Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 10, 2021 | |
Cover [Abstract] | ||
Entity Central Index Key | 0001337013 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-35020 | |
Entity Registrant Name | INFUSYSTEM HOLDINGS, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-3341405 | |
Entity Address, Address Line One | 3851 West Hamlin Road | |
Entity Address, City or Town | Rochester Hills | |
Entity Address, State or Province | MI | |
Entity Address, Postal Zip Code | 48309 | |
City Area Code | 248 | |
Local Phone Number | 291-1210 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | INFU | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 20,649,447 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 165 | $ 9,648 |
Accounts receivable, net | 15,845 | 14,720 |
Inventories | 3,705 | 3,001 |
Other current assets | 2,151 | 2,402 |
Total current assets | 21,866 | 29,771 |
Medical equipment for sale or rental | 1,540 | 1,603 |
Medical equipment in rental service, net of accumulated depreciation | 36,431 | 35,611 |
Property & equipment, net of accumulated depreciation | 4,426 | 4,296 |
Goodwill | 3,710 | 0 |
Intangible assets, net | 11,928 | 11,177 |
Operating lease right of use assets | 3,859 | 4,461 |
Deferred income taxes | 10,819 | 9,967 |
Other assets | 207 | 105 |
Total assets | 94,786 | 96,991 |
Current liabilities: | ||
Accounts payable | 6,703 | 6,779 |
Current portion of long-term debt | 336 | 9,423 |
Other current liabilities | 7,446 | 6,795 |
Total current liabilities | 14,485 | 22,997 |
Long-term debt, net of current portion | 30,559 | 29,378 |
Operating lease liabilities, net of current portion | 3,287 | 3,864 |
Total liabilities | 48,331 | 56,239 |
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value: authorized 1,000,000 shares; none issued | 0 | 0 |
Common stock, $0.0001 par value: authorized 200,000,000 shares; issued and outstanding 24,125,687 and 20,607,198, respectively, as of September 30, 2021, and issued and outstanding 23,816,193 and 20,297,704, respectively, as of December 31, 2020 | 2 | 2 |
Additional paid-in capital | 89,385 | 84,785 |
Accumulated other comprehensive income | 70 | 0 |
Retained deficit | (43,002) | (44,035) |
Total stockholders’ equity | 46,455 | 40,752 |
Total liabilities and stockholders’ equity | $ 94,786 | $ 96,991 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock,, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, issued (in shares) | 24,125,687 | 23,816,193 |
Common stock, outstanding (in shares) | 20,607,198 | 20,297,704 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Net revenues | $ 26,566 | $ 25,125 | $ 75,863 | $ 72,677 |
Cost of revenues | 11,308 | 10,003 | 30,979 | 28,914 |
Gross profit | 15,258 | 15,122 | 44,884 | 43,763 |
Selling, general and administrative expenses: | ||||
Provision for doubtful accounts | 10 | 11 | (99) | 534 |
Amortization of intangibles | 1,125 | 1,075 | 3,264 | 3,225 |
Selling and marketing | 2,908 | 2,196 | 7,964 | 7,263 |
General and administrative | 11,566 | 8,587 | 32,537 | 24,949 |
Total selling, general and administrative | 15,609 | 11,869 | 43,666 | 35,971 |
Operating (loss) income | (351) | 3,253 | 1,218 | 7,792 |
Other expense: | ||||
Interest expense | (270) | (283) | (909) | (1,018) |
Other (expense) income | (44) | 8 | (150) | (20) |
(Loss) Income before income taxes | (665) | 2,978 | 159 | 6,754 |
Benefit from (provision for) income taxes | 217 | (38) | 874 | (92) |
Net (loss) income | $ (448) | $ 2,940 | $ 1,033 | $ 6,662 |
Net (loss) income per share | ||||
Basic (in dollars per share) | $ (0.02) | $ 0.15 | $ 0.05 | $ 0.33 |
Diluted (in dollars per share) | $ (0.02) | $ 0.14 | $ 0.05 | $ 0.31 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 20,577,886 | 20,179,056 | 20,468,842 | 20,060,416 |
Diluted (in shares) | 20,577,886 | 21,663,414 | 21,995,216 | 21,637,481 |
Comprehensive income: | ||||
Net (loss) income | $ (448) | $ 2,940 | $ 1,033 | $ 6,662 |
Other comprehensive income: | ||||
Unrealized gain on hedges | 41 | 0 | 93 | 0 |
Provision for income tax on unrealized hedge gain | (10) | 0 | (23) | 0 |
Net comprehensive (loss) income | $ (417) | $ 2,940 | $ 1,103 | $ 6,662 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid in Capital | Retained Deficit | Accumulated Other Comprehensive Income | Treasury Stock |
Balances (in shares) at Dec. 31, 2019 | 23,401 | 3,518 | ||||
Beginning balance at Dec. 31, 2019 | $ 22,334 | $ 2 | $ 83,699 | $ (61,367) | $ 0 | $ 0 |
Stock-based shares issued upon vesting - gross (in shares) | 419 | |||||
Stock-based shares issued upon vesting - gross | 0 | |||||
Stock-based compensation expense | 1,222 | 1,222 | ||||
Employee stock purchase plan (in shares) | 29 | |||||
Employee stock purchase plan | 190 | 190 | ||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation (in shares) | (122) | |||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation | (1,269) | (1,269) | ||||
Common stock issued (in shares) | 28 | |||||
Common stock issued | 250 | 250 | ||||
Net (loss) income | 6,662 | 6,662 | ||||
Balances (in shares) at Sep. 30, 2020 | 23,755 | 3,518 | ||||
Ending balance at Sep. 30, 2020 | 29,389 | $ 2 | 84,092 | (54,705) | 0 | $ 0 |
Balances (in shares) at Jun. 30, 2020 | 23,651 | 3,518 | ||||
Beginning balance at Jun. 30, 2020 | 26,202 | $ 2 | 83,845 | (57,645) | 0 | $ 0 |
Stock-based shares issued upon vesting - gross (in shares) | 127 | |||||
Stock-based shares issued upon vesting - gross | 0 | |||||
Stock-based compensation expense | 659 | 659 | ||||
Employee stock purchase plan (in shares) | 15 | |||||
Employee stock purchase plan | 116 | 116 | ||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation (in shares) | (38) | |||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation | (528) | (528) | ||||
Net (loss) income | 2,940 | 2,940 | ||||
Balances (in shares) at Sep. 30, 2020 | 23,755 | 3,518 | ||||
Ending balance at Sep. 30, 2020 | 29,389 | $ 2 | 84,092 | (54,705) | 0 | $ 0 |
Balances (in shares) at Dec. 31, 2020 | 23,816 | 3,518 | ||||
Beginning balance at Dec. 31, 2020 | 40,752 | $ 2 | 84,785 | (44,035) | 0 | $ 0 |
Stock-based shares issued upon vesting - gross (in shares) | 334 | |||||
Stock-based shares issued upon vesting - gross | 431 | 431 | ||||
Stock-based compensation expense | 4,962 | 4,962 | ||||
Employee stock purchase plan (in shares) | 32 | |||||
Employee stock purchase plan | 348 | 348 | ||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation (in shares) | (57) | |||||
Common stock repurchased to satisfy minimum statutory withholding on stock-based compensation | (1,141) | (1,141) | ||||
Other comprehensive income | 70 | 70 | ||||
Net (loss) income | 1,033 | 1,033 | ||||
Balances (in shares) at Sep. 30, 2021 | 24,125 | 3,518 | ||||
Ending balance at Sep. 30, 2021 | 46,455 | $ 2 | 89,385 | (43,002) | 70 | $ 0 |
Balances (in shares) at Jun. 30, 2021 | 24,084 | 3,518 | ||||
Beginning balance at Jun. 30, 2021 | 44,700 | $ 2 | 87,213 | (42,554) | 39 | $ 0 |
Stock-based shares issued upon vesting - gross (in shares) | 25 | |||||
Stock-based shares issued upon vesting - gross | 38 | 38 | ||||
Stock-based compensation expense | 1,955 | 1,955 | ||||
Employee stock purchase plan (in shares) | 16 | |||||
Employee stock purchase plan | 179 | 179 | ||||
Other comprehensive income | 31 | 31 | ||||
Net (loss) income | (448) | (448) | ||||
Balances (in shares) at Sep. 30, 2021 | 24,125 | 3,518 | ||||
Ending balance at Sep. 30, 2021 | $ 46,455 | $ 2 | $ 89,385 | $ (43,002) | $ 70 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING ACTIVITIES | ||
Net (loss) income | $ 1,033 | $ 6,662 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for doubtful accounts | (99) | 534 |
Depreciation | 7,705 | 7,267 |
Loss on disposal of and reserve adjustments for medical equipment | 848 | 150 |
Gain on sale of medical equipment | (1,588) | (2,949) |
Amortization of intangible assets | 3,264 | 3,225 |
Amortization of deferred debt issuance costs | 132 | 13 |
Stock-based compensation | 4,962 | 1,222 |
Deferred income taxes | (875) | 16 |
Changes in assets - (increase)/decrease: | ||
Accounts receivable | 217 | (1,490) |
Inventories | (630) | (1,074) |
Other current assets | 251 | 75 |
Other assets | (102) | (114) |
Changes in liabilities - (decrease)/increase: | ||
Accounts payable and other liabilities | (513) | (869) |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 14,605 | 12,668 |
INVESTING ACTIVITIES | ||
Acquisition of business | (7,650) | 0 |
Purchase of medical equipment | (9,645) | (11,955) |
Purchase of property and equipment | (607) | (865) |
Proceeds from sale of medical equipment, property and equipment | 2,214 | 3,870 |
NET CASH USED IN INVESTING ACTIVITIES | (15,688) | (8,950) |
FINANCING ACTIVITIES | ||
Principal payments on long-term debt | (69,306) | (35,458) |
Cash proceeds from long-term debt | 61,654 | 31,861 |
Debt issuance costs | (386) | 0 |
Common stock repurchased to satisfy statutory withholding on employee stock-based compensation plans | (1,141) | (1,269) |
Cash proceeds from stock plans | 779 | 190 |
Common stock - issued | 0 | 250 |
NET CASH USED IN FINANCING ACTIVITIES | (8,400) | (4,426) |
Net change in cash and cash equivalents | (9,483) | (708) |
Cash and cash equivalents, beginning of period | 9,648 | 2,647 |
Cash and cash equivalents, end of period | $ 165 | $ 1,939 |
Basis of Presentation, Nature o
