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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
_______________________
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
_______________________
For Quarter Ended March 31, 2001 Commission File Number 0-8640
SYNCOR INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 85-0229124
State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
6464 Canoga Avenue, Woodland Hills, California 91367
(Address of principal executive offices) (Zip Code)
(818) 737-4000
(Registrant's telephone number, including area code)
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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. As of March 31,
2001, 24,449,788 shares of $.05 par value common stock were outstanding.
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SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
INDEX
_____
PAGE
____
Part I. Financial Information
Item 1. Condensed Consolidated Financial Statements
Balance Sheets as of
March 31, 2001 and December 31, 2000 . . . . . . . . . . . . . 3
Statements of Income for Three Months
Ended March 31, 2001 and 2000 . . . . . . . . . . . . . . . . 4
Statements of Cash Flows for Three Months
Ended March 31, 2001 and 2000 . . . . . . . . . . . . . . . . 5
Notes to Condensed Consolidated Financial Statements . . . . . . 6
Item 2. Management's Discussion and Analysis of Financial Condition . . 9
Part II. Other Information . . . . . . . . . . . . . . . . . . . . . . . 12
SIGNATURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands)
March 31, December 31,
2001 2000
_________ ___________
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 19,487 $ 24,330
Short-term investments 5,722 4,156
Trade receivables, net 89,826 81,716
Patient receivables, net 48,990 37,686
Inventory 22,715 59,926
Prepaids and other current assets 20,007 16,023
Total current assets 206,747 223,837
______________________
Marketable investment securities 1,192 1,190
Property and equipment, net 126,840 114,286
Excess of purchase price over net assets acquired, net 115,249 108,530
Other assets 21,896 22,728
______________________
$471,924 $470,571
======================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 30,629 $ 83,683
Accrued liabilities 22,061 22,371
Accrued wages and related costs 13,353 19,796
Federal and state taxes payable 9,323 5,543
Current maturities of long-term debt 10,435 12,091
______________________
Total current liabilities 85,801 143,484
Long-term debt, net of current maturities 181,559 137,886
Deferred Taxes 4,423 3,321
Stockholders' equity:
Common stock, $.05 par value 1,386 1,376
Additional paid-in capital 111,431 107,268
Notes receivable-related parties (11,307) (16,796)
Employee savings and stock ownership loan guarantee (1,264) (1,685)
Accumulated other comprehensive income (loss) (1,381) (1,245)
Retained earnings 124,226 114,019
Treasury stock, at cost; 3,248 shares at March 31,
2001 and 3,072 shares at December 31, 2000 (22,950) (17,057)
______________________
Net stockholders' equity 200,141 185,880
______________________
$471,924 $470,571
======================
See notes to condensed consolidated financial statements.
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(in thousands, except per share data)
Three Months Ended March 31,
____________________________
2001 2000
____ ____
(Unaudited)
Net sales $181,416 $148,958
Cost of sales 112,727 98,000
______________________
Gross profit 68,689 50,958
Operating, selling and administrative expenses 39,011 32,008
Depreciation and amortization 8,659 5,282
______________________
Operating income 21,019 13,668
Other expense, net (4,008) (1,197)
______________________
Income before taxes 17,011 12,471
Provision for income taxes 6,804 4,991
______________________
Net income $10,207 $ 7,480
======================
Net income per share - Basic $0.42 $0.32
======================
Weighted average shares outstanding - Basic 24,473 23,726
======================
Net income per share - Diluted $0.38 $0.30
======================
Weighted average shares outstanding - Diluted 27,101 25,190
======================
See notes to condensed consolidated financial statements.
