
Accrued expenses |
1,237,799 | 1,325,540 | ||||||
Deferred revenue |
458,300 | 432,404 | ||||||
Total current liabilities |
2,090,526 | 2,156,115 | ||||||
SHAREHOLDERS EQUITY: |
||||||||
Preferred stock, $0.005 par value; 872,521
shares authorized; none issued or outstanding |
| | ||||||
Common stock; $0.005 par value; 50,000,000
shares authorized; 5,710,704 shares in 2004 and 2003
issued |
28,554 | 28,554 | ||||||
Paid-in capital |
24,978,039 | 24,978,039 | ||||||
Accumulated deficit |
(10,176,304 | ) | (10,773,026 | ) | ||||
Less Treasury stock, at cost; 583,797 shares |
(9,122,691 | ) | (9,122,691 | ) | ||||
Total shareholders equity |
5,707,598 | 5,110,876 | ||||||
$ | 7,798,124 | $ | 7,266,991 | |||||
See accompanying notes to financial statements.
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PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
THREE MONTHS | ||||||||
ENDED JUNE 30, |
||||||||
2004 |
2003 |
|||||||
REVENUE |
$ | 5,347,049 | $ | 4,266,767 | ||||
DIRECT COSTS |
2,252,240 | 1,948,636 | ||||||
Gross profit |
3,094,809 | 2,318,131 | ||||||
EXPENSES: |
||||||||
General and administrative |
869,055 | 862,875 | ||||||
Marketing and selling |
613,624 | 705,650 | ||||||
Research and development |
73,319 | 76,666 | ||||||
1,555,998 | 1,645,191 | |||||||
OPERATING INCOME |
1,538,811 | 672,940 | ||||||
INTEREST INCOME |
6,979 | 10,841 | ||||||
OTHER INCOME |
3,750 | |||||||
10,729 | 10,841 | |||||||
INCOME BEFORE PROVISION FOR INCOME TAXES |
1,549,540 | 683,781 | ||||||
PROVISION FOR INCOME TAXES |
585,500 | 285,000 | ||||||
NET INCOME |
$ | 964,040 | $ | 398,781 | ||||
BASIC AND DILUTED NET INCOME PER SHARE |
$ | 0.19 | $ | 0.08 | ||||
DIVIDENDS DECLARED PER SHARE |
$ | 0.08 | $ | 0.08 | ||||
BASIC WEIGHTED AVERAGE
COMMON SHARES OUTSTANDING |
5,126,907 | 5,213,572 | ||||||
DILUTED WEIGHTED AVERAGE
COMMON SHARES OUTSTANDING |
5,130,138 | 5,219,402 | ||||||
See accompanying notes to financial statements.
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PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
SIX MONTHS | ||||||||
ENDED JUNE 30, |
||||||||
2004 |
2003 |
|||||||
REVENUE |
$ | 9,502,921 | $ | 7,924,334 | ||||
DIRECT COSTS |
4,256,946 | 3,873,950 | ||||||
Gross profit |
5,245,975 | 4,050,384 | ||||||
EXPENSES: |
||||||||
General and administrative |
1,612,856 | 1,630,187 | ||||||
Marketing and selling |
1,220,153 | 1,418,693 | ||||||
Research and development |
150,338 | 160,400 | ||||||
2,983,347 | 3,209,280 | |||||||
OPERATING INCOME |
2,262,628 | 841,104 | ||||||
INTEREST INCOME |
14,900 | 22,016 | ||||||
OTHER INCOME |
7,500 | |||||||
22,400 | 22,016 | |||||||
INCOME BEFORE PROVISION FOR INCOME TAXES |
2,285,028 | 863,120 | ||||||
PROVISION FOR INCOME TAXES |
868,000 | 360,000 | ||||||
NET INCOME |
$ | 1,417,028 | $ | 503,120 | ||||
BASIC AND DILUTED NET INCOME PER SHARE |
$ | 0.28 | $ | 0.10 | ||||
DIVIDENDS DECLARED PER SHARE |
$ | 0.16 | $ | 0.16 | ||||
BASIC WEIGHTED AVERAGE
COMMON SHARES OUTSTANDING |
5,126,907 | 5,213,946 | ||||||
DILUTED WEIGHTED AVERAGE
COMMON SHARES OUTSTANDING |
5,131,470 | 5,220,721 | ||||||
See accompanying notes to financial statements.
