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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| þ | Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 |
For the quarterly period ended March 31, 2008
or
| o | Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 for the transition period from to |
Commission file number: 1-13738
PSYCHEMEDICS CORPORATION
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 58-1701987 | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
| 125 Nagog Park Acton, MA | 01720 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number including area code: (978) 206-8220
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesþ Noo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filero | Accelerated filero | Non-accelerated filero | Smaller reporting companyþ | |||
| (Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).
Yes o No þ
The number of shares of Common Stock of the Registrant, par value $0.005 per share, outstanding at May 9, 2008 was 5,216,101.
PSYCHEMEDICS CORPORATION
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2008
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2008
INDEX
| Page | ||||||||
PART I — FINANCIAL INFORMATION | ||||||||
Item 1 — Financial Statements (Unaudited) | ||||||||
| 3 | ||||||||
| 4 | ||||||||
| 5 | ||||||||
| 6 | ||||||||
| 13 | ||||||||
| 13 | ||||||||
| 14 | ||||||||
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| 18 | ||||||||
| 19 | ||||||||
| 19 | ||||||||
| 19 | ||||||||
| 20 | ||||||||
| 21 | ||||||||
| EX-31.1 SECTION 302 CERTIFICATION OF THE CEO | ||||||||
| EX-31.2 SECTION 302 CERTIFICATION OF THE CFO | ||||||||
| EX-32.1 SECTION 906 CERTIFICATION OF THE CEO | ||||||||
| EX-32.2 SECTION 906 CERTIFICATION OF THE CFO | ||||||||
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PSYCHEMEDICS CORPORATION
CONDENSED BALANCE SHEETS
(In Thousands, Except Per Share Amounts)
| March 31, | December 31, | |||||||
| 2008 | 2007 | |||||||
| (Unaudited) | ||||||||
ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 6,310 | $ | 6,097 | ||||
| Short-term investments | 2,800 | 3,875 | ||||||
| Accounts receivable, net of allowance for doubtful accounts of $235 | 3,570 | 3,555 | ||||||
| Prepaid expenses and other current assets | 1,142 | 499 | ||||||
| Deferred tax assets | 457 | 429 | ||||||
| Total current assets | 14,279 | 14,455 | ||||||
| Property and equipment | ||||||||
| Equipment and leasehold improvements, at cost | 10,821 | 10,793 | ||||||
| Less — Accumulated depreciation and amortization | (10,062 | ) | (9,977 | ) | ||||
| 759 | 816 | |||||||
| Deferred tax asset | 231 | 231 | ||||||
| Other assets | 62 | 59 | ||||||
| Total assets | $ | 15,331 | $ | 15,561 | ||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 337 | $ | 489 | ||||
| Accrued expenses | 1,013 | 951 | ||||||
| Deferred revenue | 212 | 243 | ||||||
| Total current liabilities | 1,562 | 1,683 | ||||||
| Commitments and contingencies (Note 6) | ||||||||
| Shareholders’ equity: | ||||||||
| Preferred stock, $0.005 par value; 873 shares authorized, no shares issued or outstanding | — | — | ||||||
| Common stock, $0.005 par value; 50,000 shares authorized, 5,815 shares issued in 2008 and 5,812 shares issued in 2007 | 29 | 29 | ||||||
| Paid-in capital | 26,660 | 26,540 | ||||||
| Less — Treasury stock, at cost, 607 shares in 2008 and 586 shares in 2007 | (9,498 | ) | (9,164 | ) | ||||
| Accumulated deficit | (3,422 | ) | (3,527 | ) | ||||
| Total shareholders’ equity | 13,769 | 13,878 | ||||||
| Total liabilities and shareholders’ equity | $ | 15,331 | $ | 15,561 | ||||
See accompanying notes to financial statements and management’s discussion and analysis of financial condition
and results of operations.
and results of operations.