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
Three Months Ended March 31,
____________________________
2001 2000
____ ____
(Unaudited)
Cash flows from operating activities:
Net income $ 10,207 $ 7,480
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 8,659 5,282
Provision for losses on receivables 1,882 1,124
Amortization of ESSOP loan guarantee 421 421
Deferred taxes 1,102 -
Decrease (increase) in:
Accounts receivable, trade (8,180) (9,036)
Accounts receivable, patient (10,630) (4,412)
Inventory 37,225 10,807
Other current assets (4,279) (453)
Other assets 619 185
Increase (decrease) in:
Accounts payable (53,025) (1,724)
Accrued liabilities (265) 1,056
Accrued wages and related costs (6,480) (1,184)
Federal and state taxes payable 5,651 4,735
_______________________
Net cash provided by (used in) operating activities (17,093) 14,281
_______________________
Cash flows from investing activities:
Purchase of property and equipment, net (10,219) (5,727)
Acquisitions of businesses, net of cash acquired (15,678) (2,738)
Net increase in short-term investments (1,569) (3,257)
Net decrease in long-term investments 1 69
_______________________
Net cash used in investing activities (27,465) (11,653)
_______________________
Cash flow from financing activities:
Proceeds from long-term debt 38,682 5,591
Repayment of long-term debt (1,098) (2,460)
Notes receivable-related parties 5,489 -
Issuance of common stock 2,288 1,354
Reacquisition of common stock for treasury (5,893) (3,431)
_______________________
Net cash provided by financing activities 39,468 1,054
_______________________
Net increase (decrease) in cash and cash equivalents (5,090) 3,682
Effect of changes in exchange rates on cash 247 (1)
Cash and cash equivalents at beginning of period 24,330 13,352
_______________________
Cash and cash equivalents at end of period $19,487 $17,033
=======================
See notes to condensed consolidated financial statements.
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
GENERAL
_______
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-Q. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all
adjustments (consisting only of normal recurring accruals) considered
necessary for a fair presentation have been included. The results of the
three months ended March 31, 2001, are not necessarily indicative of the
results to be expected for the full year. For further information, refer
to the consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K for the year ended December 31,
2000. Certain line items in the prior year's condensed consolidated
financial statements have been reclassified to conform to the current
year's presentation.
COMPREHENSIVE INCOME (LOSS)
___________________________
Other comprehensive income includes foreign currency translation
adjustments and net unrealized gains and losses on investments in equity
securities. Such amounts are as follows:
Three Months Ended
__________________
March 31, 2001 March 31, 2000
______________ ______________
Tax Tax
Before-Tax (expense) Net of Tax Before-Tax (expense) Net of Tax
Amount or benefit Amount Amount or benefit Amount
_______________________________ _______________________________
Foreign currency translation
Adjustments (139) - (139) (74) - (74)
Unrealized gains (losses) on
investments:
Unrealized holding gains (losses)
arising during period 4 (1) 3 112 (45) 67
_______________________________________________________________
Other comprehensive income (loss) (135) (1) (136) 38 (45) (7)
Net income (loss) 17,011 (6,804) 10,207 12,471 (4,991) 7,480
_______ ________ _______ _______ ________ ______
Total comprehensive income $16,876 $(6,805) $10,071 $12,509 $(5,036) $7,473
======= ======== ======= ======= ======== ======
SEGMENT INFORMATION
___________________
Syncor has identified three primary operating segments: U.S.Pharmacy
Services, U.S. Medical Imaging and International Operations. Segment
selection was based upon internal organizational structures, the way these
operations are managed and evaluated, the availability of separate financial
results, and materiality considerations. Segment detail is summarized as
follows:
Three Months Ended
__________________
March 31, 2001 March 31, 2000
______________ ______________
Pharmacy Services Business
__________________________
Revenues $133,309 $122,210
Operating Income $ 19,811 $ 15,131
Medical Imaging Business
________________________
Revenues $ 37,642 $ 17,927
Operating Income $ 4,217 $ 1,686
International Operations
________________________
Revenues $ 10,465 $ 8,821
Operating Income $ 353 $ 783
Unallocated Corporat
____________________
Operating Loss $ (3,362) $ (3,932)
NET INCOME PER SHARE
____________________
Basic earnings per share (EPS) amounts are computed by dividing earnings
applicable to common stockholders by the average number of shares outstanding.
Diluted EPS amounts assume the issuance of common stock for all potentially
dilutive equivalents outstanding. Anti-dilutive outstanding stock options have
been excluded from the diluted calculation.