Basis of Presentation, Nature of Operations and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation, Nature of Operations and Summary of Significant Accounting Policies | Basis of Presentation, Nature of Operations and Summary of Significant Accounting Policies The terms “InfuSystem”, the “Company”, “we”, “our” and “us” are used herein to refer to InfuSystem Holdings, Inc. and its subsidiaries. InfuSystem is a leading provider of infusion pumps and related products and services for patients in the home, oncology clinics, ambulatory surgery centers, and other sites of care. The Company provides products and services to hospitals, oncology practices and facilities and other alternative site health care providers. Headquartered in Rochester Hills, Michigan, the Company delivers local, field-based customer support, and also operates pump service and repair Centers of Excellence in Michigan, Kansas, California, Massachusetts, Texas and Ontario, Canada. The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, the unaudited condensed consolidated financial statements do not include all of the information and notes required by U.S. Generally Accepted Accounting Principles (“GAAP”) for complete financial statements. The accompanying unaudited condensed consolidated financial statements include all adjustments, composed of normal recurring adjustments, considered necessary by management to fairly state the Company’s results of operations, financial position and cash flows. The operating results for the interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 as filed with the SEC on March 22, 2021. The unaudited condensed consolidated financial statements are prepared in conformity with GAAP, which requires the use of estimates, judgments and assumptions that affect the amounts of assets and liabilities at the reporting date and the amounts of revenue and expenses in the periods presented. The Company believes that the accounting estimates employed are appropriate and the resulting balances are reasonable; however, due to the inherent uncertainties in making estimates, actual results could differ from the original estimates, requiring adjustments to these balances in future periods. Derivatives Accounting Policy The Company recognizes all derivative financial instruments as cash flow hedges which are shown as either assets or liabilities on the Company’s consolidated balance sheets at fair value. For derivative contracts which can be classified as a cash flow hedge, the effective portion of the change in fair value of the derivative is recorded to accumulated other comprehensive income (“AOCI”) in the consolidated balance sheets. The underlying hedge transaction is realized when the interest payments on debt are accrued; the applicable amount of gain or loss included in AOCI is reclassified into earnings in the consolidated statements of operations on the same line as the gain or loss on the hedged item attributable to the hedged risk. The cash flows from derivatives are classified as operating activities. The Company maintains a policy of requiring that all derivative instruments be governed by an International Swaps and Derivatives Association Master Agreement and settles on a net basis. The fair values of the Company’s derivative financial instruments are categorized as Level 2 of the fair value hierarchy as the values are derived using the market approach based on observable market inputs including quoted prices of similar instruments and interest rate forward curves. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements and Developments | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements and Developments | Recent Accounting Pronouncements and DevelopmentsIn June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-13, “Financial Instruments (Topic 326) Credit Losses”. Topic 326 changes the impairment model for most financial assets and certain other instruments. Under the new standard, entities holding financial assets and net investment in leases that are not accounted for at fair value through net income are to be presented at the net amount expected to be collected. An allowance for credit losses will be a valuation account that will be deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. Topic 326 was originally effective as of January 1, 2020, although in November 2019, the FASB delayed the effective date until fiscal years beginning after December 15, 2022 for SEC filers eligible to be smaller reporting companies under the SEC’s definition. The Company qualifies as a smaller reporting company under the SEC’s definition. Early adoption is permitted. The Company is currently evaluating the impact of Topic 326 on its consolidated balance sheets, statements of operations, statements of cash flows and related disclosures. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combinations | Business Combinations Acquisitions Accounted for Using the Purchase Method On January 31, 2021, the Company closed on the acquisition of substantially all of the assets of FilAMed, a privately-held biomedical services company based in Bakersfield, California. This acquisition will supplement the Company’s existing biomedical recertification, maintenance and repair services for acute care facilities and other alternate site settings including home care and home infusion providers, skilled nursing facilities, pain centers and others. On April 18, 2021, the Company acquired the business and substantially all of the assets of OB Healthcare Corporation (“OB Healthcare”), a privately-held biomedical services company based in Austin, Texas. OB Healthcare specializes in on-site repair, preventative maintenance, and device physical inventory management to hospitals and healthcare systems nationwide. The acquisition further develops and expands InfuSystem’s Durable Medical Equipment Services (“DME Services”) segment and complements the Company’s purchase of FilAMed. FilAMed and OB Healthcare’s results of operations are included in the Company’s consolidated statements of operations from the respective closing dates. Revenues and earnings from these acquisitions have not been significant through September 30, 2021. Purchase Price Allocation Pursuant to FASB Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations,” the purchase price for each of the acquisitions was allocated to the assets acquired and liabilities assumed based upon their estimated fair values as of the respective acquisition dates. The purchase price allocations were primarily based upon a valuation using management’s estimates and assumptions. The purchase price allocation was completed for FilAMed as of September 30, 2021. The purchase price allocation for OB Healthcare was based on a preliminary analysis and is subject to further adjustments related to the final working capital determination. Upon completion of the final purchase price allocation, the Company may need to adjust the accounts receivable. The following table summarizes the consideration paid and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates for both FilAMed and OB Healthcare (in thousands): FilAMed OB Healthcare Total Consideration Cash $ 1,400 $ 6,250 $ 7,650 Working capital (a) — 327 327 Contingent consideration — 750 750 Total - consideration $ 1,400 $ 7,327 $ 8,727 FilAMed OB Healthcare Total Acquisition Date Fair Value Accounts receivable (a) $ — $ 727 $ 727 Inventories 74 — 74 Medical equipment held for sale or rental 40 — 40 Property and equipment 102 59 161 Intangible assets 1,015 3,000 4,015 Goodwill 169 3,541 3,710 Operating lease right of use assets 281 7 288 Operating lease liabilities (281) (7) (288) Total - purchase price (a) $ 1,400 $ 7,327 $ 8,727 (a) Amount based on preliminary working capital. The amount of acquisition costs for both transactions was $0.2 million and is included in general and administrative expenses for the nine months ended September 30, 2021. During the three months ended September 30, 2021, the Company updated the valuation of OB Healthcare based on further analysis of the final working capital with an immaterial decrease in the consideration transferred and a corresponding decrease to goodwill. There was no impact to the condensed consolidated statement of operations. The Company fully paid all consideration for FilAMed as of September 30, 2021. On the OB Healthcare acquisition date, the Company made an initial cash payment of $6.1 million with a subsequent cash payment of $0.1 million during the quarter ended September 30, 2021 and had an additional estimated amount due to the seller of $0.3 million, related to a working capital adjustment, and contingent consideration of $0.8 million, both of which were recorded in the balance sheet under the heading for other current liabilities. The contingent consideration arrangement requires the Company to pay OB Healthcare $0.8 million if certain written contracts are executed by December 31, 2021. The Company expects OB Healthcare to satisfy this requirement. As of September 30, 2021, the Company had a $1.1 million remaining liability relating to this acquisition. The following table shows the breakdown of the identified intangible assets acquired into major intangible asset classes for both acquisitions: Acquisition Date Fair Value (Thousands) Weighted-Average Amortization Period (Years) Customer relationships $ 2,300 15 Unpatented technology 943 7 Non-competition agreements 472 5 Internal-use software 300 5 Total intangible assets (a) $ 4,015 11.2 (a) There was no residual value, renewal terms or extensions associated with any intangible assets acquired. The goodwill acquired consists of expected synergies from combining operations of FilAMed and OB Healthcare with the DME Services segment as well as their respective assembled workforce who have specialized knowledge and experience. All of the goodwill is deductible for tax purposes. Unaudited Pro Forma Financial Information The unaudited pro forma financial information in the table below summarizes the combined results of operations of the Company, FilAMed and OB Healthcare as though the companies’ businesses had been combined as of January 1, 2020. The pro forma financial information for the three and nine months ended September 30, 2021 has been adjusted by $0.1 million and $0.2 million, respectively, for the tax effected amount of acquisition costs and non-recurring expenses directly attributable to the FilAMed and OB Healthcare acquisitions. The three and nine months ended September 30, 2020 also included these charges. The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisitions had taken place at the beginning of each period presented nor is it indicative of future results. The following pro forma financial information presented also includes the pro forma depreciation and amortization charges from acquired tangible and intangible assets for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended Nine Months Ended 2021 2020 2021 2020 Revenue $ 26,566 $ 25,731 $ 76,633 $ 75,270 Net income $ (373) $ 2,691 $ 1,268 $ 6,120 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2021 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | Revenue Recognition The following table presents the Company’s disaggregated revenue by offering type (in thousands): Three Months Ended 2021 2020 Total Net Revenues Percentage of Total Net Revenues Total Net Revenues Percentage of Total Net Revenues Third-Party Payer Rentals $ 13,512 50.9 % $ 12,672 50.4 % Direct Payer Rentals 8,655 32.6 % 7,933 31.6 % Product Sales 4,399 16.5 % 4,520 18.0 % Total $ 26,566 100.0 % $ 25,125 100.0 % Nine Months Ended 2021 2020 Total Net Revenues Percentage of Total Net Revenues Total Net Revenues Percentage of Total Net Revenues Third-Party Payer Rentals $ 39,436 52.0 % $ 36,660 50.4 % Direct Payer Rentals 25,095 33.1 % 22,733 31.3 % Product Sales 11,332 14.9 % 13,284 18.3 % Total $ 75,863 100.0 % $ 72,677 100.0 % Third-Party Payer Rentals are entirely attributed to revenues of the Integrated Therapy Services (“ITS”) segment. Product Sales are entirely attributed to revenues of the DME Services segment. For the three months ended September 30, 2021, $3.1 million and $5.6 million of Direct Payer Rentals were attributed to the ITS and DME Services segments, respectively. For the three months ended September 30, 2020, $3.0 million and $4.9 million of Direct Payer Rentals were attributed to the ITS and DME Services segments, respectively. |