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PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF INCOME
(In Thousands, Except Per Share Amounts)
(UNAUDITED)
| Three Months Ended March 31, | ||||||||
| 2008 | 2007 | |||||||
| Revenue | $ | 5,709 | $ | 5,717 | ||||
| Cost of revenue | 2,387 | 2,455 | ||||||
| Gross profit | 3,322 | 3,262 | ||||||
| Expenses: | ||||||||
| General and administrative | 1,022 | 832 | ||||||
| Marketing and selling | 799 | 705 | ||||||
| Research and development | 118 | 95 | ||||||
| 1,939 | 1,632 | |||||||
| Operating income | 1,383 | 1,630 | ||||||
| Interest income | 112 | 96 | ||||||
| Income before income taxes | 1,495 | 1,726 | ||||||
| Provision for income taxes | 605 | 691 | ||||||
| Net income | $ | 890 | $ | 1,035 | ||||
| Basic net income per share | $ | 0.17 | $ | 0.20 | ||||
| Diluted net income per share | $ | 0.17 | $ | 0.20 | ||||
| Dividends declared per share | $ | 0.15 | $ | 0.125 | ||||
| Weighted average common shares outstanding, basic | 5,221 | 5,179 | ||||||
| Weighted average common shares outstanding, diluted | 5,309 | 5,265 | ||||||
See accompanying notes to financial statements and management’s discussion and analysis of financial condition
and results of operations.
and results of operations.
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PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
(In Thousands)
(UNAUDITED)
| Three Months Ended March 31, | ||||||||
| 2008 | 2007 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net income | $ | 890 | $ | 1,035 | ||||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
| Depreciation and amortization | 84 | 86 | ||||||
| Deferred income taxes | (28 | ) | (11 | ) | ||||
| Stock compensation expense | 76 | 31 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (15 | ) | (266 | ) | ||||
| Prepaid expenses and other assets | (643 | ) | (323 | ) | ||||
| Accounts payable | (152 | ) | (271 | ) | ||||
| Accrued expenses | 62 | (144 | ) | |||||
| Deferred revenue | (31 | ) | (32 | ) | ||||
| Net cash provided by operating activities | 243 | 105 | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Redemptions of short-term investments | 1,075 | — | ||||||
| Purchases of short-term investments | — | (33 | ) | |||||
| Increase in other long-term assets | (3 | ) | — | |||||
| Purchases of property and equipment | (27 | ) | (171 | ) | ||||
| Net cash provided by (used in) investing activities | 1,045 | (204 | ) | |||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Dividends paid | (785 | ) | (648 | ) | ||||
| Proceeds from employee stock plans and stock option exercises | 44 | 333 | ||||||
| Acquisition of treasury stock | (334 | ) | — | |||||
| Tax benefit associated with exercise of options | — | 22 | ||||||
| Net cash used in financing activities | (1,075 | ) | (293 | ) | ||||
| Net increase (decrease) in cash and cash equivalents | 213 | (392 | ) | |||||
| CASH AND CASH EQUIVALENTS, beginning of period | 6,097 | 4,180 | ||||||
| CASH AND CASH EQUIVALENTS, end of period | $ | 6,310 | $ | 3,788 | ||||
See accompanying notes to financial statements and management’s discussion and analysis of financial condition
and results of operations.
and results of operations.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
1. Interim Financial Statements
The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission for reporting on Form 10-Q. Accordingly, certain information and footnote disclosure required for complete financial statements are not included herein. It is recommended that these financial statements be read in conjunction with the financial statements and related notes of Psychemedics Corporation (“the Company,” “our Company,” “our” or “we”) as reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2007. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of financial position, results of operations, and cash flows at the dates and for the periods presented have been included. The results of operations for the three months ended March 31, 2008 may not be indicative of the results that may be expected for the year ending December 31, 2008, or any other period.
2. Stock-Based Compensation
The Company adopted Statement of Financial Accounting Standards No. 123 (revised 2004),Share-Based Payment, (SFAS 123R) effective January 1, 2006. SFAS 123R requires the recognition of the fair value of stock-based compensation as a charge against earnings. The Company recognizes stock-based compensation expense over the requisite service period of the individual grantees, which generally equals the vesting period. Based on the provisions of SFAS 123R, the Company’s stock-based compensation is accounted for as equity instruments.
On March 22, 2006 the Company adopted a new stock-based plan (the “2006 Equity Incentive Plan”) for officers, directors, employees and consultants, which was approved by the Company’s shareholders at the 2006 Annual Shareholders’ meeting. The 2006 Equity Incentive Plan provides for grants of options with terms of up to ten years, grants of restricted stock, issuances of stock bonuses or grants of other stock-based awards, covering up to 250,000 shares of common stock. As of March 31, 2008, 191,300 shares remained available for grant under the 2006 Equity Incentive Plan.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
2. Stock-Based Compensation (continued)
The Company granted 26,700 stock unit awards (“SUAs”) to certain members of management and its directors on May 11, 2006. The fair value of the SUAs was $16.70 per share, which was the closing price of the Company’s stock on May 11, 2006. The SUAs vest over a period of two to four years and are convertible into an equivalent number of shares of the Company’s common stock provided that the awardee remains continuously employed throughout the vesting periods. Of these 26,700 units, 2,000 were cancelled upon employee termination, 1,950 units vested and shares were issued on April 30, 2007 and 5,200 units vested and shares were issued, net of tax withholdings, on May 11, 2007.