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PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
SIX MONTHS | ||||||||
ENDED JUNE 30, |
||||||||
2004 |
2003 |
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES: |
||||||||
Net income |
$ | 1,417,028 | $ | 503,120 | ||||
Adjustments to reconcile net income to net
cash provided by operating activities |
||||||||
Depreciation and amortization |
273,263 | 464,557 | ||||||
Changes in operating assets and liabilities: |
||||||||
Accounts receivable |
(1,203,036 | ) | (605,757 | ) | ||||
Prepaid expenses and other assets |
(130,122 | ) | (230,594 | ) | ||||
Accounts payable |
(3,744 | ) | 202,679 | |||||
Accrued expenses |
(87,741 | ) | 218,184 | |||||
Deferred revenue |
25,896 | 28,578 | ||||||
Net cash provided by operating activities |
291,544 | 580,767 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
||||||||
Purchases of property and equipment |
(118,081 | ) | (102,554 | ) | ||||
Increase in other assets net |
(5,772 | ) | | |||||
Net cash used in investing activities |
(123,853 | ) | (102,554 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
||||||||
Cash dividends paid |
(820,306 | ) | (834,196 | ) | ||||
Acquisition of treasury stock |
| (43,796 | ) | |||||
Net cash used in financing activities |
(820,306 | ) | (877,992 | ) | ||||
NET DECREASE IN CASH AND CASH EQUIVALENTS |
(652,615 | ) | (399,779 | ) | ||||
CASH AND CASH EQUIVALENTS, beginning of period |
3,022,467 | 3,648,913 | ||||||
CASH AND CASH EQUIVALENTS, end of period |
$ | 2,369,852 | $ | 3,249,134 | ||||
See accompanying notes to financial statements.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2004
1. Interim Financial Statements
The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission for reporting on Form 10-Q. Accordingly, certain information and footnote disclosure required for complete financial statements are not included herein. It is recommended that these financial statements be read in conjunction with the financial statements and related notes of Psychemedics Corporation (the Company) as reported in the Companys Annual Report on Form 10-K for the year ended December 31, 2003. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations, and cash flows at the dates and for the periods presented have been included. The results of operations for the three months and the six months ended June 30, 2004 may not be indicative of the results that may be expected for the year ending December 31, 2004, or any other period.
2. Stock-Based Compensation
The Company accounts for its stock compensation arrangements with employees under the provisions of Accounting Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to Employees. The Company has adopted the disclosure-only provisions of SFAS No. 123, Accounting for Stock-Based Compensation, as amended by SFAS No. 148, Accounting for Stock-Based Compensation Transition and Disclosure.
Statement of Financial Accounting Standards, (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 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 are as follows:
Three Months Ended |
Six Months Ended |
|||||||||||||||
June 30, 2004 |
June 30, 2003 |
June 30, 2004 |
June 30, 2003 |
|||||||||||||
Risk-free interest rates range |
3.9 | % | 2.5 2.8 | % | 2.7 3.9 | % | 2.5 2.8 | % | ||||||||
Expected dividend yield range |
2.7 | % | 3.5 3.7 | % | 2.7 | % | 3.5 3.7 | % | ||||||||
Expected lives |
5 years | 5 years | 5 years | 5 years | ||||||||||||
Expected volatility range |
23.99 | % | 36.2636.35 | % | 23.9927.94 | % | 36.2636.35 | % |
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Consistent with SFAS No. 123, net income and basic and diluted net income per share would have been as follows:
Three Months Ended |
Six Months Ended |
|||||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||||
2004 |
2003 |
2004 |
2003 |
|||||||||||||
Net income, as reported |
$ | 964,040 | $ | 398,781 | $ | 1,417,028 | $ | 503,120 | ||||||||
Add: Stock based
employee compensation
cost, included in the
determination of net
income as reported |
| | | | ||||||||||||
Less: Total stock
based compensation
cost determined under
the fair value based
method for all
employee awards |
(82,266 | ) | (50,857 | ) | (107,937 | ) | (101,226 | ) | ||||||||
Pro forma net income |
$ | 881,774 | $ | 347,924 | $ | 1,309,091 | $ | 401,894 | ||||||||
Income per share: |
||||||||||||||||
Basic and diluted, as
reported |
$ | 0.19 | $ | 0.08 | $ | 0.28 | $ | 0.10 | ||||||||
Basic and diluted,
pro forma |
$ | 0.17 | $ | 0.07 | $ | 0.26 | $ | 0.08 | ||||||||
The fair value of options granted for the three months ended June 30, 2004 and 2003 was $1.88 per share and $2.72 per share, respectively. The fair value of options granted for the six months ended June 30, 2004 and 2003 was $2.19 per share and $2.82 per share, respectively.
