SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2003
Commission file number 0-28092
Medical Information Technology, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
(State or Other Jurisdiction of Incorporation or Organization)
04-2455639
(I.R.S. Employer Identification No.)
Meditech Circle, Westwood, MA
(Address of Principal Executive Offices)
02090
(Zip Code)
781-821-3000
(Registrant's Telephone Number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant is an accelerated filer as defined
in Rule 12b-2 of the Exchange Act. Yes [X] No [ ]
There were 34,141,323 shares of Common Stock, $1.00 par value, outstanding at
September 30, 2003.
Page 2
Index to Form 10-Q
Part I - Financial Information
Item 1 - Financial Statements (Unaudited)
Balance Sheet as of December 31, 2002 and September 30, 2003 Page 3
Statement of Income for the Three Months and Nine Months
ended September 30, 2002 and 2003 Page 4
Statement of Shareholder Equity for the Nine Months
ended September 30, 2002 and 2003 Page 5
Statement of Cash Flow for the Nine Months
ended September 30, 2002 and 2003 Page 5
Notes To Financial Statements (Unaudited) Page 6
Item 2 - Management's Discussion and Analysis of Financial
Condition and Operating Results Page 7
Item 4 - Controls and Procedures Page 8
Part II - Other Information
Item 1 - Legal Proceedings Page 8
Item 6 - Exhibits and Reports on Form 8-K Page 8
Signatures Page 8
Page 3
Part I - Financial Information
Item 1 - Financial Statements (Unaudited)
Balance Sheet (000 omitted)
Dec 31, 2002 Sep 30, 2003
Cash and equivalents 16,907 9,355
Marketable securities 154,339 200,486
Accounts receivable less reserve 28,380 27,990
------- -------
Current assets 199,626 237,831
Computer equipment 9,929 8,512
Furniture and fixtures 32,820 29,579
Buildings 139,670 139,670
Land 26,604 26,604
Accumulated depreciation (63,030) (62,856)
------- -------
Fixed assets 145,993 141,509
Investments 9,190 9,010
------- -------
Total assets 354,809 388,350
======= =======
Accounts payable 90 2,619
Accrued taxes 2,148 1,328
Accrued expenses 21,826 21,849
Customer deposits 9,949 8,580
------- -------
Current liabilities 34,013 34,376
Deferred taxes 2,800 9,550
------- -------
Total liabilities 36,813 43,926
Common stock, $1.00 par value,
authorized 35,000,000 shares
Issued and outstanding 33,877,439
in 2002 and 34,141,323 in 2003 33,877 34,141
Additional paid-in capital 9,157 14,699
Unrealized gain on securities 652 9,701
Retained income 274,310 285,883
------- -------
Shareholder equity 317,996 344,424
------- -------
Total liabilities and
shareholder equity 354,809 388,350
======= =======
Page 4
Statement of Income (000 omitted)
3 Months Ended Sep 30 9 Months Ended Sep 30
2002 2003 2002 2003
Product revenue 37,115 37,290 109,752 113,741
Service revenue 27,452 30,396 81,048 88,737
------- ------- ------- -------
Total revenue 64,567 67,686 190,800 202,478
Operating, development 27,370 28,764 80,503 86,130
Selling, G & A 13,071 13,983 38,769 41,281
------- ------- ------- -------
Operating expense 40,441 42,747 119,272 127,411
------- ------- ------- -------
Operating income 24,126 24,939 71,528 75,067
Other income 4,894 5,003 14,850 14,291
Other expense 1,746 2,037 4,970 5,501
------- ------- ------- -------
Pretax Income 27,274 27,905 81,408 83,857
State income tax 2,499 2,396 7,507 7,360
Federal income tax 8,230 8,302 24,715 25,082
------- ------- ------- -------
Income tax 10,729 10,698 32,222 32,442
------- ------- ------- -------
Net income 16,545 17,207 49,186 51,415
======= ======= ======= =======
Page 5
Statement of Shareholder Equity (000 omitted)
9 Months Ended Sep 03
2002 2003
Shareholder equity at beginning 295,526 317,996
Sales of common stock 4,216 5,805
Unrealized gain (loss) on securities (5,765) 9,050
Net income 49,186 51,415
Dividends paid (34,398) (39,842)
------- -------
Shareholder equity at end 308,765 344,424
======= =======
Statement of Cash Flow (000 omitted)
9 Months Ended Sep 30
2002 2003
Net income 49,186 51,415
Change in accounts receivable 3,154 390
Change in depreciation expense 6,651 6,416
Change in accounts payable 2,405 2,529
Change in accrued taxes (1,066) (820)
Change in accrued expenses 2,135 23
Change in customer deposits 280 (1,369)
Gain on sales of marketable securities -- (233)
Net effect of non-cash adjustments 1,100 1,717
------- -------
Net cash from operations 63,845 60,068
Purchases of marketable securities (40,942) (49,082)
Sales of marketable securities -- 17,251
Purchases of equipment, furniture
and fixtures (3,231) (1,932)
Proceeds from mortgage note receivable -- 180
------- -------
Net cash used in investing (44,173) (33,583)
Sales of common stock 4,216 5,805
Dividends paid (34,398) (39,842)
------- -------
Net cash used in financing (30,182) (34,037)
------- -------
Net change in cash and equivalents (10,510) (7,552)
Cash and equivalents at beginning 18,161 16,907
------- -------
Cash and equivalents at end 7,651 9,355
======= =======
Page 6
Notes To Financial Statements (Unaudited)
1. The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-Q and do not include all of the
information and note disclosures required by generally accepted accounting
principles. These statements should be read in conjunction with the financial
statements and notes thereto for the year ended December 31, 2002 included in
the Company's Form 10-K filed March 3, 2003. The unaudited financial statements
presented herein have not been audited by independent accountants in accordance
with generally accepted auditing standards, but in the opinion of management
such financial statements include all adjustments necessary to summarize fairly
the Company's financial position and results of operations.