On May 10, 2007 the Company granted 34,000 SUAs to certain members of management and its directors. The fair value of the SUAs was $18.41 per share, which was the closing price of the Company’s stock on May 10, 2007. The SUAs vest over a period of two to four years and are convertible into an equivalent number of shares of the Company’s common stock provided that the awardee remains continuously employed throughout the vesting periods.
The Company also has stock option plans that have expired, but from which shares can be issued upon exercise of outstanding options that were granted prior to such expiration. No additional grants of options or other stock-based awards may be made under such expired or terminated plans. Activity for these plans is included in this footnote. Options granted under the plans consisted of both non-qualified and incentive stock options and were granted in each case at an exercise price that was not less than the fair market value of the common stock at the date of grant. These options generally have lives of ten years and vest either immediately or over periods up to four years.
Under the provisions of SFAS 123R, the Company recorded $76 thousand and $31 thousand of stock-based compensation in the accompanying statements of income for the three months ended March 31, 2008 and 2007, respectively.
The Company has computed the value of options using the Black-Scholes option pricing model.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
2. Stock-Based Compensation (continued)
A summary of activity for SUAs under the Company’s 2006 Equity Incentive Plan for the three months ended March 31, 2008 is as follows:
| Number | Aggregate | |||||||
| of | Intrinsic | |||||||
| Shares | Value (1) | |||||||
| (000s) | ||||||||
| Outstanding, December 31, 2007 | 51,550 | |||||||
| Granted | — | |||||||
| Terminated | — | |||||||
| Converted to common stock | — | |||||||
| Outstanding, March 31, 2008 | 51,550 | $ | 918 | |||||
| Available for grant, March 31, 2008 | 191,300 | |||||||
| (1) | The aggregate intrinsic value on this table was calculated based on the closing market value of the Company’s stock on March 31, 2008 ($17.80). |
A summary of stock option activity for the Company’s expired stock option plans for the three months ended March 31, 2008 is as follows:
| Weighted | Weighted | |||||||||||||||
| Average | Average | |||||||||||||||
| Exercise | Remaining | Aggregate | ||||||||||||||
| Number | Price Per | Contractual | Intrinsic | |||||||||||||
| of Shares | Share | Life | Value (2) | |||||||||||||
| (000s) | ||||||||||||||||
| Outstanding, December 31, 2007 | 450,034 | $ | 15.63 | |||||||||||||
| Granted | — | — | ||||||||||||||
| Exercised | (3,150 | ) | 14.11 | |||||||||||||
| Terminated | (5,150 | ) | 22.36 | |||||||||||||
| Outstanding, March 31, 2008 | 441,734 | $ | 15.57 | 4.8 years | $ | 1,310 | ||||||||||
| Exercisable, March 31, 2008 | 441,734 | $ | 15.57 | 4.8 years | $ | 1,310 | ||||||||||
| Available for grant, March 31, 2008 | — | |||||||||||||||
| (2) | The aggregate intrinsic value on this table was calculated based on the amount, if any, by which the closing market value of the Company’s stock on the March 31, 2008 ($17.80) exceeded the exercise price of the underlying options, multiplied by the number of shares subject to each option. |
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
2. Stock-Based Compensation (continued)
The total intrinsic value of stock options exercised, calculated based on the amount by which the market value of the Company’s stock at the time of exercise exceeded the exercise price, was $5 thousand and $66 thousand during the three months ended March 31, 2008 and 2007, respectively.
As of March 31, 2008, a total of 684,584 shares of common stock were reserved for issuance under the various stock option and stock-based plans. As of March 31, 2008, the unamortized fair value of awards relating to SUAs was $649 thousand.
3. Basic And Diluted Net Income Per Share
Basic net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed by dividing net income by the weighted average number of common and dilutive common equivalent shares outstanding during the period. The number of dilutive common equivalent shares outstanding during the period has been determined in accordance with the treasury-stock method. Common equivalent shares consist of common stock issuable upon the exercise of outstanding options and assume the full vesting of all SUAs.