3. Basic and Diluted Net Income Per Share
Basic net income per share was 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.
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Basic and diluted weighted average common shares outstanding were as follows:
Three Months Ended |
Six Months Ended |
|||||||||||||||
June 30, | June 30, | June 30, | June 30, | |||||||||||||
2004 |
2003 |
2004 |
2003 |
|||||||||||||
Weighted average common shares |
5,126,907 | 5,213,572 | 5,126,907 | 5,213,946 | ||||||||||||
Dilutive common stock options |
3,231 | 5,830 | 4,563 | 6,775 | ||||||||||||
Weighted average common shares
outstanding, assuming dilution |
5,130,198 | 5,219,402 | 5,131,470 | 5,220,721 |
For the three months ended June 30, 2004 and 2003, options to purchase 462,217 and 490,144 common shares, respectively, were outstanding but not included in the diluted weighted average common share calculation as the effect would have been antidilutive. For the six months ended June 30, 2004 and 2003, options to purchase 405,437 and 486,744 common shares, respectively, were outstanding but not included in the diluted weighted average common share calculation as the effect would have been antidilutive.
4. Revenue Recognition
The Company performs drug testing as well as provides training for collection of samples and storage of positive samples for its customers for an agreed-upon fee per unit tested of samples. The revenues are recognized when the predominant deliverable, drug testing, is provided and reported to the customer. The Company also provides expert testimony, when and if necessary, to support the results of the tests, which is generally billed separately and recognized as the services are provided.
In 2003, the Company adopted Emerging Issue Task Force 00-21, Revenue Arrangements with Multiple Deliverables, which was effective for all transactions entered into subsequent to June 15, 2003. The Company applied the consensus reached under EITF 00-21 and concluded that the testing, training and storage elements are considered one unit of accounting for revenue recognition purposes as the training and storage costs do not have stand-alone value to the customer. The Company has concluded that the predominant deliverable in the arrangement is the testing of the units and has recognized revenue as that service is performed and reported to the customer.
At June 30, 2004 and December 31, 2003, the Company had deferred revenue of approximately $458,000 and $432,000, respectively, reflecting sales of its personal drug testing service for which the performance of the related test had not yet occurred.
5. Reclassifications
The Company has reclassified the cost of collecting hair samples from sales and marketing expenses to cost of services to permit comparison with the current year. The impact of this reclassification reduced gross profit by $178,975 in the second quarter of 2003 and $337,794 for the six months ended June 30, 2003 and was offset by reduced sales and marketing expenses of $178,975 in the second quarter of 2003 and $337,794 for the six months ended June 30, 2003, but had no effect on operating income or net income in the second quarter of 2003 or six months ended June 30, 2003.
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6. Recent Accounting Pronouncements
In January 2003, the FASB issued Interpretation No. 46, Consolidation of Variable Interest Entities. In December 2003, the FASB issued a revised interpretation. Interpretation No. 46 requires variable interest entities to be consolidated if the total equity investment at risk is not sufficient to permit the entity to finance its activities without financial support from other parties or the equity investors lack certain specified characteristics of a controlling financial interest. The guidelines of Interpretation No. 46 were applicable for the Company during the first quarter of 2004. The Company adoption of Interpretation No. 46 did not have any impact on the Companys consolidated financial statements.
7. Contingencies
The Company is subject to legal proceedings and claims, which arise in the ordinary course of its business. The Company believes that although there can be no assurance as to the disposition of these proceedings, based upon information available to the Company at this time, the expected outcome of these matters would not have a material impact on the Companys results of operations or financial condition.
8. Subsequent Event Dividends
On August 3, 2004, the Company declared a quarterly dividend of $.08 per share, which will be paid on September 24, 2004 to shareholders of record on September 10, 2004.