Medical Equipment
Medical Equipment | 9 Months Ended |
Sep. 30, 2021 | |
Medical Equipment [Abstract] | |
Medical Equipment | Medical Equipment Medical equipment consisted of the following (in thousands): September 30, December 31, 2020 Medical equipment for sale or rental $ 1,592 $ 1,636 Medical equipment for sale or rental - pump reserve (52) (33) Medical equipment for sale or rental - net 1,540 1,603 Medical equipment in rental service 88,107 83,411 Medical equipment in rental service - pump reserve (1,356) (893) Accumulated depreciation (50,320) (46,907) Medical equipment in rental service - net 36,431 35,611 Total $ 37,971 $ 37,214 Depreciation expense for medical equipment for the three and nine months ended September 30, 2021 was $2.4 million and $7.0 million, respectively, compared to $2.3 million and $6.7 million for the same prior year periods, respectively. This expense was recorded in “cost of revenues” for each period. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Assets Accumulated Depreciation Total Gross Assets Accumulated Depreciation Total Furniture, fixtures, and equipment $ 4,535 $ (2,411) $ 2,124 $ 3,742 $ (2,018) $ 1,724 Automobiles 117 (110) 7 117 (102) 15 Leasehold improvements 3,418 (1,123) 2,295 3,416 (859) 2,557 Total $ 8,070 $ (3,644) $ 4,426 $ 7,275 $ (2,979) $ 4,296 Depreciation expense for property and equipment for the three and nine months ended September 30, 2021 was $0.2 million and $0.7 million, respectively, compared to $0.2 million and $0.6 million for the same prior year periods, respectively. This expense was recorded in “general and administrative expenses” for each period. |
Goodwill & Intangible Assets
Goodwill & Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill & Intangible Assets The changes in the carrying value of goodwill by segment for the nine months ended September 30, 2021 are as follows (in thousands): DME Services (a) Balance as of December 31, 2020 $ — Goodwill acquired 3,710 Balance as of September 30, 2021 $ 3,710 (a) No goodwill allocated to the ITS segment. The carrying amount and accumulated amortization of intangible assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Nonamortizable intangible assets Trade names $ 2,000 $ 2,000 $ 2,000 $ — $ 2,000 Amortizable intangible assets: Trade names 23 (23) — 23 (23) — Physician and customer relationships 38,834 (30,769) 8,065 36,534 (28,924) 7,610 Non-competition agreements 472 (43) 429 — — — Unpatented technology 943 (90) 853 — — — Software 11,530 (10,949) 581 11,230 (9,663) 1,567 Total nonamortizable and amortizable intangible assets $ 53,802 $ (41,874) $ 11,928 $ 49,787 $ (38,610) $ 11,177 Amortization expense for the three and nine months ended September 30, 2021 was $1.1 million and $3.3 million, respectively, compared to $1.1 million and $3.2 million for the same prior year periods, respectively. This expense was recorded in “amortization of intangibles expenses” for each period. Expected remaining annual amortization expense for the next five years for intangible assets recorded as of September 30, 2021 is as follows (in thousands): 2021 2022 2023 2024 2025 2026 and thereafter Total Amortization expense $ 998 $ 2,494 $ 990 $ 990 $ 810 $ 3,646 $ 9,928 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt On February 5, 2021 , the Company entered into a Credit Agreement (the “ 2021 Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”), sole bookrunner and sole lead arranger, and the lenders party thereto. The borrowers under the 2021 Credit Agreement are the Company, InfuSystem Holdings USA, Inc. (“Holdings”), InfuSystem, Inc. (“ISI”), First Biomedical, Inc. (“First Biomedical”), and IFC LLC (“IFC” and, collectively with the Company, Holdings, ISI and First Biomedical, the “Borrowers”). The 2021 Credit Agreement provides for a revolving credit facility (the “Revolving Facility”) of $75.0 million, maturing on February 5, 2026. The Revolving Facility may be increased by $25.0 million, subject to certain conditions, including the consent of the Agent and obtaining necessary commitments. The lenders under the 2021 Credit Agreement may issue up to $7.0 million in letters of credit subject to the satisfaction of certain conditions. On February 5, 2021, the Borrowers made an initial borrowing of $30.0 million under the Revolving Facility. Proceeds from the loan, along with approximately $8.2 million in cash, were used to repay all amounts due under the Company’s then existing credit facility dated March 23, 2015 (the “2015 Credit Agreement”). The 2021 Credit Agreement has customary representations and warranties. The ability to borrow under the facility is subject to ongoing compliance with a number of customary affirmative and negative covenants, including limitations on indebtedness, liens, mergers, acquisitions, investments, asset sales, affiliate transactions and restricted payments, as well as financial covenants, including the following: • a minimum fixed charge coverage ratio (defined as the ratio of consolidated EBITDA (as defined in the 2021 Credit Agreement) less 50% of depreciation expense), to consolidated fixed charges (as defined in the 2021 Credit Agreement)) for the prior four most recently ended calendar quarters of 1.20 to 1.00; and • a maximum leverage ratio (defined as total indebtedness to EBITDA for the prior four most recently ended calendar quarters) of 3.50 to 1.00. The 2021 Credit Agreement includes customary events of default. The occurrence of an event of default will permit the lenders to terminate commitments to lend under the Revolving Facility and accelerate payment of all amounts outstanding thereunder. Simultaneous with the execution of the 2021 Credit Agreement, the Company entered into a Pledge and Security Agreement to secure repayment of the obligations of the Borrowers. Under the Pledge and Security Agreement, each Borrower has granted to the Agent, for the benefit of various secured parties, a first priority security interest in substantially all of the personal property assets of each of the Borrowers, including the shares of each of Holdings, ISI and First Biomedical and the equity interests of IFC. On February 5, 2021, in connection with the execution and closing of the 2021 Credit Agreement, the Company, along with its wholly owned subsidiaries as borrowers, terminated the 2015 Credit Agreement. All outstanding loans under the 2015 Credit Agreement have been repaid and all liens under the 2015 Credit Agreement have been released, except that a letter of credit originally issued under the 2015 Credit Agreement in the amount of approximately $0.8 million was transferred to the 2021 Credit Agreement. At December 31, 2020, the 2015 Credit Agreement, which would have matured on November 9, 2024, included three term notes totaling $37.9 million, with varying required quarterly amortization payments, and an undrawn $11.8 million revolving line of credit. The availability under the line of credit was reduced by outstanding letters of credit and reserves totaling $1.0 million and was subject to a borrowing base limitation as defined by the agreement. The borrowing base was approximately $15.6 million at December 31, 2020. At December 31, 2020 and on the date of the refinancing, the Company was in compliance with all affirmative and negative covenants, as outlined in the agreement, which included maintenance of a maximum leverage ratio and a minimum fixed charge coverage ratio, as defined in the agreement. Interest on the facility was payable at the Company’s option as a (i) Eurodollar Loan, which bore interest at a per annum rate equal to the applicable 30-day LIBOR plus an applicable margin ranging from 2.00% to 3.00% or (ii) CB Floating Rate (“CBFR”) Loan, which bore interest at a per annum rate equal to the greater of (a) the lender’s prime rate or (b) LIBOR plus 2.50%, in each case, plus a margin ranging from -1.00% to 0.25% based on our leverage ratio. The actual Eurodollar Loan rate at December 31, 2020 was 2.19% (LIBOR of 0.19% plus 2.00%). The actual CBFR Loan rate at December 31, 2020 was 2.25% (lender’s prime rate of 3.25% minus 1.00%). The 2021 Credit Agreement was accounted for as a debt modification. As of September 30, 2021, the Company was in compliance with all debt-related covenants under the 2021 Credit Agreement. On April 15, 2019, the Company sold for $2.0 million and immediately leased back certain medical equipment in rental service to a third party specializing in such transactions. The leaseback term is 36 months. Because the arrangement contains a purchase option that the Company is reasonably certain to exercise, this transaction did not qualify for the sale-leaseback accounting under ASC 842. The medical equipment remains recorded on the accompanying condensed consolidated balance sheet and the proceeds received have been classified as an other financing liability, which is being paid off monthly over the term of the lease. The balance of other financing as of September 30, 2021 was $0.4 million. As referenced above, the Company executed and closed the 2021 Credit Agreement during the first quarter of 2021, and in connection with entering into that agreement, terminated the 2015 Credit Agreement. For the following tables, the figures related to the September 30, 2021 revolving credit facility balances relate to the 2021 Credit Agreement, while the December 31, 2020 revolving credit facility balances relate to the now-terminated 2015 Credit Agreement. The following table illustrates the net availability under the revolving credit facilities as of the applicable balance sheet date (in thousands): September 30, December 31, Revolving Facility: Gross availability $ 75,000 $ 11,750 Outstanding draws (30,804) — Letter of credit (800) (800) Landlord reserves — (162) Availability on Revolving Facility $ 43,396 $ 10,788 The Company had future maturities of its long-term debt as of September 30, 2021 as follows (in thousands): 2021 2022 2023 2024 2025 and thereafter Total Revolving Facility $ — $ — $ — $ — $ 30,804 $ 30,804 Other financing 188 222 — — — 410 Total $ 188 $ 222 $ — $ — $ 30,804 $ 31,214 The following is a breakdown of the Company’s current and long-term debt (in thousands): September 30, 2021 December 31, 2020 Current Portion Long-Term Portion Total Current Portion Long-Term Portion Total Revolving Facility $ — $ 30,804 $ 30,804 $ — $ — $ — Term loan — — — 4,615 17,305 21,920 Equipment line — — — 1,600 4,400 6,000 2019 equipment line — — — 2,500 7,500 10,000 Other financing 410 — 410 725 222 947 410 30,804 31,214 9,440 29,427 38,867 Unamortized value of debt issuance costs (74) (245) (319) (17) (49) (66) Total $ 336 $ 30,559 $ 30,895 $ 9,423 $ 29,378 $ 38,801 As of September 30, 2021, amounts outstanding under the Revolving Facility provided under the 2021 Credit Agreement bear interest at a variable rate equal to, at the Company’s election, a LIBO Rate for Eurodollar loans or an Alternative Base Rate for ABR loans, as defined by the 2021 Credit Agreement, plus a spread that will vary depending upon the Company’s leverage ratio. The spread ranges from 2.00% to 3.00% for Eurodollar Loans and 1.00% to 2.00% for base rate loans. The weighted-average Eurodollar loan rate at September 30, 2021 was 2.09% (LIBO of 0.09% plus 2.00%). The actual ABR loan rate at September 30, 2021 was 4.25% (lender’s prime rate of 3.25% plus 1.00%). |