Basic and diluted weighted average common shares outstanding are as follows:
| Three Months Ended | ||||||||
| March 31, | ||||||||
| 2008 | 2007 | |||||||
| (in thousands) | ||||||||
| Weighted average common shares | 5,221 | 5,179 | ||||||
| Common equivalent shares | 88 | 86 | ||||||
| Weighted average common shares outstanding, assuming dilution | 5,309 | 5,265 | ||||||
For the three months ended March 31, 2008 and 2007, options to purchase 155 thousand and 137 thousand common shares, respectively, were outstanding but not included in the diluted weighted average common share calculation as the effect would have been antidilutive.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
3. Revenue Recognition
The Company is in the business of performing drug testing services and reporting the results thereof. The Company’s drug testing services include training for collection of samples and storage of positive samples for its customers for an agreed-upon fee per unit tested of samples. The revenues are recognized when the predominant deliverable, drug testing, is provided and reported to the customer.
In 2003, the Company adopted Emerging Issue Task Force (“EITF”) Issue No. 00-21,Revenue Arrangements with Multiple Deliverables, which was effective for all transactions entered into subsequent to June 15, 2003. The Company applied the consensus reached under EITF 00-21 and concluded that the testing, training and storage elements are considered one unit of accounting for revenue recognition purposes as the training and storage costs are de minimis and do not have stand-alone value to the customer. The Company has concluded that the predominant deliverable in the arrangement is the testing of the units and has recognized revenue as that service is performed and reported to the customer.
The Company also provides expert testimony, when and if necessary, to support the results of the tests, which is generally billed separately and recognized as the services are provided.
Deferred revenue represents payments received in advance of the performance of drug testing procedures, generally in relation to the personal drug testing kits PDT-90. Deferred revenue is recognized as revenue when the underlying test results are delivered. With respect to a portion of these transactions, there may be instances where the customer ultimately does not require performance. Revenue is then recognized when the Company can reasonably, reliably and objectively determine that it is remote that performance will be required for an estimable portion of transactions. The Company recorded $29 thousand and $49 thousand of revenue in the results of operations for the three months ended March 31, 2008 and 2007, respectively, related to test kits that were sold for which the Company’s obligations to provide service were deemed remote.
At March 31, 2008 and December 31, 2007, the Company had deferred revenue of approximately $212 thousand and $243 thousand, respectively, reflecting sales of its personal drug testing service for which the performance of the related test had not yet occurred and future obligations were not deemed remote.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
5. Recent Accounting Pronouncements
In September 2006, the FASB issued SFAS No. 157,Fair Value Measurements(“SFAS 157”). SFAS 157 provides guidance for using fair value to measure assets and liabilities. It also responds to investors’ requests for expanded information about the extent to which companies measure assets and liabilities at fair value, the information used to measure fair value, and the effect of fair value measurements on earnings. SFAS 157 applies whenever other standards require (or permit) assets or liabilities to be measured at fair value, and does not expand the use of fair value in any new circumstances. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and has been adopted by the Company in 2008 without material effect on the Company’s financial position or results of operations.
In February 2008, the FASB issued Staff Position No. FAS 157-2,Effective Date of FASB Statement No. 157(“FSP 157-2”) that defers the effective date of applying the provisions of SFAS 157 to the fair value measurement of nonfinancial assets and nonfinancial liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (or at least annually), until fiscal years beginning after November 15, 2008. The Company is currently evaluating the effect that the adoption of FSP 157-2 will have on its results of operations and financial condition but does not expect it to have a material impact.
In February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities (“SFAS 159”) including an amendment of FASB Statement No. 115. SFAS 159 permits companies to choose to measure certain financial instruments and certain other items at fair value. The standard requires that unrealized gains and losses on items for which the fair value option has been elected be reported in earnings. The Company adopted SFAS 159 beginning in the first quarter of 2008, without material effect on the Company’s financial position or results of operations
In December 2007, the FASB issued SFAS No. 141 (revised),Business Combinations(“SFAS 141(R)). The statement retains the fundamental requirements of SFAS No. 141, but requires the recognition of all assets acquired and liabilities assumed in a business combination at their fair values as of the acquisition date. It also requires the recognition of assets acquired and liabilities assumed arising from contractual contingencies at their acquisition date fair values. Additionally, SFAS No. 141(R) supersedes FASB Interpretation No. 4,Applicability of FASB Statement No. 2 to Business Combinations Accounted for by the Purchase Method, which required research and development assets acquired in a business combination that have no alternative future use to be measured at their fair values and expensed at the acquisition date. SFAS No. 141(R) now requires that purchased research and development be recognized as an intangible asset. The Company is required to adopt SFAS No. 141(R) prospectively for any acquisition on or after January 1, 2009. Early adoption is prohibited. The impact of adopting this pronouncement will be limited to business combinations occurring on or after January 1, 2009.