2. The Company follows the provisions of Statement of Financial Accounting
Standards No. 128 (SFAS 128), Earnings per Share. SFAS 128 requires reporting
both basic and diluted earnings per share (EPS). The Company has no common share
equivalents such as preferred stock, warrants or stock options which would
dilute EPS. Thus EPS is computed by dividing net income by the weighted average
number of common shares outstanding during the applicable period.
Earnings per Share Calculations (in thousands where applicable)
3 Months Ended Sep 30 9 Months Ended Sep 30
2002 2003 2002 2003
Net income $16,545 $17,207 $49,186 $51,415
Average number of shares 33,797 34,141 33,748 34,083
Earnings per share $0.49 $0.50 $1.46 $1.51
The average number of shares outstanding during the period reflects the
issuance of 221,883 shares in February 2002 and 263,884 shares in February 2003.
3. The Company follows the provisions of Statement of Financial Accounting
Standards No. 130 (SFAS 130), Reporting Comprehensive Income. SFAS 130
establishes standards for reporting and display of comprehensive income and
its components in financial statements. Comprehensive income is the total of
net income and all other nonowner changes in equity including items such as
unrealized gains/losses on securities classified as available for sale, foreign
currency translation adjustments and minimum pension liability adjustments.
The Company had an unrealized holding loss on marketable securities totaling
$5,765 thousand for the nine months ended September 30, 2002 and an unrealized
holding gain of $9,050 thousand for the nine months ended September 30, 2003.
4. The Company follows the provisions of Statement of Financial Accounting
Standards No. 131 (SFAS 131), Disclosure About Segments of an Enterprise and
Related Information. Based on the criteria set forth in SFAS 131 the
Company currently operates in one operating segment, medical software and
services. The Company derives substantially all of its operating revenue from
the sale and support of one group of similar products and services. All of the
Company's assets are located within the United States. During the first nine
months of 2003, 88% of our operating revenue was derived from the United States,
10% from Canada and 2% from other countries.
5. The Company follows the provisions of Emerging Issues Task Force's No. 01-14
(EITF 01-14), Income Statement Characterization of Reimbursements Received
for "Out-of-Pocket" Expenses Incurred, which requires reimbursements received
for out-of-pocket expenses to be characterized as revenue with offsetting
expenses in the income statement. For the first nine months of 2002 and 2003
reimbursed expenses included as revenue in the accompanying statement of income
are $4,010 thousand and $4,120 thousand respectively.
6. In January 2003, the FASB issued Interpretation No. 46, Consolidation of
Variable Interest Entities (FIN 46) to clarify the conditions under which
assets, liabilities and activities of another entity should be consolidated
into the financial statements of a company. FIN 46 requires the consolidation
of a variable interest entity by a company that bears the majority of the risk
of loss from the variable interest entity's activities, is entitled to receive
a majority of the variable interest entity's residual returns, or both. The
provisions of FIN 46 for variable interest entities created before February 1,
2003 are required to be adopted in interim financial statements beginning after
December 15, 2003. The Company is currently evaluating the impact the adoption
of FIN 46 will have on its financial position and results of operations.