Derivative Financial Instrument
Derivative Financial Instruments and Hedging Activities | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Financial Instruments and Hedging Activities During the quarter ended March 31, 2021, the Company adopted a derivative investment policy which provides guidelines and objectives related to managing financial and operational exposures arising from market changes in short term interest rates. In accordance with this policy, the Company can enter into interest rate swaps or similar instruments, will endeavor to evaluate all the risks inherent in a transaction before entering into a derivative financial instrument and will not enter into derivative financial instruments for speculative or trading purposes. Hedging relationships are formally documented at the inception of the hedge and hedges must be highly effective in offsetting changes to future cash flows on hedged transactions at the inception of a hedge and on an ongoing basis to be designated for hedge accounting treatment. The Company is exposed to interest rate risk related to its variable rate debt obligations under the 2021 Credit Agreement. In order to manage the volatility in interest rate markets, in February 2021, the Company entered into two interest rate swap agreements to manage exposure arising from this risk. On a combined basis, the agreements have a constant notional amount over a five-year term that ends on February 5, 2026. The agreements both pay the Company 30-day LIBOR on the notional amount and the Company pays a fixed rate of interest equal to 0.73%. These derivative instruments are considered cash flow hedges. The Company does not have any other derivative financial instruments. The table below presents the location and gross fair value amounts of our derivative financial instruments and the associated notional amounts designated as cash flow hedges (in thousands): September 30, 2021 (a) Balance Sheet Location Notional Fair Value Derivative Assets Derivatives designated as hedges: Cash flow hedges Interest rate swaps Other assets $ 20,000 $ 93 (a) No derivative instruments existed at December 31, 2020. The table below presents the effect of our derivative financial instruments designated as hedging instruments in AOCI (in thousands): Three Months Ended Nine Months Ended Gain on cash flow hedges - interest rate swaps Beginning balance $ 39 $ — Unrealized gain recognized in AOCI 9 20 Amounts reclassified to interest expense (b)(c) 32 73 Tax provision (10) (23) Ending balance $ 70 $ 70 (a) No derivative instruments existed for the three and nine months ended September 30, 2020. (b) Positive amounts represented interest expense. Total interest expense as presented in the consolidated statement of operations for the three and nine months ended September 30, 2021 were $0.3 million and $0.9 million, respectively. (c) $0.1 million of expense is expected to be reclassified into earnings within the next 12 months. The Company did not incur any hedge ineffectiveness during the three or nine months ended September 30, 2021. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesDuring the three and nine months ended September 30, 2021, the Company recorded a benefit from income taxes of $0.2 million and $0.9 million, respectively. The income tax benefit relates principally to excess tax benefits on exercises of stock options and vesting of restricted stock during the periods offset by the estimate of the Company’s annual state and local taxes and taxes relating to its foreign operations in Canada. For both the three and nine months ended September 30, 2020, the Company recorded provision for income taxes of less than $0.1 million.On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted in response to the COVID-19 pandemic. The CARES Act among other things, allows employers to defer the deposit and payment of the employer's share of Social Security taxes. Under the CARES Act, the Company deferred paying $0.7 million of applicable gross payroll taxes, which is included in other current liabilities as of September 30, 2021. The $0.7 million balance of the deferred Social Security taxes is expected to be paid in two equal annual installments during the years ending December 31, 2021 and 2022, respectively. |
Commitments, Contingencies and
Commitments, Contingencies and Litigation | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Litigation | Commitments, Contingencies and Litigation From time to time in the ordinary course of its business, the Company may be involved in legal and regulatory proceedings, the outcomes of which may not be determinable. The results of litigation and regulatory proceedings are inherently unpredictable. Any claims against the Company, whether meritorious or not, could be time consuming, result in costly litigation, require significant amounts of management time and result in diversion of significant resources. The Company is not able to estimate an aggregate amount or range of reasonably possible losses for those legal matters for which losses are not probable and estimable, primarily for the following reasons: (i) many of the relevant legal proceedings are in preliminary stages and, until such proceedings develop further, there is often uncertainty regarding the relevant facts and circumstances at issue and potential liability; and (ii) many of these proceedings involve matters of which the outcomes are inherently difficult to predict. The Company has insurance policies covering potential losses where such coverage is cost effective. The Company is not at this time involved in any proceedings that the Company currently believes could have a material effect on the Company’s financial condition, results of operations or cash flows. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted income per share assumes the issuance of potentially dilutive shares of common stock during the period. The following table reconciles the numerators and denominators of the basic and diluted income per share computations: Three Months Ended September 30, Nine Months Ended September 30, Numerator (in thousands) : 2021 2020 2021 2020 Net (loss) income: $ (448) $ 2,940 $ 1,033 $ 6,662 Denominator: Weighted average common shares outstanding: Basic 20,577,886 20,179,056 20,468,842 20,060,416 Dilutive effect of common stock equivalents — 1,484,358 1,526,374 1,577,065 Diluted 20,577,886 21,663,414 21,995,216 21,637,481 Net (loss) income per share: Basic $ (0.02) $ 0.15 $ 0.05 $ 0.33 Diluted $ (0.02) $ 0.14 $ 0.05 $ 0.31 For the three months ended September 30, 2021, all outstanding options and restricted stock units were anti-dilutive due to the Company's net losses for the period and therefore are not included in the calculation. For the nine months ended September 30, 2021, 0.3 million of outstanding options and restricted stock units with an exercise price above the current market value of the Company’s common stock were not included in the calculation because they would have an anti-dilutive effect. For both the three and nine months ended September 30, 2020, less than 0.1 million of outstanding options and restricted stock units with an exercise price above the current market value of the Company’s common stock were not included in the calculation because they would have an anti-dilutive effect. Share Repurchase Program On June 30, 2021, our Board of Directors approved a stock repurchase program (the “Share Repurchase Program”) authorizing the Company to repurchase up to $20.0 million of the Company’s outstanding common stock through June 30, 2024. The repurchase program will be subject to market conditions, the periodic capital needs of the Company’s operating activities, and the continued satisfaction of all covenants under the Company’s existing 2021 Credit Agreement. Repurchases under the program may take place in the open market or in privately negotiated transactions and may be made under a Rule |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company’s operating leases are primarily for office space, service facility centers and equipment under operating lease arrangements that expire at various dates over the next ten years. The Company’s leases do not contain any restrictive covenants. The Company’s office leases generally contain renewal options for periods ranging from one Payments due under the Company’s operating leases include fixed payments as well as variable payments. For the Company’s office leases, variable payments include amounts for the Company’s proportionate share of operating expenses, utilities, property taxes, insurance, common area maintenance and other facility-related expenses. For the Company’s equipment leases, variable payments may consist of sales taxes, property taxes and other fees. The components of lease costs for the three and nine months ended September 30, 2021 and 2020 are as follows (in thousands): Three Months Ended Nine Months Ended 2021 2020 2021 2020 Operating lease cost $ 302 $ 410 $ 998 $ 1,238 Variable lease cost 65 64 180 253 Total lease cost $ 367 $ 474 $ 1,178 $ 1,491 Supplemental cash flow information and non-cash activity related to the Company’s leases are as follows (in thousands): Nine Months Ended 2021 2020 Cash paid for amounts included in the measurement of lease liabilities and right of use assets: Operating cash flow from operating leases $ 993 $ 1,130 Right of use assets obtained in exchange for lease obligations: Operating leases $ 288 $ 260 Weighted average remaining lease terms and discount rates for the Company’s operating leases are as follows: As of September 30, 2021 2020 Years Years Weighted average remaining lease term: 6.3 7.1 Rate Rate Weighted average discount rate: 7.7% 7.8% Future maturities of lease liabilities as of September 30, 2021 are as follows (in thousands): Operating Leases 2021 $ 276 2022 1,183 2023 979 2024 949 2025 914 2026 and thereafter 2,253 Total undiscounted lease payments 6,554 Less: Imputed interest (2,290) Total lease liabilities $ 4,264 |