The reconciliation of the numerator and denominators of the basic and diluted
earnings per share computations are as follows for the three months ended
March 31, 2001 and 2000:
Three Months Ended
__________________
March 31, 2001 March 31, 2000
__________________________________ __________________________________
Income Shares Per Share Income Shares Per Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
__________________________________________________________________________________________
Net income $10,207 $7,480
Basic EPS $10,207 24,473 $.42 $7,480 23,726 $.32
____ ____
Effect of Dilutive
Stock Options 2,628 1,464
_____ _____
Diluted EPS $10,207 27,101 $.38 $7,480 25,190 $.30
____ ____
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition
and Results of Operations
For the Three Months Ended March 31, 2001 and 2000
NET SALES
_________
Consolidated net sales for the three months ended March 31, 2001
increased 21.8% or $32.4 million to $181.4 million versus $149.0
million for the first quarter of 2000.
U.S. PHARMACY SERVICES BUSINESS
The Pharmacy Services business grew at a pace of 9.1% for the
current quarter, which is a result of continued growth in both
the overall radiopharmacy market and the Cardiology sector of
the Company's business. The overall year-over-year growth rate for
the quarter for the Cardiology sector was approximately 12%.
Sales of Cardiolite(R), a proprietary technetium-based heart
imaging agent to which the Company has preferential U.S.
distribution rights, led the growth in Cardiology with
approximately a 15% growth rate over the corresponding period.
Sales of Cardiolite(R) increased by approximately 12% in volume
coupled with a 3.5% price increase.
U.S. MEDICAL IMAGING BUSINESS
The Company continues to grow the medical imaging business both
as a result of the acquisition of sites and growth at existing
sites. Overall, sales have increased year-over-year 110% for the
first quarter. Growth in this segment of the business has been
driven primarily by the US Diagnostic, Inc. acquisition that took
place after the first quarter of 2000. Same store sales growth
for the quarter was 16.7% or $2.6 million and represented 15% of
the increase. At quarter end the Company had 58 domestic imaging
centers compared to 42 for the comparable quarter in 2000. The
Company expects to continue to grow this business through a
combination of growth in existing sites and strategic
acquisitions in areas of the country that fit within the
Company's overall strategy of becoming a significant provider in
certain geographic regions. In order to accomplish these goals,
the Company continues to devote additional resources for certain
sales and operations positions and consolidation of the billing and
collection functions on one platform.
INTERNATIONAL OPERATIONS
The Company's international operations continue to grow, with
sales for the quarter increasing 18.6% as compared to the prior
year. Same store growth was flat for the quarter and was impacted
by lower sales in the Taiwan sites due to a temporary slowdown in
government health care spending. Excluding Taiwan, same store
sales growth was 5.4% for the quarter. A number of acquired and
start-up sites completed in 2000 generated $3.2 million in
additional sales in the quarter. We look for the continued
expansion of this segment as these operations mature, and through
further strategic acquisitions.
GROSS PROFIT
____________
Gross profit for the first quarter increased $17.7 million to
$68.7 million. As a percentage of net sales, gross margins
reached 37.9% for the first quarter compared to 34.2% for the
respective period in 2000.
U.S. PHARMACY SERVICES BUSINESS
The gross profit from this group continues to increase (from
28.5% in the first quarter of 2000 to 29.4% in the first quarter
of 2001) due to the shift from lower margin products to
Cardiolite(R) and increased leverage of labor and delivery dollars.
Material costs, as a percentage of sales, decreased by 0.2% due to the
continued product mix shift to Cardiolite(R) and a price increase
that was instituted in January, 2001. Direct labor costs as a
percent of sales were reduced in this quarter as compared to the
first quarter of 2000 by 0.3% as a result of the continued commitment
to staffing controls at the pharmacy locations.
U.S. MEDICAL IMAGING BUSINESS
The gross profit margin for this group decreased from 69.7% to
66.5% for the first quarter in 2001 as compared to the prior
year. This decline is principally from two factors. The first is
the conversion of sites from managed sites and the resultant loss
of "management fee income" which does not have any "cost of goods
sold component" to owned sites. At present, the Company has converted
the majority of sites to owned sites so this trend should dissipate in
future quarters. The second is an increase in reading fees paid to
contracted radiologists.
INTERNATIONAL OPERATIONS
The gross profit margin for this segment increased from 41.2% in
the first quarter of 2000 to 43.0% in the first quarter of 2001.