Page 7
Item 2 - Management's Discussion and Analysis of Financial
Condition and Operating Results
Comparison of 3rd Quarter - 2002 and 2003 (in thousands where applicable)
3 Months Ended Sep 30 Change
2002 2003
Total revenue 64,567 67,686 4.8%
Operating income 24,126 24,939 3.4%
Net income 16,545 17,207 4.0%
Average number of shares 33,797 34,141 1.0%
Earnings per share $0.49 $0.50 3.0%
Cash dividends per common share $0.34 $0.39 14.7%
Total revenue increased by $3,119 thousand due primarily to increased services
provided to both new and existing customers.
Operating expense increased by $2,306 thousand or 5.7% due primarily to an
increase in staff size and associated costs. The result is a $813 thousand
increase in operating income.
Other income, net of other expenses, decreased by $182 thousand. The primary
factor was increased non-operating litigation expense. The resultant pre-tax
income increased by $631 thousand or 2.3%.
Tax expense decreased by $31 thousand due primarily to larger tax credits. The
estimated tax rate of 38.3% in 2003 compares to 39.3% in 2002. The resultant
net income increased by $662 thousand.
Comparison of 1st Nine Months - 2002 and 2003 (in thousands where applicable)
9 Months Ended Sep 30 Change
2002 2003
Total revenue 190,800 202,478 6.1%
Operating income 71,528 75,067 4.9%
Net income 49,186 51,415 4.5%
Average number of shares 33,748 34,083 1.0%
Earnings per share $1.46 $1.51 3.5%
Cash dividends per share $1.02 $1.17 14.7%
Total revenue increased by $11,678 thousand due to increased products and
services provided to both new and existing customers.
Operating expense increased by $8,139 thousand or 6.8% due primarily to an
increase in staff size and associated costs. The result is a $3,539 thousand
increase in operating income.
Other income, net of other expenses, decreased by $1,090 thousand. The primary
factor was a $1,000 thousand writedown of impaired marketable securities offset
by a $233 thousand gain realized on marketable securities redeemed. The
resultant pre-tax income increased by $2,449 thousand or 3.0%.
Tax expense increased by only $220 thousand due primarily to larger tax credits.
The estimated tax rate of 38.7% in 2003 compares to 39.6% in 2002. The resultant
net income increased by $2,229 thousand.
Liquidity and Capital Resources (in thousands where applicable)
Dec 31, 2002 Sep 30, 2003
Cash and equivalents 16,907 9,355
Total assets 354,809 388,350
Total liabilities 36,813 43,926
Shareholder equity 317,996 344,424
Outstanding number of shares 33,877 34,141
Shareholder equity per share $9.39 $10.09
As presented in the Statement of Cash Flow, net cash provided by operating
activities was $60,068 thousand during the first nine months of 2003. Net cash
used in investing activities was $33,583 thousand. The payment of $39,842
thousand in dividends to shareholders constituted the most significant use of
cash during the first nine months of 2003. The resultant net decrease in cash
and cash equivalents was $7,552 thousand for the nine months ended September
30, 2003.
At September 30, 2003, the Company's cash, cash equivalents and marketable
securities totaled $210 million. The marketable securities consist of preferred
or common equities and US government securities which can quickly be converted
to cash.
MEDITECH has no long-term debt. Shareholder equity at September 30, 2003 was
$344 million. Additions to fixed assets will continue, including new
facilities and computer systems for product development, sales and marketing,
implementation, service and administrative staff. Management believes existing
cash, cash equivalents and marketable securities together with funds generated
from operations will be sufficient to meet future operating requirements.
Page 8
Item 4 - Controls and Procedures
Based on their evaluation of the Company's disclosure controls and procedures
as of the end of the fiscal period covered by this Report, the Chief Executive
Officer and Chief Financial Officer have concluded that such controls and
procedures are effective.
There were no changes in the Company's internal control over financial reporting
which have materially affected or are reasonably likely to materially affect
such control.
Part II - Other Information
Item 1 - Legal Proceedings
On April 18, 2003, a shareholder and former Director of the Company filed a
complaint in the Suffolk County, Massachusetts Superior Court against the
Company and five of its six Directors. The complaint is summarized in the 2003
first quarter report on Form 10-Q. On July 11, 2003, the Company filed a motion
to dismiss the complaint. On September 12, 2003, the motion to dismiss the
complaint was denied.
Item 6 - Exhibits and Reports on Form 8-K
Exhibit 31, Rule 13a-14(a) Certifications, and Exhibit 32, Section 1350
Certifications, are appended to this report. There were no reports filed on
Form 8-K during the quarter ended September 30, 2003.
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.
Medical Information Technology, Inc.
(Registrant)
October 31, 2003
(Date)
By: Barbara A. Manzolillo, Chief Financial Officer and Treasurer
(Signature)