Business Segment Information
Business Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information The Company’s reportable segments are organized based on service platforms, with the ITS segment reflecting higher margin rental revenues that generally include payments made by third-party and direct payers and the DME Services segment reflecting lower margin product sales and direct payer rental revenues. Resources are allocated and performance is assessed for these segments by the Company’s Chief Executive Officer, whom the Company has determined to be its chief operating decision-maker. The Company believes that reporting performance at the gross profit level is the best indicator of segment performance. The financial information summarized below is presented by reportable segment for the three months ended September 30, 2021 and 2020: 2021 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 16,581 $ 9,985 $ — $ 26,566 Net revenues - internal — 1,440 (1,440) — Total net revenues 16,581 11,425 (1,440) 26,566 Gross profit 10,574 4,684 — 15,258 Selling, general and administrative expenses 15,609 15,609 Interest expense (270) (270) Other expense (44) (44) Benefit from income taxes 217 217 Net loss $ (448) Total assets $ 59,312 $ 33,474 $ 2,000 $ 94,786 Purchases of medical equipment $ 4,058 $ 644 $ — $ 4,702 Depreciation and amortization of intangible assets $ 2,785 $ 955 $ — $ 3,740 2020 (in thousands) ITS DME Services Corporate/Eliminations Total Net revenues - external $ 15,638 $ 9,487 $ — $ 25,125 Net revenues - internal — 1,459 (1,459) — Total net revenues 15,638 10,946 (1,459) 25,125 Gross profit 10,095 5,027 — 15,122 Selling, general and administrative expenses 11,869 11,869 Interest expense (283) (283) Other income 8 8 Provision for income taxes (38) (38) Net income $ 2,940 Total assets $ 51,547 $ 26,761 $ 2,000 $ 80,308 Purchases of medical equipment $ 1,685 $ 1,487 $ — $ 3,172 Depreciation and amortization of intangible assets $ 2,694 $ 866 $ — $ 3,560 The financial information summarized below is presented by reportable segment for the nine months ended September 30, 2021 and 2020: 2021 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 48,826 $ 27,037 $ — $ 75,863 Net revenues - internal — 4,484 (4,484) — Total net revenues 48,826 31,521 (4,484) 75,863 Gross profit 31,028 13,856 — 44,884 Selling, general and administrative expenses 43,666 43,666 Interest expense (909) (909) Other expense (150) (150) Benefit from income taxes 874 874 Net income $ 1,033 Total assets $ 59,312 $ 33,474 $ 2,000 $ 94,786 Purchases of medical equipment $ 7,550 $ 2,095 $ — $ 9,645 Depreciation and amortization of intangible assets $ 8,213 $ 2,756 $ — $ 10,969 2020 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 45,369 $ 27,308 $ — $ 72,677 Net revenues - internal — 3,955 (3,955) — Total net revenues 45,369 31,263 (3,955) 72,677 Gross profit 29,480 14,283 — 43,763 Selling, general and administrative expenses 35,971 35,971 Interest expense (1,018) (1,018) Other expense (20) (20) Provision for income taxes (92) (92) Net income $ 6,662 Total assets $ 51,547 $ 26,761 $ 2,000 $ 80,308 Purchases of medical equipment $ 6,705 $ 5,250 $ — $ 11,955 Depreciation and amortization of intangible assets $ 8,042 $ 2,450 $ — $ 10,492 |
COVID-19
COVID-19 | 9 Months Ended |
Sep. 30, 2021 | |
Covid-19 [Abstract] | |
Covid-19 | COVID-19On March 11, 2020, the World Health Organization declared the outbreak of coronavirus (“COVID-19”) as a pandemic, which has spread globally and throughout the United States. During the period of the pandemic, we took a number of precautionary and preemptive steps to protect the safety and well-being of our employees while ensuring continuity of service to our clients, including, transitioning our employees to a remote work environment, suspending employee travel, canceling participation in industry events and in-person group meetings, promoting social distancing and enhanced cleaning and sanitization efforts across office locations, and implementing protocols to quarantine employees who may have been exposed to COVID-19, or show relevant symptoms. We also continued to undertake preparedness plans at our facilities to maintain continuity of operations, which provide for flexible work arrangements without any significant disruptions to our business or control processes. Our management team is continuing to actively monitor the situation and is in constant communication with our workforce, customers and vendors. While the COVID-19 pandemic has not had any material unfavorable effects in our financial results for the three or nine months ended September 30, 2021, the extent of any future impact will depend on future developments, which are highly uncertain, cannot be predicted and could have a material adverse impact on our financial position, operating results and cash flows. |
Basis of Presentation, Nature_2
Basis of Presentation, Nature of Operations and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Derivatives Accounting Policy | Derivatives Accounting Policy The Company recognizes all derivative financial instruments as cash flow hedges which are shown as either assets or liabilities on the Company’s consolidated balance sheets at fair value. For derivative contracts which can be classified as a cash flow hedge, the effective portion of the change in fair value of the derivative is recorded to accumulated other comprehensive income (“AOCI”) in the consolidated balance sheets. The underlying hedge transaction is realized when the interest payments on debt are accrued; the applicable amount of gain or loss included in AOCI is reclassified into earnings in the consolidated statements of operations on the same line as the gain or loss on the hedged item attributable to the hedged risk. The cash flows from derivatives are classified as operating activities. The Company maintains a policy of requiring that all derivative instruments be governed by an International Swaps and Derivatives Association Master Agreement and settles on a net basis. The fair values of the Company’s derivative financial instruments are categorized as Level 2 of the fair value hierarchy as the values are derived using the market approach based on observable market inputs including quoted prices of similar instruments and interest rate forward curves. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the consideration paid and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates for both FilAMed and OB Healthcare (in thousands): FilAMed OB Healthcare Total Consideration Cash $ 1,400 $ 6,250 $ 7,650 Working capital (a) — 327 327 Contingent consideration — 750 750 Total - consideration $ 1,400 $ 7,327 $ 8,727 FilAMed OB Healthcare Total Acquisition Date Fair Value Accounts receivable (a) $ — $ 727 $ 727 Inventories 74 — 74 Medical equipment held for sale or rental 40 — 40 Property and equipment 102 59 161 Intangible assets 1,015 3,000 4,015 Goodwill 169 3,541 3,710 Operating lease right of use assets 281 7 288 Operating lease liabilities (281) (7) (288) Total - purchase price (a) $ 1,400 $ 7,327 $ 8,727 (a) Amount based on preliminary working capital. |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the consideration paid and the allocation of the purchase price to the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates for both FilAMed and OB Healthcare (in thousands): FilAMed OB Healthcare Total Consideration Cash $ 1,400 $ 6,250 $ 7,650 Working capital (a) — 327 327 Contingent consideration — 750 750 Total - consideration $ 1,400 $ 7,327 $ 8,727 FilAMed OB Healthcare Total Acquisition Date Fair Value Accounts receivable (a) $ — $ 727 $ 727 Inventories 74 — 74 Medical equipment held for sale or rental 40 — 40 Property and equipment 102 59 161 Intangible assets 1,015 3,000 4,015 Goodwill 169 3,541 3,710 Operating lease right of use assets 281 7 288 Operating lease liabilities (281) (7) (288) Total - purchase price (a) $ 1,400 $ 7,327 $ 8,727 (a) Amount based on preliminary working capital. |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The following table shows the breakdown of the identified intangible assets acquired into major intangible asset classes for both acquisitions: Acquisition Date Fair Value (Thousands) Weighted-Average Amortization Period (Years) Customer relationships $ 2,300 15 Unpatented technology 943 7 Non-competition agreements 472 5 Internal-use software 300 5 Total intangible assets (a) $ 4,015 11.2 (a) There was no residual value, renewal terms or extensions associated with any intangible assets acquired. |
Business Acquisition, Pro Forma Information | The following pro forma financial information presented also includes the pro forma depreciation and amortization charges from acquired tangible and intangible assets for the three and nine months ended September 30, 2021 and 2020 (in thousands): Three Months Ended Nine Months Ended 2021 2020 2021 2020 Revenue $ 26,566 $ 25,731 $ 76,633 $ 75,270 Net income $ (373) $ 2,691 $ 1,268 $ 6,120 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s disaggregated revenue by offering type (in thousands): Three Months Ended 2021 2020 Total Net Revenues Percentage of Total Net Revenues Total Net Revenues Percentage of Total Net Revenues Third-Party Payer Rentals $ 13,512 50.9 % $ 12,672 50.4 % Direct Payer Rentals 8,655 32.6 % 7,933 31.6 % Product Sales 4,399 16.5 % 4,520 18.0 % Total $ 26,566 100.0 % $ 25,125 100.0 % Nine Months Ended 2021 2020 Total Net Revenues Percentage of Total Net Revenues Total Net Revenues Percentage of Total Net Revenues Third-Party Payer Rentals $ 39,436 52.0 % $ 36,660 50.4 % Direct Payer Rentals 25,095 33.1 % 22,733 31.3 % Product Sales 11,332 14.9 % 13,284 18.3 % Total $ 75,863 100.0 % $ 72,677 100.0 % |