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PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
5. Recent Accounting Pronouncements (continued)
In December 2007, the FASB issued SFAS No. 160,Non-Controlling Interests in Consolidated Financial Statements — an amendment of Accounting Research Bulletin No. 51(“SFAS 160”) which establishes accounting and reporting standards for ownership interests in subsidiaries held by parties other than the parent, the amount of consolidated net income attributable to the parent and the non-controlling interest, changes in a parent’s ownership interest and the valuation of retained non-controlling equity investments when a subsidiary is deconsolidated. The Statement also establishes reporting requirements that provide sufficient disclosures that clearly identify and distinguish between the interest of the parent and the interests of the non-controlling owners. SFAS 160 is effective for fiscal years beginning after December 15, 2008. The Company is currently assessing the impact of SFAS 160 will have on the Company’s future results of operations and financial condition.
6. Contingencies
The Company is subject to legal proceedings and claims, which arise in the ordinary course of its business. The Company believes that based upon information available to the Company at this time, the expected outcome of these matters would not have a material impact on the Company’s results of operations or financial condition.
7. Subsequent Event — Dividends
On April 30, 2008, the Company declared a quarterly dividend of $0.17 per share, which will be paid on June 20, 2008 to shareholders of record on June 6, 2008.
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Item 2
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FACTORS THAT MAY AFFECT FUTURE RESULTS
From time to time, information provided by the Company or statements made by its employees may contain “forward-looking” information which involves risks and uncertainties. In particular, statements contained in this report which are not historical facts (including, but not limited to, the Company’s expectations regarding earnings, earnings per share, revenues, dividends, future business, growth opportunities, new accounts, customer base, test volume, sales and marketing strategy, business strategy, general and administrative expenses, marketing and selling expenses, research and development expenses, anticipated operating results, strategies with respect to governmental agencies and regulations, cost savings, capital expenditures and anticipated cash requirements) may be “forward-looking” statements. The Company’s actual results may differ from those stated in any “forward-looking” statements. Factors that may cause such differences include, but are not limited to, risks associated with the expansion of the Company’s sales and marketing team, employee hiring practices of the Company’s principal customers, development of markets for new products and services offered by the Company, the economic health of principal customers of the Company, financial and operational risks associated with possible expansion of testing facilities used by the Company, government regulation (including, but not limited to, Food and Drug Administration regulations), competition and general economic conditions. With respect to the continued payment of cash dividends, factors include, but are not limited to, available surplus, cash flow, capital expenditure reserves required, and other factors that the Board of Directors of the Company may take into account.
OVERVIEW
Psychemedics Corporation was incorporated in 1986. The Company is the world’s largest provider of hair testing for drugs of abuse, utilizing a patented hair analysis method involving radioimmunoassay technology and confirmation by mass spectrometry to analyze human hair to detect abused substances. The Company’s customers include Fortune 500 companies, as well as small to mid-size corporations, schools and governmental entities located primarily in the United States.
Revenue for the first quarter of 2008 was $5.7 million, essentially matching revenue for the first quarter of 2007. The Company reported net income of $0.17 per share in the quarter ended March 31, 2008. At March 31, 2008, the Company had $9.1 million of cash, cash equivalents and short-term investments. The Company distributed $785 thousand or $0.15 per share of cash dividends to its shareholders in the first quarter of 2008. The Company has paid forty-six consecutive quarterly cash dividends.
RESULTS OF OPERATIONS
Revenuewas $5.7 million for each of the three months ended March 31, 2008 and March 31, 2007. Testing volume from new and existing clients increased by 1% for the three months ended March 31, 2008, while the average revenue per sample decreased 1% during the same period.
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Gross profitincreased $59 thousand to $3.32 million for the three months ended March 31, 2008, compared to $3.26 million for the comparable period of 2007. Direct costs decreased by 3% for the three months ended March 31, 2008 compared to the same period in 2007, mainly due to decreased labor and associated costs. The gross profit margin increased to 58.2% for the three months ended March 31, 2008 compared to 57.1% for the comparable period of 2007.
