e10vq
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
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þ |
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QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For quarterly period ended June 30, 2007
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o |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number 1-13738
PSYCHEMEDICS CORPORATION
(exact name of Issuer as specified in its charter)
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Delaware
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58-1701987 |
(State or other jurisdiction of
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(I.R.S. Employer |
incorporation of organization)
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Identification No.) |
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125 Nagog Park, Acton, MA
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01720 |
(Address of principal executive offices)
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(Zip Code) |
Issuers telephone number, including area code (978) 206-8220
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the
Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer.
Large accelerated filer o Accelerated filer o Non-accelerated filer þ
Indicate by check mark whether the registrant is a shell company.
YES o NO þ
Number of shares outstanding of only class of Issuers Common Stock as of
August 14, 2007: Common Stock $.005 par value (5,215,584 shares).
PSYCHEMEDICS CORPORATION
2
PSYCHEMEDICS CORPORATION
CONDENSED BALANCE SHEETS
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JUNE 30, |
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DECEMBER 31, |
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2007 |
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2006 |
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(Unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
4,231,995 |
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$ |
4,180,235 |
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Short-term investments |
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3,775,000 |
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3,683,192 |
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Accounts receivable, net of allowance for doubtful
accounts of $283,281 in 2007 and $333,281 in 2006 |
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4,165,934 |
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3,196,384 |
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Prepaid expenses and other current assets |
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918,817 |
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818,693 |
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Deferred tax assets |
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444,071 |
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412,486 |
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Total current assets |
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13,535,817 |
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12,290,990 |
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PROPERTY AND EQUIPMENT: |
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Equipment and leasehold improvements, at cost |
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10,678,739 |
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10,376,718 |
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Less-accumulated depreciation and amortization |
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(9,802,774 |
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(9,630,190 |
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875,965 |
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746,528 |
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DEFERRED TAX ASSETS |
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183,555 |
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183,555 |
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OTHER ASSETS, NET |
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39,640 |
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39,830 |
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$ |
14,634,977 |
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$ |
13,260,903 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
445,395 |
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$ |
499,420 |
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Accrued expenses |
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768,235 |
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865,575 |
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Deferred revenue |
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363,642 |
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392,403 |
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Total current liabilities |
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1,577,272 |
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1,757,398 |
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SHAREHOLDERS EQUITY: |
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Preferred stock, $0.005 par value; 872,521
shares authorized; none issued or outstanding |
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Common stock; $0.005 par value; 50,000,000 shares
authorized; 5,799,381 shares and 5,756,044
shares issued in 2007 and 2006, respectively |
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28,997 |
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28,780 |
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Paid-in capital |
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26,226,997 |
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25,609,800 |
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Accumulated deficit |
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(4,075,598 |
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(5,012,384 |
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Less Treasury stock, at cost; 583,797 shares |
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(9,122,691 |
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(9,122,691 |
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Total shareholders equity |
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13,057,705 |
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11,503,505 |
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$ |
14,634,977 |
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$ |
13,260,903 |
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See accompanying notes to financial statements and managements discussion and
analysis of financial condition and results of operations.
3
PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
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THREE MONTHS |
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ENDED JUNE 30, |
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2007 |
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2006 |
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REVENUE |
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$ |
6,497,290 |
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$ |
6,181,386 |
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COST OF REVENUE |
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2,387,713 |
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2,331,401 |
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Gross profit |
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4,109,577 |
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3,849,985 |
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EXPENSES: |
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General and administrative |
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1,028,602 |
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836,679 |
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Marketing and selling |
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807,287 |
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731,607 |
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Research and development |
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160,699 |
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116,072 |
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1,996,588 |
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1,684,358 |
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OPERATING INCOME |
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2,112,989 |
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2,165,627 |
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INTEREST INCOME |
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101,163 |
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63,493 |
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INCOME BEFORE INCOME TAXES |
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2,214,152 |
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2,229,120 |
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PROVISION FOR INCOME TAXES |
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881,800 |
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828,000 |
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NET INCOME |
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$ |
1,332,352 |
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$ |
1,401,120 |
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BASIC NET INCOME PER SHARE |
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$ |
0.26 |
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$ |
0.27 |
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DILUTED NET INCOME PER SHARE |
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$ |
0.25 |
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$ |
0.27 |
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DIVIDENDS DECLARED PER SHARE |
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$ |
0.15 |
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$ |
0.125 |
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WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING, BASIC |
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5,172,247 |
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5,169,361 |
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WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING, DILUTED |
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5,265,023 |
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5,238,697 |
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See accompanying notes to financial statements and managements discussion and
analysis of financial condition and results of operations.