Medical Equipment (Tables)
Medical Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Medical Equipment [Abstract] | |
Schedule of Medical Equipment | Medical equipment consisted of the following (in thousands): September 30, December 31, 2020 Medical equipment for sale or rental $ 1,592 $ 1,636 Medical equipment for sale or rental - pump reserve (52) (33) Medical equipment for sale or rental - net 1,540 1,603 Medical equipment in rental service 88,107 83,411 Medical equipment in rental service - pump reserve (1,356) (893) Accumulated depreciation (50,320) (46,907) Medical equipment in rental service - net 36,431 35,611 Total $ 37,971 $ 37,214 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Assets Accumulated Depreciation Total Gross Assets Accumulated Depreciation Total Furniture, fixtures, and equipment $ 4,535 $ (2,411) $ 2,124 $ 3,742 $ (2,018) $ 1,724 Automobiles 117 (110) 7 117 (102) 15 Leasehold improvements 3,418 (1,123) 2,295 3,416 (859) 2,557 Total $ 8,070 $ (3,644) $ 4,426 $ 7,275 $ (2,979) $ 4,296 |
Goodwill & Intangible Assets (T
Goodwill & Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying value of goodwill by segment for the nine months ended September 30, 2021 are as follows (in thousands): DME Services (a) Balance as of December 31, 2020 $ — Goodwill acquired 3,710 Balance as of September 30, 2021 $ 3,710 (a) No goodwill allocated to the ITS segment. |
Carrying Amount and Accumulated Amortization of Identifiable Intangible Assets | The carrying amount and accumulated amortization of intangible assets consisted of the following (in thousands): September 30, 2021 December 31, 2020 Gross Assets Accumulated Amortization Net Gross Assets Accumulated Amortization Net Nonamortizable intangible assets Trade names $ 2,000 $ 2,000 $ 2,000 $ — $ 2,000 Amortizable intangible assets: Trade names 23 (23) — 23 (23) — Physician and customer relationships 38,834 (30,769) 8,065 36,534 (28,924) 7,610 Non-competition agreements 472 (43) 429 — — — Unpatented technology 943 (90) 853 — — — Software 11,530 (10,949) 581 11,230 (9,663) 1,567 Total nonamortizable and amortizable intangible assets $ 53,802 $ (41,874) $ 11,928 $ 49,787 $ (38,610) $ 11,177 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Expected remaining annual amortization expense for the next five years for intangible assets recorded as of September 30, 2021 is as follows (in thousands): 2021 2022 2023 2024 2025 2026 and thereafter Total Amortization expense $ 998 $ 2,494 $ 990 $ 990 $ 810 $ 3,646 $ 9,928 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | The following table illustrates the net availability under the revolving credit facilities as of the applicable balance sheet date (in thousands): September 30, December 31, Revolving Facility: Gross availability $ 75,000 $ 11,750 Outstanding draws (30,804) — Letter of credit (800) (800) Landlord reserves — (162) Availability on Revolving Facility $ 43,396 $ 10,788 |
Schedule of Maturities of Long-term Debt | The Company had future maturities of its long-term debt as of September 30, 2021 as follows (in thousands): 2021 2022 2023 2024 2025 and thereafter Total Revolving Facility $ — $ — $ — $ — $ 30,804 $ 30,804 Other financing 188 222 — — — 410 Total $ 188 $ 222 $ — $ — $ 30,804 $ 31,214 |
Schedule of Debt | The following is a breakdown of the Company’s current and long-term debt (in thousands): September 30, 2021 December 31, 2020 Current Portion Long-Term Portion Total Current Portion Long-Term Portion Total Revolving Facility $ — $ 30,804 $ 30,804 $ — $ — $ — Term loan — — — 4,615 17,305 21,920 Equipment line — — — 1,600 4,400 6,000 2019 equipment line — — — 2,500 7,500 10,000 Other financing 410 — 410 725 222 947 410 30,804 31,214 9,440 29,427 38,867 Unamortized value of debt issuance costs (74) (245) (319) (17) (49) (66) Total $ 336 $ 30,559 $ 30,895 $ 9,423 $ 29,378 $ 38,801 |
Derivative Financial Instrume_2
Derivative Financial Instruments and Hedging Activities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The table below presents the location and gross fair value amounts of our derivative financial instruments and the associated notional amounts designated as cash flow hedges (in thousands): September 30, 2021 (a) Balance Sheet Location Notional Fair Value Derivative Assets Derivatives designated as hedges: Cash flow hedges Interest rate swaps Other assets $ 20,000 $ 93 (a) No derivative instruments existed at December 31, 2020. |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) | The table below presents the effect of our derivative financial instruments designated as hedging instruments in AOCI (in thousands): Three Months Ended Nine Months Ended Gain on cash flow hedges - interest rate swaps Beginning balance $ 39 $ — Unrealized gain recognized in AOCI 9 20 Amounts reclassified to interest expense (b)(c) 32 73 Tax provision (10) (23) Ending balance $ 70 $ 70 (a) No derivative instruments existed for the three and nine months ended September 30, 2020. (b) Positive amounts represented interest expense. Total interest expense as presented in the consolidated statement of operations for the three and nine months ended September 30, 2021 were $0.3 million and $0.9 million, respectively. (c) $0.1 million of expense is expected to be reclassified into earnings within the next 12 months. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table reconciles the numerators and denominators of the basic and diluted income per share computations: Three Months Ended September 30, Nine Months Ended September 30, Numerator (in thousands) : 2021 2020 2021 2020 Net (loss) income: $ (448) $ 2,940 $ 1,033 $ 6,662 Denominator: Weighted average common shares outstanding: Basic 20,577,886 20,179,056 20,468,842 20,060,416 Dilutive effect of common stock equivalents — 1,484,358 1,526,374 1,577,065 Diluted 20,577,886 21,663,414 21,995,216 21,637,481 Net (loss) income per share: Basic $ (0.02) $ 0.15 $ 0.05 $ 0.33 Diluted $ (0.02) $ 0.14 $ 0.05 $ 0.31 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Lease, Cost | The components of lease costs for the three and nine months ended September 30, 2021 and 2020 are as follows (in thousands): Three Months Ended Nine Months Ended 2021 2020 2021 2020 Operating lease cost $ 302 $ 410 $ 998 $ 1,238 Variable lease cost 65 64 180 253 Total lease cost $ 367 $ 474 $ 1,178 $ 1,491 Supplemental cash flow information and non-cash activity related to the Company’s leases are as follows (in thousands): Nine Months Ended 2021 2020 Cash paid for amounts included in the measurement of lease liabilities and right of use assets: Operating cash flow from operating leases $ 993 $ 1,130 Right of use assets obtained in exchange for lease obligations: Operating leases $ 288 $ 260 Weighted average remaining lease terms and discount rates for the Company’s operating leases are as follows: As of September 30, 2021 2020 Years Years Weighted average remaining lease term: 6.3 7.1 Rate Rate Weighted average discount rate: 7.7% 7.8% |
Lessee, Operating Lease, Liability, Maturity | Future maturities of lease liabilities as of September 30, 2021 are as follows (in thousands): Operating Leases 2021 $ 276 2022 1,183 2023 979 2024 949 2025 914 2026 and thereafter 2,253 Total undiscounted lease payments 6,554 Less: Imputed interest (2,290) Total lease liabilities $ 4,264 |
Business Segment Information (T
Business Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The financial information summarized below is presented by reportable segment for the three months ended September 30, 2021 and 2020: 2021 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 16,581 $ 9,985 $ — $ 26,566 Net revenues - internal — 1,440 (1,440) — Total net revenues 16,581 11,425 (1,440) 26,566 Gross profit 10,574 4,684 — 15,258 Selling, general and administrative expenses 15,609 15,609 Interest expense (270) (270) Other expense (44) (44) Benefit from income taxes 217 217 Net loss $ (448) Total assets $ 59,312 $ 33,474 $ 2,000 $ 94,786 Purchases of medical equipment $ 4,058 $ 644 $ — $ 4,702 Depreciation and amortization of intangible assets $ 2,785 $ 955 $ — $ 3,740 2020 (in thousands) ITS DME Services Corporate/Eliminations Total Net revenues - external $ 15,638 $ 9,487 $ — $ 25,125 Net revenues - internal — 1,459 (1,459) — Total net revenues 15,638 10,946 (1,459) 25,125 Gross profit 10,095 5,027 — 15,122 Selling, general and administrative expenses 11,869 11,869 Interest expense (283) (283) Other income 8 8 Provision for income taxes (38) (38) Net income $ 2,940 Total assets $ 51,547 $ 26,761 $ 2,000 $ 80,308 Purchases of medical equipment $ 1,685 $ 1,487 $ — $ 3,172 Depreciation and amortization of intangible assets $ 2,694 $ 866 $ — $ 3,560 The financial information summarized below is presented by reportable segment for the nine months ended September 30, 2021 and 2020: 2021 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 48,826 $ 27,037 $ — $ 75,863 Net revenues - internal — 4,484 (4,484) — Total net revenues 48,826 31,521 (4,484) 75,863 Gross profit 31,028 13,856 — 44,884 Selling, general and administrative expenses 43,666 43,666 Interest expense (909) (909) Other expense (150) (150) Benefit from income taxes 874 874 Net income $ 1,033 Total assets $ 59,312 $ 33,474 $ 2,000 $ 94,786 Purchases of medical equipment $ 7,550 $ 2,095 $ — $ 9,645 Depreciation and amortization of intangible assets $ 8,213 $ 2,756 $ — $ 10,969 2020 (in thousands) ITS DME Services Corporate/ Eliminations Total Net revenues - external $ 45,369 $ 27,308 $ — $ 72,677 Net revenues - internal — 3,955 (3,955) — Total net revenues 45,369 31,263 (3,955) 72,677 Gross profit 29,480 14,283 — 43,763 Selling, general and administrative expenses 35,971 35,971 Interest expense (1,018) (1,018) Other expense (20) (20) Provision for income taxes (92) (92) Net income $ 6,662 Total assets $ 51,547 $ 26,761 $ 2,000 $ 80,308 Purchases of medical equipment $ 6,705 $ 5,250 $ — $ 11,955 Depreciation and amortization of intangible assets $ 8,042 $ 2,450 $ — $ 10,492 |
Business Combinations (Details
Business Combinations (Details Textual) - USD ($) $ in Thousands | Apr. 18, 2021 | Sep. 30, 2021 | Sep. 30, 2021 |
Statement [Line Items] | |||
Acquisition costs and non-recurring expenses | $ 200 | ||
Payments to acquire businesses | 7,650 | ||
FilAMed | |||
Statement [Line Items] | |||
Payments to acquire businesses | 1,400 | ||
OB Healthcare | |||
Statement [Line Items] | |||
Payments to acquire businesses | $ 6,100 | $ 100 | 6,250 |
Contingent consideration and working capital | 1,100 | 1,100 | |
OB Healthcare | Other Current Liabilities | |||
Statement [Line Items] | |||