General and administrative (“G&A”) expenseswere $1.0 million for the three months ended March 31, 2008 as compared to $0.8 million for the comparable period of 2007, representing an increase of 23%. The increase in general and administrative expenses was due primarily to an increase in legal fees and stock-based compensation. As a percentage of revenue, G&A expenses were 18% and 15% for the three months ended March 31, 2008 and 2007, respectively.
Marketing and selling expenseswere $799 thousand for the three months ended March 31, 2008 as compared to $705 thousand for the three months ended March 31, 2007, an increase of 13%. The variation in marketing and selling expenses was primarily due to higher sales staffing levels and related staffing expenses. Total marketing and selling expenses represented 14% and 12% of revenue for the three months ended March 31, 2008 and 2007, respectively.
Research and development (“R&D”) expensesfor the three months ended March 31, 2008 were $118 thousand, compared to $95 thousand for the comparable period of 2007, an increase of 24%. The increase was due to increased staffing and the cost of supplies for several scientific research projects. R&D expenses represented 2% of revenue for both periods presented.
Interest incomefor the three months ended March 31, 2008 increased by $16 thousand when compared to the same period of 2007. Interest income represented interest and dividends earned on cash equivalents and short-term investments. A higher combined cash and investment balance as of March 31, 2008 compared to March 31, 2007, combined with a higher-yielding investment mix in 2008 as compared to 2007 caused the increase in interest income.
During the three months ended March 31, 2008, the Company recorded a tax provision of $605 thousand, representing an effective tax rate of 40.5%. During the three months ended March 31, 2007, the Company recorded a tax provision of $691 thousand, representing an effective tax rate of 40.1%.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2008, the Company had approximately $9.1 million of cash, cash equivalents and short-term investments. The Company’s operating activities provided net cash of $243 thousand for the three months ended March 31, 2008. Investing activities provided $1.0 million in the three month period while financing activities used a net amount of $1.1 million during the period.
Cash provided by operating activities of $243 thousand reflects net income of $890 thousand adjusted for depreciation and amortization of $84 thousand and stock-based compensation of $76 thousand, offset by an increase in prepaid expenses of $643 thousand and a decrease in accounts payable of $152 thousand.
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Capital expenditures in the first three months of 2008 were $27 thousand. The expenditures primarily consisted of new equipment, including laboratory and computer equipment. The Company believes that within the next two to five years it may be required to expand its existing laboratory or develop a second laboratory, the cost of which is currently believed to range from $2 million to $5 million, which the Company expects to fund primarily through its operating cash flows.
During the three months ended March 31, 2008, the Company distributed $785 thousand in cash dividends to its shareholders. The Company repurchased 20,600 shares for treasury during the three months ended March 31, 2008 for $334 thousand. The Company has authorized 500,000 shares for repurchase since June of 1998, of which 489,351 shares have been repurchased. In March 2008, the Board of Directors of the Company also authorized, under a new repurchase program, 250,000 shares for repurchase.
Contractual obligations as of March 31, 2008 were as follows:
| Less Than | 1-3 | 4-5 | After 5 | |||||||||||||||||
| One Year | Years | years | Years | Total | ||||||||||||||||
| (in thousands) | ||||||||||||||||||||
| Operating leases | $ | 524 | $ | 1,166 | $ | 289 | $ | — | $ | 1,979 | ||||||||||
| Purchase commitment | 455 | — | — | — | 455 | |||||||||||||||
| $ | 979 | $ | $1,166 | $ | 289 | $ | — | $ | 2,434 | |||||||||||
Purchase Commitment
The Company has a supply agreement with a vendor which requires the Company to purchase isotopes used in its drug testing procedures from this sole supplier in exchange for variable annual payments based upon prior year purchases. Purchases amounted to $152 thousand for the three months ended March 31, 2008 as compared to $147 thousand for the comparable period of 2007. The Company expects to purchase approximately $455 thousand for the remainder of 2008. In exchange for exclusivity, among other things, the supplier has provided the Company with the right to purchase the isotope technology at fair market value under certain conditions, including the failure to meet the Company’s purchase commitments. This agreement does not include a fixed termination date; however, it is cancelable upon mutual agreement by both parties or six months after termination notice by the Company of its intent to use a different technology in connection with its drug testing procedures.