4
PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
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SIX MONTHS |
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ENDED JUNE 30, |
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2007 |
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2006 |
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REVENUE |
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$ |
12,213,896 |
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$ |
11,248,116 |
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COST OF REVENUE |
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4,842,194 |
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4,447,550 |
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Gross profit |
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7,371,702 |
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6,800,566 |
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EXPENSES: |
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General and administrative |
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1,861,055 |
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1,600,660 |
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Marketing and selling |
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1,511,930 |
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1,397,174 |
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Research and development |
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255,622 |
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228,650 |
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3,628,607 |
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3,226,484 |
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OPERATING INCOME |
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3,743,095 |
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3,574,082 |
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INTEREST INCOME |
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197,568 |
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122,203 |
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197,568 |
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122,203 |
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INCOME BEFORE INCOME TAXES |
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3,940,663 |
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3,696,285 |
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PROVISION FOR INCOME TAXES |
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1,573,400 |
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1,373,000 |
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NET INCOME |
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$ |
2,367,263 |
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$ |
2,323,285 |
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BASIC NET INCOME PER SHARE |
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$ |
0.46 |
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$ |
0.45 |
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DILUTED NET INCOME PER SHARE |
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$ |
0.45 |
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$ |
0.44 |
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DIVIDENDS DECLARED PER SHARE |
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$ |
0.30 |
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$ |
0.225 |
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WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING, BASIC |
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5,191,481 |
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5,168,235 |
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WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING, DILUTED |
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5,281,547 |
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5,224,374 |
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See accompanying notes to financial statements and managements discussion and
analysis of financial condition and results of operations.
5
PSYCHEMEDICS CORPORATION
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
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SIX MONTHS |
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ENDED JUNE 30, |
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2007 |
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2006 |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net income |
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$ |
2,367,263 |
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$ |
2,323,285 |
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Adjustments to reconcile net income to net
cash provided by operating activities: |
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Depreciation and amortization |
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172,584 |
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145,834 |
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Stock-based compensation expense |
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86,675 |
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28,930 |
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Deferred income taxes |
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(31,585 |
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(6,494 |
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Changes in current assets and liabilities: |
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Accounts receivable |
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(969,550 |
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(1,114,880 |
) |
Prepaid expenses and other current assets |
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(100,124 |
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(227,706 |
) |
Accounts payable |
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(54,025 |
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(20,910 |
) |
Accrued expenses |
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(97,340 |
) |
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(334,744 |
) |
Deferred revenue |
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(28,761 |
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32,671 |
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Net cash provided by operating activities |
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1,345,137 |
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825,986 |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Purchases of short-term investments |
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(91,808 |
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(1,025,000 |
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Purchases of property and equipment |
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(302,021 |
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(69,269 |
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Decrease in other assets |
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190 |
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Net cash used in investing activities |
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(393,639 |
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(1,094,269 |
) |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Tax benefit associated with exercise of options |
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37,523 |
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8,982 |
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Cash dividends paid |
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(1,430,476 |
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(1,163,242 |
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Net proceeds from the issuance of common stock |
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493,215 |
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60,100 |
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Net cash used in financing activities |
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(899,738 |
) |
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(1,094,160 |
) |
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
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51,760 |
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(1,362,443 |
) |
CASH AND CASH EQUIVALENTS, beginning of period |
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4,180,235 |
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3,352,519 |
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CASH AND CASH EQUIVALENTS, end of period |
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$ |
4,231,995 |
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$ |
1,990,076 |
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See accompanying notes to financial statements and managements discussion and
analysis of financial condition and results of operations.