Working capital adjustment | 300 | ||
Contingent consideration | $ 800 | ||
General and Administrative Expense | |||
Statement [Line Items] | |||
Pro forma acquisition cost and non-recurring expense | $ 100 | $ 200 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Apr. 18, 2021 | Sep. 30, 2021 | Sep. 30, 2021 |
Statement [Line Items] | |||
Cash | $ 7,650 | ||
Working capital | 327 | ||
Contingent consideration | 750 | ||
Total - consideration | 8,727 | ||
FilAMed | |||
Statement [Line Items] | |||
Cash | 1,400 | ||
Working capital | 0 | ||
Contingent consideration | 0 | ||
Total - consideration | 1,400 | ||
OB Healthcare | |||
Statement [Line Items] | |||
Cash | $ 6,100 | $ 100 | 6,250 |
Working capital | 327 | ||
Contingent consideration | 750 | ||
Total - consideration | $ 7,327 |
Business Combinations - Assets
Business Combinations - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Apr. 18, 2021 | Jan. 31, 2021 | Dec. 31, 2020 |
Statement [Line Items] | ||||
Accounts receivable | $ 727 | |||
Inventories | 74 | |||
Medical equipment held for sale or rental | 40 | |||
Property and equipment | 161 | |||
Intangible assets | 4,015 | |||
Goodwill | 3,710 | $ 0 | ||
Operating lease right of use assets | 288 | |||
Operating lease liabilities | (288) | |||
Total - purchase price | $ 8,727 | |||
FilAMed | ||||
Statement [Line Items] | ||||
Accounts receivable | $ 0 | |||
Inventories | 74 | |||
Medical equipment held for sale or rental | 40 | |||
Property and equipment | 102 | |||
Intangible assets | 1,015 | |||
Goodwill | 169 | |||
Operating lease right of use assets | 281 | |||
Operating lease liabilities | (281) | |||
Total - purchase price | $ 1,400 | |||
OB Healthcare | ||||
Statement [Line Items] | ||||
Accounts receivable | $ 727 | |||
Inventories | 0 | |||
Medical equipment held for sale or rental | 0 | |||
Property and equipment | 59 | |||
Intangible assets | 3,000 | |||
Goodwill | 3,541 | |||
Operating lease right of use assets | 7 | |||
Operating lease liabilities | (7) | |||
Total - purchase price | $ 7,327 |
Business Combinations - Intangi
Business Combinations - Intangible Assets Acquired (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Statement [Line Items] | |
Acquisition date fair value | $ 4,015 |
Weighted average amortization period | 11 years 2 months 12 days |
Physician and customer relationships | |
Statement [Line Items] | |
Acquisition date fair value | $ 2,300 |
Weighted average amortization period | 15 years |
Unpatented technology | |
Statement [Line Items] | |
Acquisition date fair value | $ 943 |
Weighted average amortization period | 7 years |
Non-competition agreements | |
Statement [Line Items] | |
Acquisition date fair value | $ 472 |
Weighted average amortization period | 5 years |
Software | |
Statement [Line Items] | |
Acquisition date fair value | $ 300 |
Weighted average amortization period | 5 years |
Business Combinations - Pro For
Business Combinations - Pro Forma Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Business Combination and Asset Acquisition [Abstract] | ||||
Revenue | $ 26,566 | $ 25,731 | $ 76,633 | $ 75,270 |
Net income | $ (373) | $ 2,691 | $ 1,268 | $ 6,120 |
Revenue Recognition (Details Te
Revenue Recognition (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 26,566 | $ 25,125 | $ 75,863 | $ 72,677 |
Direct Payer Rentals | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 8,655 | 7,933 | 25,095 | 22,733 |
Direct Payer Rentals | ITS Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 3,100 | 3,000 | 9,400 | 8,700 |
Direct Payer Rentals | DME Services Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 5,600 | $ 4,900 | $ 15,700 | $ 14,000 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregated Revenue by Revenue Stream (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 26,566 | $ 25,125 | $ 75,863 | $ 72,677 |
Third-Party Payor Rental Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 13,512 | 12,672 | 39,436 | 36,660 |
Direct Payer Rentals | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 8,655 | 7,933 | 25,095 | 22,733 |
Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 4,399 | $ 4,520 | $ 11,332 | $ 13,284 |
Revenue Benchmark | Customer Concentration Risk | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 100.00% | 100.00% | 100.00% | 100.00% |
Revenue Benchmark | Customer Concentration Risk | Third-Party Payor Rental Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 50.90% | 50.40% | 52.00% | 50.40% |
Revenue Benchmark | Customer Concentration Risk | Direct Payer Rentals | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 32.60% | 31.60% | 33.10% | 31.30% |
Revenue Benchmark | Customer Concentration Risk | Product Sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Concentration risk | 16.50% | 18.00% | 14.90% | 18.30% |
Medical Equipment (Details Text
Medical Equipment (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Medical Equipment [Abstract] | ||||
Depreciation Expense Related to Medical Equipment | $ 2.4 | $ 2.3 | $ 7 | $ 6.7 |
Medical Equipment - Summary of
Medical Equipment - Summary of Medical Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Medical Equipment [Abstract] | ||
Medical equipment for sale or rental | $ 1,592 | $ 1,636 |
Medical equipment for sale or rental - pump reserve | (52) | (33) |
Medical equipment for sale or rental - net | 1,540 | 1,603 |
Medical equipment in rental service | 88,107 | 83,411 |
Medical equipment in rental service - pump reserve | (1,356) | (893) |
Accumulated depreciation | (50,320) | (46,907) |
Medical equipment in rental service - net | 36,431 | 35,611 |
Total | $ 37,971 | $ 37,214 |
Property and Equipment (Details
Property and Equipment (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 0.2 | $ 0.2 | $ 0.7 | $ 0.6 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Gross Assets | $ 8,070 | $ 7,275 |
Accumulated Depreciation | (3,644) | (2,979) |
Property & equipment, net of accumulated depreciation | 4,426 | 4,296 |
Furniture, fixtures, and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Gross Assets | 4,535 | 3,742 |
Accumulated Depreciation | (2,411) | (2,018) |
Property & equipment, net of accumulated depreciation | 2,124 | 1,724 |
Automobiles | ||
Property, Plant and Equipment [Line Items] | ||
Gross Assets | 117 | 117 |
Accumulated Depreciation | (110) | (102) |
Property & equipment, net of accumulated depreciation | 7 | 15 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Gross Assets | 3,418 | 3,416 |
Accumulated Depreciation | (1,123) | (859) |
Property & equipment, net of accumulated depreciation | $ 2,295 | $ 2,557 |
Goodwill & Intangible Assets (D
Goodwill & Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Goodwill [Line Items] | |||||
Goodwill | $ 3,710 | $ 3,710 | $ 0 | ||
Amortization of intangibles | $ 1,125 | $ 1,075 | $ 3,264 | $ 3,225 |
Goodwill & Intangible Assets -
Goodwill & Intangible Assets - Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 0 |
Goodwill, ending balance | 3,710 |
DME Services Segment | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 0 |
Goodwill acquired | 3,710 |
Goodwill, ending balance | $ 3,710 |
Goodwill & Intangible Assets _2
Goodwill & Intangible Assets - Summary of Carrying Amount and Accumulated Amortization of Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Goodwill [Line Items] | ||
Trade names | $ 2,000 | $ 2,000 |
Accumulated Amortization | (41,874) | (38,610) |
Total | 9,928 | |
Total nonamortizable and amortizable intangible assets | 53,802 | 49,787 |
Net | 11,928 | 11,177 |
Trade names | ||
Goodwill [Line Items] | ||
Amortizable intangible assets: | 23 | 23 |
Accumulated Amortization | (23) | (23) |
Total | 0 | 0 |
Physician and customer relationships | ||
Goodwill [Line Items] | ||
Amortizable intangible assets: | 38,834 | 36,534 |
Accumulated Amortization | (30,769) | (28,924) |
Total | 8,065 | 7,610 |
Non-competition agreements | ||
Goodwill [Line Items] | ||
Amortizable intangible assets: | 472 | 0 |
Accumulated Amortization | (43) | 0 |
Total | 429 | 0 |
Unpatented technology | ||
Goodwill [Line Items] | ||
Amortizable intangible assets: | 943 | 0 |
Accumulated Amortization | (90) | 0 |
Total | 853 | 0 |
Software | ||
Goodwill [Line Items] | ||
Amortizable intangible assets: | 11,530 | 11,230 |
Accumulated Amortization | (10,949) | (9,663) |
Total | $ 581 | $ 1,567 |
Goodwill & Intangible Assets _3
Goodwill & Intangible Assets - Expected Annual Amortization Expense for Intangible Assets (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 998 |
2022 | 2,494 |
2023 | 990 |
2024 | 990 |
2025 | 810 |
2026 and thereafter | 3,646 |
Total | $ 9,928 |
Debt (Details Textual)
Debt (Details Textual) | Feb. 05, 2021USD ($) | Apr. 15, 2019USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | ||||
Outstanding borrowings | $ 31,214,000 | $ 38,867,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Long-term line of credit | 30,804,000 | 0 | ||
Letters of credit outstanding | 800,000 | 800,000 | ||
Gross availability | 75,000,000 | 11,750,000 | ||
Outstanding borrowings | $ 30,804,000 | 0 | ||
The 2021 Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Percentage of total depreciation expense | 50.00% | |||
Debt instrument, covenant, minimum fixed coverage ratio | 1.20 | |||
Debt instrument, covenant, maximum leverage ratio | 3.50 | |||
The 2021 Credit Agreement | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Effective percentage | 2.09% | |||
LIBOR rate | 0.09% | |||
The 2021 Credit Agreement | ABR Loans | ||||
Debt Instrument [Line Items] | ||||
Effective percentage | 4.25% | |||
Lender prime rate | 3.25% | |||
The 2021 Credit Agreement | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
The 2021 Credit Agreement | Base Rate | ABR Loans | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
The 2021 Credit Agreement | Minimum | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
The 2021 Credit Agreement | Minimum | Base Rate | ABR Loans | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.00% | |||
The 2021 Credit Agreement | Maximum | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.00% | |||
The 2021 Credit Agreement | Maximum | Base Rate | ABR Loans | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
The 2021 Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 75,000,000 | |||
Revolving credit facility | 25,000,000 | |||
Borrowings under revolving credit facility | 30,000,000 | |||
The 2021 Credit Agreement | Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | 7,000,000 | |||
The 2015 Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Long-term line of credit | 800,000 | |||