At March 31, 2008, the Company’s principal sources of liquidity included an aggregate of approximately $9.1 million of cash, cash equivalents and short-term investments. Management currently believes that such funds, together with cash generated from operations, should be adequate to fund anticipated working capital requirements and capital expenditures in the near term. Depending upon the Company’s results of operations, its future capital needs and available marketing opportunities, the Company may use various financing sources to raise additional funds. Such sources could potentially include joint ventures, issuances of common stock or debt financing, although the Company does not have any such plans at this time. At March 31, 2008, the Company had no long-term debt.
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CRITICAL ACCOUNTING POLICIES
Management believes the most critical accounting policies are as follows:
Revenue Recognition
The Company is in the business of performing drug testing services and reporting the results thereof. The Company’s drug testing services include training for collection of samples and storage of positive samples for its customers for an agreed-upon fee per unit tested of samples. The revenues are recognized when the predominant deliverable, drug testing, is provided and reported to the customer.
In 2003, the Company adopted Emerging Issue Task Force (“EITF”) Issue No. 00-21,Revenue Arrangements with Multiple Deliverables, which was effective for all transactions entered into subsequent to June 15, 2003. The Company applied the consensus reached under EITF 00-21 and concluded that the testing, training and storage elements are considered one unit of accounting for revenue recognition purposes as the training and storage costs are de minimis and do not have stand-alone value to the customer. The Company has concluded that the predominant deliverable in the arrangement is the testing of the units and has recognized revenue as that service is performed and reported to the customer.
The Company also provides expert testimony, when and if necessary, to support the results of the tests, which is generally billed separately and recognized as the services are provided.
Deferred revenue represents payments received in advance of the performance of drug testing procedures, generally in relation to the personal drug testing kits PDT-90. Deferred revenue is recognized as revenue when the underlying test results are delivered. With respect to a portion of these transactions, there may be instances where the customer ultimately does not require performance. Revenue is then recognized when the Company can reasonably, reliably and objectively determine that it is remote that performance will be required for an estimable portion of transactions. The Company recorded $29 thousand and $49 thousand of revenue in the results of operations for the three months ended March 31, 2008 and 2007, respectively, related to test kits that were sold for which the Company’s obligations to provide service were deemed remote.
Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates, including bad debts and income taxes, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
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Allowance for Doubtful Accounts
The allowance for doubtful accounts is based on management’s assessment of the collectibility of its customer accounts. Management reviews its accounts receivable aging for doubtful accounts and specifically identifies accounts that may not be collectible. The Company routinely assesses the financial strength of its customers and, as a consequence, believes that its accounts receivable credit risk exposure is limited. The Company maintains an allowance for potential credit losses but historically has not experienced any significant losses related to individual customers or groups of customers in any particular industry or geographic area. Bad debt expense has been within management’s expectations.
Income Taxes
The Company accounts for income taxes using the liability method, which requires the Company to recognize a current tax liability or asset for current taxes payable or refundable and a deferred tax liability or asset for the estimated future tax effects of temporary differences between the financial statement and tax reporting bases of assets and liabilities to the extent that they are realizable. Deferred tax expense (benefit) results from the net change in deferred tax assets and liabilities during the year. A deferred tax valuation allowance is required if it is more likely than not that all or a portion of the recorded deferred tax assets will not be realized.
In July 2006, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation (FIN) No. 48,Accounting for Uncertainty in Income Taxes — an Interpretation of FASB Statement No. 109. FIN 48 contains a two-step approach to recognizing and measuring uncertain tax positions (tax contingencies) accounted for in accordance with SFAS No. 109. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on an audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50% likely of being realized upon ultimate settlement. We consider many factors when evaluating and estimating our tax positions and tax benefits, which may require periodic adjustments and which may not accurately forecast actual outcomes. The Company adopted the provisions of FIN 48, effective January 1, 2007, without material effect in the financial statements.
The Company operates within multiple taxing jurisdictions and could be subject to audit in these jurisdictions. These audits may involve complex issues, which may require an extended period of time to resolve. The Company has provided for its estimated taxes payable in the accompanying financial statements. Interest and penalties related to income tax matters are recognized as a general and administrative expense. The Company did not have any unrecognized tax benefits and did not have any interest or penalties accrued as of March 31, 2008 or December 31, 2007. The Company does not expect the unrecognized tax benefits to change significantly over the next twelve months.