6
PSYCHEMEDICS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2007
1. |
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Interim Financial Statements |
The accompanying unaudited interim financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information and pursuant to the
rules and regulations of the Securities and Exchange Commission for reporting on Form 10-Q.
Accordingly, certain information and footnote disclosure required for complete financial statements
are not included herein. It is recommended that these financial statements be read in conjunction
with the financial statements and related notes of Psychemedics Corporation (the Company) as
reported in the Companys Annual Report on Form 10-K for the year ended December 31, 2006. 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 six
months ended June 30, 2007 may not be indicative of the results that may be expected for the year
ending December 31, 2007, 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 Companys stock-based
compensation is accounted for as equity instruments. Prior to January 1, 2006, the Company
followed Accounting Principles Board (APB) Opinion 25, Accounting for Stock Issued to Employees,
and related interpretations in accounting for stock-based compensation. The Company elected the
modified prospective transition method for adopting SFAS 123R. Under this method, the provisions
of SFAS 123R apply to all awards granted or modified after the date of adoption, as well as to the
future vesting of awards granted and not vested as of the date of adoption.
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 Companys shareholders at
the 2006 Annual Shareholders meeting. Under the 2006 Equity Incentive Plan, the Company is
authorized to grant options with terms of up to ten years, grant restricted stock, issue stock
bonuses or grant other stock-based awards. As of June 30, 2007, a total of 250,000 shares of common
stock were reserved for issuance under the 2006 Equity Incentive Plan.
7
The Company also has stock option plans that have expired, but shares can be issued upon exercise
of outstanding options that were granted prior to such expiration. 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 a 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 $55,281 and $86,675 of stock-based
compensation in the accompanying statements of income for the three months and six months ended
June 30, 2007, respectively. The Company recorded $21,286 and $28,930 of stock-based compensation
for the three months and six months ended June 30, 2006, respectively. 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 Companys 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 Companys 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 and 7,150 units vested and 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
Companys 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 Companys common stock provided that the
awardee remains continuously employed throughout the vesting periods.
SFAS 123R requires the measurement of the fair value of stock options or warrants to be included in
the statement of income or disclosed in the notes to financial statements. The Company has
computed the value of options using the Black-Scholes option pricing model.
A summary of stock option activity for the Companys expired stock option plans for the six months
ended June 30, 2007 is as follows:
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Weighted |
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Weighted |
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Average |
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Average |
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Number |
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Exercise |
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Remaining |
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Aggregate |
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of |
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Price Per |
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Contractual |
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Intrinsic |
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Shares |
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Share |
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Life |
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Value (1) |
|
Outstanding, December 31, 2006 |
|
|
527,858 |
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|
$ |
15.79 |
|
|
|
|
|
|
|
|
|
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercised |
|
|
(23,800 |
) |
|
|
14.00 |
|
|
|
|
|
|
$ |
65,234 |
|
Terminated |
|
|
(26,095 |
) |
|
|
22.23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding, March 31, 2007 |
|
|
477,963 |
|
|
|
15.53 |
|
|
5.8 years |
|
$ |
1,025,712 |
|
Granted |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercised |
|
|
(14,078 |
) |
|
|
13.56 |
|
|
|
|
|
|
$ |
96,857 |
|
Terminated |
|
|
(1,250 |
) |
|
|
13.56 |
|
|
|
|
|
|
$ |
8,600 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding, June 30, 2007 |
|
|
462,635 |
|
|
$ |
15.58 |
|
|
5.5 years |
|
$ |
1,968,703 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercisable, June 30, 2007 |
|
|
462,635 |
|
|
$ |
15.58 |
|
|
5.5 years |
|
$ |
1,968,703 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available for grant, June 30, 2007 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
|
|
(1) |
|
The aggregate intrinsic value on this table was calculated based on the amount, if any, by
which the closing market value of the Companys stock on June 30, 2007 ($20.44) exceeded the
exercise price of the underlying options, multiplied by the number of shares subject to each
option. |
A summary of activity for SUAs under the Companys 2006 Equity Incentive Plan for the six months
ended June 30, 2007 is as follows:
|
|
|
|
|
|
|
|
|
|
|
Number |
|
|
Aggregate |
|
|
|
of |
|
|
Intrinsic |
|
|
|
Shares |
|
|
Value (2) |
|
Outstanding, December 31, 2006 |
|
|
26,700 |
|
|
|
|
|
Granted |
|
|
|
|
|
|
|
|
Terminated |
|
|
(2,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding, March 31, 2007 |
|
|
24,700 |
|
|
|
|
|
Granted |
|
|
34,000 |
|
|
|
|
|
Terminated |
|
|
|
|
|
|
|
|
Converted to common stock |
|
|
(7,150 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Outstanding, June 30, 2007 |
|
|
51,550 |
|
|
$ |
1,053,682 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Converted to common stock |
|
|
7,150 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available for grant, June 30, 2007 |
|
|
191,300 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2) |
|
The aggregate intrinsic value on this table was calculated based on the closing market value
of the Companys stock on June 30, 2007 ($20.44). |
As of June 30, 2007, a total of 712,635 shares of common stock were reserved for issuance under the
various stock option and stock-based plans. As of June 30, 2007, the unamortized fair value of
awards relating to SUAs was $877,103.