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Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
Psychemedics Corporation was incorporated in 1986. The Company utilizes a patented hair analysis method involving radioimmunoassay technology to analyze human hair to detect abused substances.
Revenue for the second quarter of 2004 was $5.4 million and was 25% above revenue of $4.3 million for the second quarter of 2003. Revenue for the first two quarters of 2004 was $9.5 million and was 20% above revenue of $7.9 million for the first two quarters of 2003. Due to the increase in revenue and by maintaining tight controls over expenses, the Company reported net income of $0.19 per share in the quarter ended June 30, 2004 and net income of $0.28 per share for the six months ended June 30, 2004. At June 30, 2004, the Company had $2.4 million of cash and cash equivalents. The Company distributed $0.4 million, or $0.08 per share, of cash dividends to its shareholders in both the first and second quarters of 2004, which represented year to date totals of $0.8 million, or $0.16 per share. As of the date of this Report, the Company has paid thirty-one consecutive quarterly cash dividends.
RESULTS OF OPERATIONS
Revenue was $5,347,049 for the three month period ended June 30, 2004 as compared to $4,266,767 for the comparable period of 2003, representing an increase of 25%. Revenue was $9,502,921 for the six month period ended June 30, 2004 as compared to $7,924,334 for the comparable period of 2003, representing an increase of 20%. The increase in revenue for the second quarter of 2004 was due to an increase of 24% in testing volume from both new and existing clients, while the average revenue per sample increased by 1% as compared to the comparable period of 2003. The increase in revenue for the six months ended June 30, 2004 was due to an increase of 19% in testing volume from both new and existing clients, while the average revenue per sample increased by 1% as compared to the comparable period of 2003. The Company believes that the growth in testing volume was due to an improvement in the hiring environment at new and existing customers. The Company continued to add approximately the same number of new clients in the first and second quarter of 2004 as it did in the comparable period of 2003.
Gross margin was 58% of revenue for the three month period ended June 30, 2004, as compared to 54% for the comparable period of 2003. Gross margin was 55% of revenue for the six month period ended June 30, 2004, as compared to 51% for the comparable period of 2003. Reduced depreciation and amortization expense contributed to a decline in fixed costs for the three month period and the six month period ended June 30, 2004 as compared to the year earlier periods. The Company experienced reduced depreciation and amortization as more of its fixed assets became fully depreciated. Also, fixed and semi-variable direct costs were spread over a greater number of tests performed and average revenue per sample increased by 1% for the three month period and the six month period ended June 30, 2004, as compared to the same periods of 2003.
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General and administrative (G&A) expenses were $869,055 for the three month period ended June 30, 2004 as compared to $862,875 for the comparable period of 2003, representing an increase of 1%. G&A expenses were $1,612,856 for the six month period ended June 30, 2004 as compared to $1,630,187 for the comparable period of 2003, representing a decrease of 1%. The increase in general and administrative expenses for the three month period ended June 30, 2004 as compared to the comparable period of 2003 was due primarily to an increase of approximately $60,000 in professional fees related to investor relations, legal services and accounting services and an increase of approximately $12,000 in business insurance costs, offset by a decrease in professional fees related to strategic corporate development of approximately $27,000 and a reduction in bad debt expense of approximately $47,000. Minor variations in all other general and administrative expenses accounted for the remainder of the increase and amounted to approximately $8,000. The decrease in general and administrative expenses for the six month period ended June 30, 2004 as compared to the comparable period of 2003 was due primarily to a drop in personnel expenses of approximately $69,000, a reduction in bad debt expense of approximately $61,000 and a decrease in professional fees related to strategic corporate development of approximately $28,000, partially offset by an increase of approximately $114,000 in professional fees related to investor relations, legal services and accounting services and an increase in business insurance costs of approximately $27,000. All other general and administrative expenses remained relatively constant. As a percentage of revenue, G&A expenses decreased to 16% for the three month period ended June 30, 2004 from 20% for the comparable period of 2003 and decreased to 17% for the six months ended June 30, 2004 from 21% for the comparable period of 2003. The decrease in G&A expenses as a percentage of revenue is due to costs that are primarily fixed and semi-variable being spread over a greater revenue base.