The above listing is not intended to be a comprehensive list of all of the Company’s accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management’s judgment in their application. There are also areas in which management’s judgment in selecting any available alternative would not produce a materially different result.
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Item 3. Quantitative and Qualitative Disclosures about Market Risk
Interest Rate Sensitivity. The Company maintains cash and cash equivalents which consist of cash, money market funds and certificates of deposit with financial institutions. Due to the conservative nature and relatively short duration of our cash and cash equivalents, interest rate risk is mitigated.
Our short-term investments consist of high-grade (AAA rated) Taxable Auction Rate Preferred, 7 and 28 day Dutch auction securities and government obligations. The Dutch auction process resets the applicable interest rates at prescribed calendar intervals and is intended to provide liquidity to the holders of auction rate securities by matching buyers and sellers in a market context, enabling the holders to gain immediate liquidity by selling such securities at par, or rolling over their investment. If there is an imbalance between buyers and sellers, there is a risk of a failed auction. Due to recent credit issues experienced by short-term funding markets, some of these securities have failed at auction subsequent to December 31, 2007. An auction failure is not a default, and in some cases it could reset the applicable interest rates to a higher rate as outlined by the security. We do not currently intend to liquidate these investments at below par value or prior to a reset date. However, if the global credit market continues to deteriorate, we could determine that some of our investments are impaired. We will assess the fair value of these securities at the end of each quarter to determine if an impairment charge may be required. Based on our ability to access our cash and cash equivalents, our expected operating cash flows and our other sources of cash, we do not anticipate that any lack of liquidity related to these securities will materially affect our ability to operate our business.
Item 4. Controls and Procedures
As of the date of this report, our Chief Executive Officer and our Controller performed an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive Officer and Controller concluded that the Company’s disclosure controls and procedures are effective in ensuring the reporting of material information required to be included in the Company’s periodic filings with the Securities and Exchange Commission. There were no significant changes in the Company’s internal controls over financial reporting or in other factors that could significantly affect these internal controls over financial reporting subsequent to the date of the most recent evaluation.
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PART II OTHER INFORMATION
Item 1A. Risk Factors
There have been no material changes in our risk factors from those disclosed in our 2007 Annual Report on Form 10-K.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table presents the aggregate quarterly purchases during the first quarter of 2008:
| Total number of | Maximum | |||||||||||||||
| shares | number of | |||||||||||||||
| Average | purchased as | shares that may | ||||||||||||||
| Total | price | part of publicly | yet be | |||||||||||||
| number | paid | announced | purchased | |||||||||||||
| of shares | per | repurchase | under the | |||||||||||||
| Month | purchased | share | programs | programs (1),(2) | ||||||||||||
| February | 12,499 | $ | 16.10 | 12,499 | 18,750 | |||||||||||
| March | 8,101 | 16.46 | 8,101 | 260,649 | ||||||||||||
| Total | 20,600 | $ | 16.24 | 20,600 | ||||||||||||
| (1) | In 1994 and various dates since then, most recently May 14, 2003, the Board of Directors authorized 500,000 shares of the Company’s common stock for repurchase. From inception through March 31, 2008, we repurchased 489,351 shares of our common stock. | |
| (2) | On March 18, 2008, the Board of Directors authorized a new repurchase program. Under the 2008 program, the Company is authorized to repurchase up to an additional 250,000 shares of the Company’s common stock, subject to certain market conditions. As of March 31, 2008, there have been no repurchases made under this program. |
Item 6. Exhibits
See Exhibit Index included in this Report
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Psychemedics Corporation | ||||
| Date: May 14, 2008 | By: | /s/ Raymond C. Kubacki, Jr. | ||
| Raymond C. Kubacki, Jr. | ||||
| Chairman and Chief Executive Officer | ||||
| (principal executive officer) | ||||
| Date: May 14, 2008 | By: | /s/ Jennifer Chmieleski | ||
| Jennifer Chmieleski | ||||
| Vice President and Controller | ||||
| (principal accounting officer) |
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PSYCHEMEDICS CORPORATION
FORM 10-Q
March 31, 2008
FORM 10-Q
March 31, 2008
EXHIBIT INDEX
| Page No. | ||||||
| 31.1 | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 22 | ||||
| 31.2 | Certification of Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 23 | ||||
| 32.1 | Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 24 | ||||
| 32.2 | Certification of Principal Accounting Officer Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 25 | ||||
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