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.
9
Basic and diluted weighted average common shares outstanding are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
June 30, |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
Weighted average common shares |
|
|
5,172,247 |
|
|
|
5,169,361 |
|
|
|
5,191,481 |
|
|
|
5,168,235 |
|
Common equivalent shares |
|
|
92,776 |
|
|
|
69,336 |
|
|
|
90,066 |
|
|
|
56,139 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares
outstanding, assuming dilution |
|
|
5,265,023 |
|
|
|
5,238,697 |
|
|
|
5,281,547 |
|
|
|
5,224,374 |
|
For the three months ended June 30, 2007 and 2006, options to purchase 97,635 and 194,481 common
shares, respectively, were outstanding but not included in the diluted weighted average common
share calculation as the effect would have been antidilutive. For the six months ended June 30,
2007 and 2006, options to purchase 97,635 and 200,919 common shares, respectively, were outstanding
but not included in the diluted weighted average common share calculation as the effect would have
been antidilutive.
The Company performs drug testing as well as provides training for collection of samples and
storage of positive samples for its customers for an agreed-upon fee per unit tested of samples.
The revenues are recognized when the predominant deliverable, drug testing, is provided and
reported to the customer. The Company also provides expert testimony, when and if necessary, to
support the results of the tests, which is generally billed separately and recognized as the
services are provided.
In 2003, the Company adopted Emerging Issue Task Force (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 do not have stand-alone value to the
customer. The Company has concluded that the predominant deliverable in the arrangement is the
testing of the units and has recognized revenue as that service is performed and reported to the
customer.
Deferred revenue represents payments received in advance of the performance of drug testing
procedures. Deferred revenue is 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 $11,167 of revenue in the results
of operations in the second quarter of 2007 and $60,494 for the six months ended June 30, 2007
related to test kits that were sold for which the Companys obligations to provide service were
deemed remote.
10
At June 30, 2007 and December 31, 2006, the Company had deferred revenue of approximately $364,000
and $392,000, 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.
5. |
|
Recent Accounting Pronouncements |
In July 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48,
Accounting for Uncertainty in Income Taxes (FIN 48), an interpretation of Statement of Financial
Accounting Standards No. 109, Accounting for Income Taxes. FIN 48 clarifies the accounting for
uncertainty in income taxes recognized in a companys financial statements and prescribes a
recognition threshold and measurement process for financial statement recognition and measurement
of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on
derecognition, classification, interest and penalties, accounting in interim periods, disclosure
and transition and became effective for the Company on January 1, 2007. The Company has adopted
FIN48 without material effect in the financial statements. The Companys evaluation was performed
for the tax years ended December 31, 2003, 2004, 2005 and 2006, the tax years which remained
subject to examination by major tax jurisdictions as of January 1, 2007.