Marketing and selling expenses were $613,624 for the three month period ended June 30, 2004 as compared to $705,650 for the comparable period of 2003, a decrease of 13%. Marketing and selling expenses were $1,220,153 for the six month period ended June 30, 2004 as compared to $1,418,693 for the comparable period of 2003, a decrease of 14%. The decrease for both the three month and the six month periods ended June 30, 2004 as compared to the comparable periods of 2003 was due primarily to a reduction in personnel expenses pertaining to the Companys sales, sales support and customer service staff along with a decrease in amortization expense pertaining to software development costs. Total marketing and selling expenses represented 11% of revenue in the second quarter of 2004 and 17% of revenue in the second quarter of 2003. Total marketing and selling expenses represented 13% of revenue for the six month period ended June 30, 2004 and 18% of revenue for the six month period ended June 30, 2003. The Company believes that revenue growth not only was due to an improvement in the hiring environment at existing customers, but also reflected the results of higher previous selling efforts, which often include longer lead times. The Company expects to continue to aggressively promote its drug testing services during the remainder of 2004 and in future years in order to expand its client base.
Research and development (R&D) expenses for the three month period ended June 30, 2004 decreased by $3,347 from the comparable period of the prior year to $73,319, a decrease of 4%. Research and development (R&D) expenses for the six month period ended June 30, 2004 decreased by $10,062 from the comparable period of the prior year to $150,338, a decrease of 6%. This decrease was primarily due to reduced personnel and consulting costs. R&D expenses represented 1% of revenue for the
12
three month period ended June 30, 2004 and 2% of revenue for the three month period ended June 30, 2003. R&D expenses represented 2% of revenue for both of the six month periods ended June 30, 2004 and June 30, 2003.
Interest income for the three month period ended June 30, 2004 decreased by $3,862 and decreased by $7,116 for the six month period ended June 30, 2004 as compared to the comparable year earlier periods and represented interest earned on cash equivalents. Lower average investment balances along with a decrease in the yield on investment balances in 2004 as compared to 2003 caused the decrease in interest income.
During the three month period ended June 30, 2004, the Company recorded a tax provision of $585,500 reflecting an effective tax rate of 37.8% as compared to a tax provision of $285,000 reflecting an effective tax rate of 41.7% for the three month period ended June 30, 2003. During the six months ended June 30, 2004 and June 30, 2003, the Company recorded tax provisions of $868,000 and $360,000 representing effective tax rates of 38.0% and 41.7%, respectively. The variation in the effective tax rate was due primarily to reduced state income taxes due to lower expected state taxes than provided for in the prior year and the reduced impact of permanently non-deductible items, on a higher base of pre-tax income for 2004.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 2004, the Company had approximately $2.4 million of cash and cash equivalents. The Companys operating activities generated net cash of $291,544 in the six months ended June 30, 2004. Investing activities used $123,853 in the six month period while financing activities used a net amount of $820,306 during the period.
Operating cash flow of $291,544 for the six months ended June 30, 2004 principally reflected net income of $1,417,028 adjusted for depreciation and amortization of $273,263 offset primarily by the growth in accounts receivable and prepaid expenses along with the decrease in accrued expenses. The growth in revenue outpaced the collection of receivables, thereby causing the growth in accounts receivable and reducing operating cash flow. Operating cash flow of $291,544 for the six months ended June 30, 2004 was less than operating cash flow of $580,767 for the six months ended June 30, 2003 due principally to reduced depreciation and amortization, an increase in accounts receivable, and a reduction in both accounts payable and accrued expenses, partially offset by an increase in net income.
Capital expenditures in the first two quarters of 2004 were $118,081 as compared to $102,554 for the comparable period of 2003. The expenditures primarily consisted of new equipment, including laboratory and computer equipment. The Company currently plans to make additional capital expenditures of approximately $350,000 during the balance of 2004, primarily in connection with the purchase of additional laboratory and computer equipment. The Company believes that within the next two to four 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.
During the six month period ended June 30, 2004, the Company distributed $820,306 in cash dividends to its shareholders. The Company did not repurchase any shares for treasury during the six month period ended June 30, 2004. During the six month period ended June 30, 2003, the Company distributed $834,196 in cash dividends to its
13
shareholders and repurchased a total of 4,900 shares of common stock for treasury at an aggregate cost of $43,796. The Company has authorized 500,000 shares for repurchase since June of 1998 of which 466,351 shares have been repurchased as of June 30, 2004.