These margins have improved as volumes have increased and efficiencies
have improved at the pharmacy sites. The increasing share of revenues
generated from owning and managing imaging centers also increased
these margins as imaging centers traditionally have lower cost of
materials.
OPERATING, SELLING AND ADMINISTRATIVE EXPENSES
______________________________________________
Operating, Selling and Administration costs showed a year-over-
year increase for the quarter ended March 31, 2001 of
approximately 21.9% or $7.0 million. The ratio of these expenses
to sales was flat at 21.5% for the comparative quarters. The
primary reason this percentage remained flat in the quarter was
that the Company accrued certain performance bonuses at a higher rate
during the first quarter of 2000 than in the first quarter of 2001,
which offset increased expenses associated with the CMI sales growth
and acquisitions.
DEPRECIATION AND AMORTIZATION
_____________________________
Depreciation and amortization increased by $3.4 million for the
first quarter of 2001, compared to the first quarter of 2000.
The increase is primarily the result of depreciation, goodwill
and non-compete costs associated with the Medical Imaging
business acquisitions, which accounts for $2.5 million of this
increase. In addition, the Company has invested capital in
international sites (primarily imaging equipment), which
contributed about $0.5 million additionally of this increase.
OTHER EXPENSE, NET
__________________
The change in Other Expense, Net was primarily the result of
increased borrowings and the resultant interest for acquisition
debt incurred since the first quarter of 2000.
ACQUISITION OF BUSINESSES
_________________________
During the first quarter of 2001, the Company made three
acquisitions, two of which were outside of the U.S. The first of
these was by CMI, which acquired three sites in California at a
purchase price of $13.4 million. This completed a series of
previously announced acquisitions from US Diagnostic, Inc. The
second acquisition was in Brazil for a purchase price of $2.0
million. The third was in New Zealand for a purchase price of $0.3
million.
LIQUIDITY AND CAPITAL RESOURCES
_______________________________
The Company had cash, cash equivalents and investments of $26.4
million at March 31, 2001 compared with $29.7 million at December
31, 2000. The Company's total debt of $192.0 million at March
31, 2001 reflects an increase of $42.0 million when compared to
the balance of $150.0 million at December 31, 2000. The increase
for the three months ended March 31, 2001 resulted primarily from
the financing of acquisitions which required approximately $16
million and the advance purchase payment of Cardiolite(R) inventory
which required approximately $19 million in short-term financing.
Working capital increased by $40.6 million to $120.9 million at
March 31, 2001 compared to $80.3 million at December 31, 2000.
The Company believes that sufficient internal and external
sources exist to fund operations and future expansion plans. The
Company increased its credit line facility to $190 million on May 10,
2001. Of the original $150 million credit line facility, $1.2 million
was available on March 31, 2001.
FORWARD LOOKING STATEMENTS
__________________________
Except for the historical information and discussions contained
herein, statements contained in this Report on Form 10-Q may
constitute "forward looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. These
statements involve a number of risks, uncertainties and other
factors that could cause actual results to differ materially,
including: changes in the regulation of the healthcare industry
at either or both of the federal and state levels; changes or
delays in the Company's reimbursement for services by
governmental or private payers; the Company's failure to continue
to develop and market new products and services and to keep pace
with technological change; competitive pressures; failure to
obtain or protect intellectual property rights; quarterly
fluctuations in revenues and volatility of the Company's stock
price; the Company's ability to attract and retain key personnel;
currency risks; dependence on certain suppliers; the Company's
ability to successfully manage acquisitions and alliances; legal,
political and economic changes; and other risks, uncertainties
and factors discussed in the "Risk Factors" section in the
Annual Report on Form 10-K and elsewhere herein, in the Company's
other filings with the SEC or in materials incorporated by
reference. Given these uncertainties, undue reliance should not
be placed on such forward-looking statements.
SYNCOR INTERNATIONAL CORPORATION AND SUBSIDIARIES
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
None
SIGNATURE
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.
SYNCOR INTERNATIONAL CORPORATION
(Registrant)
/s/ William P. Forster
May 15, 2001 By: ________________________________________
William P. Forster
Senior Vice President and
Chief Financial Officer
(Principal Financial/Accounting Officer)