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 is required to be adopted by the Company in fiscal 2008. The Company
is currently evaluating the effect that the adoption of SFAS 157 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. SFAS 159 is effective for the Company
beginning in the first quarter of 2008, although earlier adoption without effect is permitted. The
Company is currently assessing the impact of SFAS 159 but does not presently anticipate it will
have a material impact on the Companys results of operations and financial condition.
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 Companys results of
operations or financial condition.
11
7. |
|
Subsequent Event Dividends |
On August 6, 2007, the Company declared a quarterly dividend of $.15 per share, which will be paid
on September 22, 2007 to shareholders of record on September 8, 2007.
Item 2
MANAGEMENTS 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 Companys expectations regarding revenues, 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, cash dividends, cost
savings, capital expenditures and anticipated cash requirements) may be forward-looking
statements. The Companys actual results may differ from those stated in any forward-looking
statements. Factors that may cause such differences include, but are not limited to, employee
hiring practices of the Companys principal customers, development of markets for new products and
services offered by the Company, the economic health of principal customers of the Company,
financial and operational risks associated with possible expansion of testing facilities used by
the Company, government regulation (including, but not limited to, Food and Drug Administration
regulations), competition and general economic conditions. With respect to the continued payment
of cash dividends, factors include, but are not limited to, available surplus, cash flow, capital
expenditure reserves required, and other factors that the Board of Directors of the Company may
take into account.
OVERVIEW
Psychemedics Corporation was incorporated in 1986. The Company utilizes a patented hair analysis
method involving radioimmunoassay technology and mass spectrometry confirmation to analyze human
hair to detect abused substances.
Revenue for the second quarter of 2007 was $6.5 million and was 5% above revenue of $6.2 million
for the second quarter of 2006. Revenue for the first six months of 2007 was $12.2 million and was
9% above revenue of $11.2 million for the first six months of 2006. The Company reported net
income of $0.25 per share in the quarter ended June 30, 2007 and net income of $0.45 per share for
the six months ended June 30, 2007. At June 30, 2007, the Company had $8.0 million of cash, cash
equivalents and short-term investments. The Company distributed $0.65 million and $0.78 million,
or $0.125 per share and $0.15 per share, of cash dividends to its shareholders in the first and
second quarters of 2007, respectively, which represented year to date totals of $1.4
12
million, or
$0.275 per share. The Company has paid forty-three consecutive quarterly cash dividends.
RESULTS OF OPERATIONS
Revenue was $6,497,290 for the three month period ended June 30, 2007 as compared to $6,181,386 for
the comparable period of 2006, representing an increase of 5%. Revenue was $12,213,896 for the six
month period ended June 30, 2007 as compared to $11,248,116 for the comparable period of 2006,
representing an increase of 9%. The increase in revenue for the second quarter of 2007 was due to
an increase of 3% in testing volume from both new and existing clients, while the average revenue
per sample increased by 2% as compared to the comparable period of 2006. The increase in revenue
for the six months ended June 30, 2007 was due to an increase of 8% in testing volume from both new
and existing clients, while the average revenue per sample remained relatively constant as compared
to the comparable period of 2006.
Gross margin was 63% of revenue for the three month period ended June 30, 2007, as compared to 62%
for the comparable period of 2006. Gross margin was 60% of revenue for both of the six month
periods ended June 30, 2007 and June 30, 2006. Increased direct costs were primarily due to
increased labor costs and expenses related to laboratory supplies.
General and administrative (G&A) expenses were $1,028,602 for the three month period ended June
30, 2007 as compared to $836,679 for the comparable period of 2006, representing an increase of
23%. G&A expenses were $1,861,055 for the six month period ended June 30, 2007 as compared to
$1,600,660 for the comparable period of 2006, representing an increase of 16%. The increase in
general and administrative expenses for the three month period ended June 30, 2007 as compared to
the comparable period of 2006 was due primarily to an increase in personnel related costs, CFO
severance cost and higher than normal legal fees. The increase in general and administrative
expenses for the six month period ended June 30, 2007 as compared to the comparable period of 2006
was due primarily to expenses related to the cost of staffing as well as higher legal costs. As a
percentage of revenue, G&A expenses were 16% and 14% for the three month periods ended June 30,
2007 and June 30, 2006, respectively, and 15% for the six months ended June 30, 2007 from 14% for
the comparable period of 2006.