Contractual obligations as of June 30, 2004 were as follows:
Less Than One Year |
1-3 Years |
4-5 years |
After 5 Years |
Total |
||||||||||||||||
Operating leases |
$ | 492,162 | 427,969 | 120,454 | | $ | 1,040,585 |
The Company signed a five year lease in June of 2004 to relocate its headquarters from Cambridge, Massachusetts to Acton, Massachusetts, which the Company estimates will be a cost savings of over $100,000 annually. The lease payments are reflected in the above table.
Purchase Commitment
The Company has a supply agreement with a vendor which requires the Company to purchase isotopes used in its drug testing procedures from this sole supplier in exchange for variable annual payments based upon prior year purchases. Purchases amounted to $219,510 for the six months ended June 30, 2004 as compared to $218,974 for the comparable period of 2003. The Company expects to purchase approximately $439,000 for all of 2004. In exchange for exclusivity, the supplier has provided the Company with the right to purchase the isotope technology at fair market value under certain conditions, including the failure to meet the Companys purchase commitments. This agreement does not include a fixed termination date, however, it is cancelable upon mutual agreement by both parties or six months after termination notice by the Company of its intent to use a different technology in connection with its drug testing procedures.
At June 30, 2004, the Companys principal sources of liquidity included an aggregate of approximately $2.4 million of cash and cash equivalents. Management currently believes that such funds, together with cash generated from operations, should be adequate to fund anticipated working capital requirements and capital expenditures in the near term. Depending upon the Companys 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 potentially include joint ventures, issuances of common stock or debt financing, although the Company does not have any such plans at this time. At June 30, 2004, the Company had no long-term debt.
CRITICAL ACCOUNTING POLICIES
Management believes the most critical accounting policies include revenue recognition and income taxes.
Revenue Recognition
The Company is in the business of performing drug testing and reporting the results thereof. The Company performs drug testing which includes training for collection of samples and storage of positive samples for its customers for an agreed-upon fee per
14
unit tested of samples. The revenues are recognized when the predominant deliverable, drug testing, is provided and reported to the customer. The Company also provides expert testimony, when and if necessary, to support the test results, which is generally billed separately and recognized as the services are provided.
In 2003, the Company adopted Emerging Issue Task Force 00-21, Revenue Arrangements with Multiple Deliverables, which was effective for all transactions entered into subsequent to June 15, 2003. The Company applied the consensus reached under EITF 00-21 and concluded that the testing, training and storage elements are considered one unit of accounting for revenue recognition purposes as the training and storage costs do not have stand-alone value to the customer. The Company has concluded that the predominant deliverable in the arrangement is the testing of the units and has recognized revenue as that service is performed and reported to the customer.
Deferred revenue represents payments received in advance of the performance of drug testing procedures. Deferred revenue is reclassified as revenue when the underlying test results are delivered. With respect to a portion of these transactions, there may be instances where the customer ultimately does not require performance (referred to as breakage). Revenue is then recognized (as other income) when the Company can reasonably, reliably and objectively determine the breakage has occurred. Breakage is deemed to occur only at the point it becomes remote that performance will be required. The Company has not recorded any breakage in the first two quarters of 2004 and during 2003. The Company continues to monitor this to determine whether breakage can be reasonably, reliably and objectively determined.
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates, including bad debts and income taxes, 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.
Allowance for Doubtful Accounts
The allowance for doubtful accounts is based on managements assessment of the collectibility of its customer accounts. Management reviews its accounts receivable aging for doubtful accounts and specifically identifies accounts that may not be collectible. 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. Bad debt expense and the issuance of credit memos have been within managements expectations.
Income Taxes
The Company accounts for income taxes using the liability method, which 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
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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.
The Company operates within multiple taxing jurisdictions and could be subject to audit in these jurisdictions. These audits may involve complex issues, which may require an extended period of time to resolve. The Company has provided for its estimated taxes payable in the accompanying financial statements.
Stock-Based Compensation
The Company accounts for its stock compensation arrangements with employees under the provisions of Accounting Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to Employees. The Company has adopted the disclosure-only provisions of SFAS No. 123, Accounting for Stock-Based Compensation, as amended by SFAS No. 148, Accounting for Stock-Based Compensation Transition and Disclosure.