The 2015 Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Repayments | $ 8,200,000 | |||
Three Term Notes Associated With the 2015 Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Term notes | $ 37,900,000 | |||
Credit Facility | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Effective percentage | 2.19% | |||
LIBOR rate | 0.19% | |||
Credit Facility | CB Floating Rate Loan | ||||
Debt Instrument [Line Items] | ||||
Effective percentage | 2.25% | |||
Credit Facility | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
Credit Facility | London Interbank Offered Rate (LIBOR) | CB Floating Rate Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate, before margin rate | 2.50% | |||
Credit Facility | CB Floating Rate | CB Floating Rate Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | (1.00%) | |||
Lender prime rate | 3.25% | |||
Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.00% | |||
Credit Facility | Minimum | Greater of Prime Rate or LIBOR Plus 2.5% | CB Floating Rate Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | (1.00%) | |||
Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | Eurodollar Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.00% | |||
Credit Facility | Maximum | Greater of Prime Rate or LIBOR Plus 2.5% | CB Floating Rate Loan | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.25% | |||
Credit Facility | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 11,800,000 | |||
Letters of credit outstanding | 1,000,000 | |||
Line of credit facility, borrowing base | 15,600,000 | |||
Financing Agreement | ||||
Debt Instrument [Line Items] | ||||
Outstanding borrowings | $ 410,000 | $ 947,000 | ||
Financing Agreement | Medical Equipment | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility | $ 2,000,000 | |||
Debt term | 36 months | |||
Outstanding borrowings | $ 400,000 |
Debt - Summary of Revolver Base
Debt - Summary of Revolver Based Upon Borrowers' Eligible Accounts Receivable and Inventory (Details) - Revolving Credit Facility - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Gross availability | $ 75,000 | $ 11,750 |
Outstanding draws | (30,804) | 0 |
Letter of credit | (800) | (800) |
Landlord reserves | 0 | (162) |
Availability on Revolving Facility | $ 43,396 | $ 10,788 |
Debt - Summary of Future Maturi
Debt - Summary of Future Maturities of Loans (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Remainder of fiscal year | $ 188 | |
2022 | 222 | |
2023 | 0 | |
2024 | 0 | |
2025 and thereafter | 30,804 | |
Total | 31,214 | $ 38,867 |
Financing Agreement | ||
Debt Instrument [Line Items] | ||
Remainder of fiscal year | 188 | |
2022 | 222 | |
2023 | 0 | |
2024 | 0 | |
2025 and thereafter | 0 | |
Total | 410 | 947 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Remainder of fiscal year | 0 | |
2022 | 0 | |
2023 | 0 | |
2024 | 0 | |
2025 and thereafter | 30,804 | |
Total | $ 30,804 | $ 0 |
Debt - Summary of Company's Cur
Debt - Summary of Company's Current and Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Current Portion | $ 410 | $ 9,440 |
Long-Term Portion | 30,804 | 29,427 |
Total | 31,214 | 38,867 |
Unamortized value of the debt issuance costs, current portion of long-term debt | (74) | (17) |
Unamortized value of the debt issuance costs, long-term debt | (245) | (49) |
Unamortized value of the debt issuance costs, Total | (319) | (66) |
Current portion of long-term debt | 336 | 9,423 |
Long-term debt | 30,559 | 29,378 |
Total | 30,895 | 38,801 |
Financing Agreement | ||
Debt Instrument [Line Items] | ||
Current Portion | 410 | 725 |
Long-Term Portion | 0 | 222 |
Total | 410 | 947 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Current Portion | 0 | 4,615 |
Long-Term Portion | 0 | 17,305 |
Total | 0 | 21,920 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Current Portion | 0 | 0 |
Long-Term Portion | 30,804 | 0 |
Total | 30,804 | 0 |
Equipment Line | ||
Debt Instrument [Line Items] | ||
Current Portion | 0 | 1,600 |
Long-Term Portion | 0 | 4,400 |
Total | 0 | 6,000 |
The 2019 Equipment Line | ||
Debt Instrument [Line Items] | ||
Current Portion | 0 | 2,500 |
Long-Term Portion | 0 | 7,500 |
Total | $ 0 | $ 10,000 |
Derivative Financial Instrume_3
Derivative Financial Instruments and Hedging Activities (Details Textual) - Interest Rate Swap - Designated as Hedging Instrument - Cash Flow Hedging $ in Thousands | Feb. 05, 2021agreements | Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) |
Derivative [Line Items] | |||
Interest rate swap | agreements | 2 | ||
Term of contract (year) | 5 years | ||
Fixed interest rate | 0.73% | ||
Net hedge ineffectiveness gain (loss) | $ | $ 0 | $ 0 |
Derivative Financial Instrume_4
Derivative Financial Instruments and Hedging Activities - Fair Value and Notional Amounts of Cash Flow Hedges (Details) - Cash Flow Hedging - Interest Rate Swap - Designated as Hedging Instrument - Other Noncurrent Assets $ in Thousands | Sep. 30, 2021USD ($) |
Derivative [Line Items] | |
Notional | $ 20,000 |
Fair Value Derivative Assets | $ 93 |
Derivative Financial Instrume_5
Derivative Financial Instruments and Hedging Activities - Derivative Financial Instruments Designated as Hedging Instruments in AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative [Line Items] | ||||
Beginning balance | $ 44,700 | $ 26,202 | $ 40,752 | $ 22,334 |
Ending balance | 46,455 | 29,389 | 46,455 | 29,389 |
Interest expense | 270 | $ 283 | 909 | $ 1,018 |
Interest Rate Swap | Cash Flow Hedging | Designated as Hedging Instrument | ||||
Derivative [Line Items] | ||||
Reclassified within twelve months | 100 | |||
Gain/(loss) on cash flow hedges | ||||
Derivative [Line Items] | ||||
Beginning balance | 39 | 0 | ||
Unrealized gain recognized in AOCI | 9 | 20 | ||
Amounts reclassified to interest expense | 32 | 73 | ||
Tax provision | (10) | (23) | ||
Ending balance | $ 70 | $ 70 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Tax Contingency [Line Items] | ||||
Income tax expense (benefit) | $ (217) | $ 38 | $ (874) | $ 92 |
Other Liabilities | ||||
Income Tax Contingency [Line Items] | ||||
Payroll taxes | $ 700 | $ 700 | ||
Maximum | ||||
Income Tax Contingency [Line Items] | ||||
Income tax expense (benefit) | $ 100 | $ 100 |
Earnings Per Share (Details Tex
Earnings Per Share (Details Textual) - USD ($) shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 0.1 | 0.3 | 0.1 | |
Stock Repurchase Program, Authorized Amount | $ 20,000,000 |
Earnings Per Share - Calculatio
Earnings Per Share - Calculation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ (448) | $ 2,940 | $ 1,033 | $ 6,662 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 20,577,886 | 20,179,056 | 20,468,842 | 20,060,416 |
Dilutive effect of common stock equivalents (in shares) | 0 | 1,484,358 | 1,526,374 | 1,577,065 |
Diluted (in shares) | 20,577,886 | 21,663,414 | 21,995,216 | 21,637,481 |
Basic (in dollars per share) | $ (0.02) | $ 0.15 | $ 0.05 | $ 0.33 |
Diluted (in dollars per share) | $ (0.02) | $ 0.14 | $ 0.05 | $ 0.31 |
Leases (Details Textual)
Leases (Details Textual) - Office Leases With Renewal Options Not Reasonably Certain to Exercise | Sep. 30, 2021 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Renewal Term (Year) | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Renewal Term (Year) | 5 years |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 302 | $ 410 | $ 998 | $ 1,238 |
Variable lease cost | 65 | 64 | 180 | 253 |
Total lease cost | $ 367 | $ 474 | 1,178 | 1,491 |
Operating cash flow from operating leases | 993 | 1,130 | ||
Operating leases | $ 288 | $ 260 | ||
Weighted average remaining lease term: | 6 years 3 months 18 days | 7 years 1 month 6 days | 6 years 3 months 18 days | 7 years 1 month 6 days |
Weighted average discount rate: | 7.70% | 7.80% | 7.70% | 7.80% |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Leases [Abstract] | |
2021 | $ 276 |
2022 | 1,183 |
2023 | 979 |
2024 | 949 |
2025 | 914 |
2026 and thereafter | 2,253 |
Total undiscounted lease payments | 6,554 |
Less: Imputed interest | (2,290) |
Total lease liabilities | $ 4,264 |
Business Segment Information (D
Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||||
Net revenues - external | $ 26,566 | $ 25,125 | $ 75,863 | $ 72,677 | |
Net revenues - internal | 0 | 0 | 0 | 0 | |
Total net revenues | 26,566 | 25,125 | 75,863 | 72,677 | |
Gross profit | 15,258 | 15,122 | 44,884 | 43,763 | |
Selling, general and administrative expenses | 15,609 | 11,869 | 43,666 | 35,971 | |
Interest expense | (270) | (283) | (909) | (1,018) | |
Other (expense) income | (44) | 8 | (150) | (20) | |
Benefit from income taxes | 217 | (38) | 874 | (92) | |
Net (loss) income | (448) | 2,940 | 1,033 | 6,662 | |
Total assets | 94,786 | 80,308 | 94,786 | 80,308 | $ 96,991 |
Purchases of medical equipment | 4,702 | 3,172 | 9,645 | 11,955 | |
Depreciation and amortization of intangible assets | 3,740 | 3,560 | 10,969 | 10,492 | |
Corporate and Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues - external | 0 | 0 | 0 | 0 | |
Net revenues - internal | (1,440) | (1,459) | (4,484) | (3,955) | |
Total net revenues | (1,440) | (1,459) | (4,484) | (3,955) | |
Gross profit | 0 | 0 | 0 | 0 | |
Selling, general and administrative expenses | 15,609 | 11,869 | 43,666 | 35,971 | |
Interest expense | (270) | (283) | (909) | (1,018) | |
Other (expense) income | (44) | 8 | (150) | (20) | |
Benefit from income taxes | 217 | (38) | 874 | (92) | |
Total assets | 2,000 | 2,000 | 2,000 | 2,000 | |
Purchases of medical equipment | 0 | 0 | 0 | 0 | |
Depreciation and amortization of intangible assets | 0 | 0 | 0 | 0 | |
ITS Segment | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues - external | 16,581 | 15,638 | 48,826 | 45,369 | |
Net revenues - internal | 0 | 0 | 0 | 0 | |
Total net revenues | 16,581 | 15,638 | 48,826 | 45,369 | |
Gross profit | 10,574 | 10,095 | 31,028 | 29,480 | |
Total assets | 59,312 | 51,547 | 59,312 | 51,547 | |
Purchases of medical equipment | 4,058 | 1,685 | 7,550 | 6,705 | |
Depreciation and amortization of intangible assets | 2,785 | 2,694 | 8,213 | 8,042 | |
DME Services Segment | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net revenues - external | 9,985 | 9,487 | 27,037 | 27,308 | |
Net revenues - internal | 1,440 | 1,459 | 4,484 | 3,955 | |
Total net revenues | 11,425 | 10,946 | 31,521 | 31,263 | |
Gross profit | 4,684 | 5,027 | 13,856 | 14,283 | |
Total assets | 33,474 | 26,761 | 33,474 | 26,761 | |
Purchases of medical equipment | 644 | 1,487 | 2,095 | 5,250 | |
Depreciation and amortization of intangible assets | $ 955 | $ 866 | $ 2,756 | $ 2,450 |