Marketing and selling expenses were $807,287 for the three month period ended June 30, 2007 as
compared to $731,607 for the comparable period of 2006, an increase of 10%. Marketing and selling
expenses were $1,511,930 for the six month period ended June 30, 2007 as compared to $1,397,174 for
the comparable period of 2006, an increase of 8%. The variation in marketing and selling expenses
for both the three month and six month periods ended June 30, 2007 as compared to the comparable
periods of 2006 was due primarily to higher staffing expenses and higher commissions. Total
marketing and selling expenses represented 12% of revenue in all periods presented.
Research and development (R&D) expenses for the three month period ended June 30, 2007 increased
by $44,627 from the comparable period of the prior year to $160,699, an increase of 38%. Research
and development (R&D) expenses for the six month period ended June 30, 2007 increased by $26,972
from the comparable
13
period of the prior year to $255,622 representing an increase of 12%. The
increase for the period ending June 30 was due to the cost of supplies for several new scientific
research projects. R&D expenses represented 3% of revenue for the three month period and 2% for the
six month period ended June 30, 2007 as compared to 2% of revenue for the three month and six month
periods ended June 30, 2006.
Interest income for the three month period ended June 30, 2007 increased by $37,670 and increased
by $75,365 for the six month period ended June 30, 2007 as compared to the comparable periods of
2006 and represented interest and dividends earned on cash equivalents and short-term investments.
Higher average investment balances along with an increase in the yield on investment balances in
2007 as compared to 2006 caused the increase in interest income.
During the three months ended June 30, 2007 and June 30, 2006, the Company recorded tax provisions
of $881,800 and $828,000 representing effective tax rates of 39.8% and 37.1% for the respective
periods. During the six months ended June 30, 2007 and June 30, 2006, the Company recorded tax
provisions of $1,573,400 and $1,373,000 representing effective tax rates of 39.9% and 37.1%,
respectively.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 2007, the Company had approximately $8.0 million of cash, cash equivalents and
short-term investments. The Companys operating activities provided net cash of $1,345,137 in the
six months ended June 30, 2007. Investing activities used $393,639 in the six month period while
financing activities used a net amount of $899,738 during the period.
Cash provided by operating activities of $1,345,137 reflects net income of $2,367,263 adjusted for
depreciation and amortization of $172,584, offset by an increase in accounts receivable along with
a decrease in accrued expenses and a lesser increase in prepaid expenses. The increase in prepaid
expenses was due primarily to the purchase of chemicals and supplies for inventory.
Capital expenditures in the first six months of 2007 were $302,021. 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 $4
million, which the Company expects to fund primarily through its operating cash flows.
During the six months ended June 30, 2007, the Company distributed $1,430,476 in cash dividends to
its shareholders. The Company did not repurchase any shares for treasury during the six months
ended June 30, 2007. The Company has authorized 500,000 shares for repurchase since June of 1998,
of which 466,351 shares have been repurchased.
14
Contractual obligations as of June 30, 2007 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Than |
|
|
1-3 |
|
|
4-5 |
|
|
After 5 |
|
|
|
|
|
|
One Year |
|
|
Years |
|
|
Years |
|
|
Years |
|
|
Total |
|
Operating leases |
|
$ |
490,000 |
|
|
$ |
982,000 |
|
|
$ |
696,000 |
|
|
$ |
150,000 |
|
|
$ |
2,318,000 |
|
Purchase commitment |
|
|
294,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
294,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
784,000 |
|
|
$ |
$982,000 |
|
|
$ |
696,000 |
|
|
$ |
150,000 |
|
|
$ |
2,612,000 |
|
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 $293,982 for the six months
ended June 30, 2007 as compared to $271,916 for the comparable period of 2006. The Company expects
to purchase approximately $294,000 for the remainder of 2007. In exchange for exclusivity, the
supplier has provided the Company with the right to purchase the isotope technology at fair market
value under certain conditions, including the failure to meet the Companys purchase commitments.
This agreement does not include a fixed termination date; however, it is cancelable upon mutual
agreement by both parties or six months after termination notice by the Company of its intent to
use a different technology in connection with its drug testing procedures.