The above listing is not intended to be a comprehensive list of all of the Companys accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for managements judgment in their application. There are also areas in which managements judgment in selecting any available alternative would not produce a materially different result.
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 Companys expectations regarding revenues, business strategy, anticipated operating results, strategies with respect to governmental agencies and regulations, cash dividends, capital expenditures and anticipated cash requirements) may be forward-looking statements. The Companys actual results may differ from those stated in any forward-looking statements. Factors that may cause such differences include, but are not limited to, employee hiring practices of the Companys principal customers, 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. With respect to the continued payment of cash dividends, factors include, but are not limited to, available surplus, cash flow, capital expenditure reserves required, and other factors that the Board of Directors of the Company may take into account.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The Companys exposure to market risk related to changes in interest rates is limited as the Company maintains a short-term investment portfolio consisting principally of money market securities that are not sensitive to sudden interest rate changes. The
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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 that are not sensitive to sudden interest rate changes.
Item 4. Controls and Procedures
As of the date of this report, our Chief Executive Officer and Chief Financial Officer performed an evaluation of the effectiveness of the design and operation of the Companys disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Companys disclosure controls and procedures are effective in ensuring the reporting of material information required to be included in the Companys periodic filings with the Securities and Exchange Commission. There were no significant changes in the Companys internal controls over financial reporting or in other factors that could significantly affect these internal controls over financial reporting subsequent to the date of the most recent evaluation.
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PART II. OTHER INFORMATION
Item 1. Legal Proceeding
The Company is named in a lawsuit as a codefendant with Anderson Chevrolet, AutoNation Inc., and two of Anderson Chevrolets employees. The plaintiff is a former employee of Anderson Chevrolet who has alleged that she was wrongfully terminated by Anderson Chevrolet after two drug tests utilizing the Companys technology indicated a positive result for the presence of cocaine. The plaintiff maintains that the positive results were caused by passive exposure. She has also alleged that the Company violated her civil rights by disclosing the positive test results to the client. Finally, she has alleged that the Company engaged in conduct that constitutes a violation of California law prohibiting intentional and negligent interference with prospective economic advantage. The court denied the Companys Motions for Summary Judgement and Motion for Summary Adjudication with respect to these alleged claims, and the case is scheduled to go to trial on September 7, 2004. Although the ultimate outcome cannot be determined, the Company believes the facts do not support the claims in this matter and the Company has meritorious defenses. In the opinion of management and based on the information the Company has at the present time, resolution of this lawsuit is not expected to have a material adverse effect on the financial position of the Company. In the event of an unfavorable resolution, the Companys earnings and cash flows in one or more future periods could be materially adversely affected.
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Shareholders of Psychemedics Corporation was held on May 13, 2004 for the purpose of electing a board of directors. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934 and there was no solicitation in opposition to managements solicitations.
Description and tabulation by the Companys transfer agent of each matter voted upon at the Annual Meeting of Shareholders of Psychemedics Corporation held on May 13, 2004:
All of managements nominees for directors, as listed in the proxy statement, were elected with the following votes:
Election of Directors.
Number of Shares |
||||||||
For |
Withheld |
|||||||
Raymond C. Kubacki, Jr. |
4,633,600 | 25,633 | ||||||
Harry F. Connick |
4,627,610 | 31,623 | ||||||
Walter S. Tomenson, Jr. |
4,629,369 | 29,864 | ||||||
Fred J. Weinert |
4,629,532 | 29,701 |
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Item 6. Exhibits and Reports on Form 8-K
(a) | Exhibits | |||
See Exhibit Index included at Page 18 of this Report | ||||
(b) | Reports on Form 8-K | |||
No reports on Form 8-K were filed during the quarter for which this report is filed. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Psychemedics Corporation | ||||
Date: August 16, 2004 | By: | |||
Raymond C. Kubacki, Jr. Chairman and Chief Executive Officer |
||||
Date: August 16, 2004 | By: | |||
Peter C. Monson Vice President, Treasurer & Chief Financial Officer |
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PSYCHEMEDICS CORPORATION
FORM 10-Q
June 30, 2004
EXHIBIT INDEX
Page No. |
||||||
31.1
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 21 | ||||
31.2
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 23 | ||||
32.1
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 25 | ||||
32.2
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 26 |
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