At June 30, 2007, the Companys principal sources of liquidity included an aggregate of
approximately $8.0 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 Companys results of operations, its future capital needs and available
marketing opportunities, the Company may use various financing sources to raise additional funds.
Such sources could potentially include joint ventures, issuances of common stock or debt financing,
although the Company does not have any such plans at this time. At June 30, 2007, the Company had
no long-term debt.
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 and reporting the results thereof. The
Companys 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. The Company also provides expert testimony, when and if necessary, to support the test
results, which is generally billed separately and recognized as the services are provided.
In 2003, the Company adopted Emerging Issue Task Force (EITF) Issue No. 00-21, Revenue
Arrangements with Multiple Deliverables, which was effective for all
15
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.
Deferred revenue represents payments received in advance of the performance of drug testing
procedures. 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 $60,494 of revenue for the six
month period ending June 30, 2007, of which $49,327 was related to the quarter ending March 31,
2007 and $11,167 was related to the quarter ending June 30, 2007. This revenue was related to test
kits that were previously sold for which revenue had not been recognized and the Companys
obligations to provide service was 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.
Allowance for Doubtful Accounts
The allowance for doubtful accounts is based on managements assessment of the collectibility of
its customer accounts. Management reviews its accounts receivable aging for doubtful accounts and
specifically identifies accounts that may not be collectible. The Company routinely assesses the
financial strength of its customers and, as a consequence, believes that its accounts receivable
credit risk exposure is limited. The Company maintains an allowance for potential credit losses
but historically has not experienced any significant losses related to individual customers or
groups of customers in any particular industry or geographic area. Bad debt expense has been
within managements expectations.
Income Taxes
The Company accounts for income taxes using the liability method, which requires the Company to
recognize a current tax liability or asset for current taxes payable or refundable and a deferred
tax liability or asset for the estimated future tax effects of 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.
16
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.
The above listing is not intended to be a comprehensive list of all of the Companys accounting
policies. In many cases, the accounting treatment of a particular transaction is specifically
dictated by accounting principles generally accepted in the United States, with no need for
managements judgment in their application. There are also areas in which managements judgment in
selecting any available alternative would not produce a materially different result.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Interest Rate Sensitivity. The Company maintains a short-term investment portfolio consisting
principally of money market securities, Taxable Auction Rate Preferred, 7 and 28 day Dutch Auction
securities and securities issued by the U.S. Government that are not sensitive to sudden interest
rate changes.
Item 4. Controls and Procedures
As of the date of this report, our Chief Executive Officer performed an evaluation of the
effectiveness of the design and operation of the Companys disclosure controls and procedures
pursuant to Exchange Act Rule 13a-14. Based upon that evaluation, the Chief Executive Officer
concluded that the Companys disclosure controls and procedures are effective in ensuring the
reporting of material information required to be included in the Companys periodic filings with
the Securities and Exchange Commission. There were no significant changes in the Companys
internal controls over financial reporting or in other factors that could significantly affect
these internal controls over financial reporting subsequent to the date of the most recent
evaluation.
PART II OTHER INFORMATION
Item 1A. Risk Factors
There have been no material changes in our risk factors from those disclosed in our 2006 Annual
Report on Form 10-K.
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Shareholders of Psychemedics Corporation was held on May 10, 2007 for the
purpose of electing a board of directors. Proxies for the meeting were solicited pursuant to
Section 14(a) of the Securities Exchange Act of 1934 and there was no solicitation in opposition to
managements solicitations.
Description and tabulation by the Companys transfer agent of each matter voted upon at the Annual
Meeting of Shareholders of Psychemedics Corporation held on May 10, 2007:
17
All of managements nominees for directors, as listed in the proxy statement, were elected with the
following votes:
Election of Directors:
|
|
|
|
|
|
|
|
|
|
|
Number of Shares |
|
|
For |
|
Withheld |
Raymond C. Kubacki, Jr. |
|
|
4,598,334 |
|
|
|
281,053 |
|
Harry F. Connick |
|
|
4,597,641 |
|
|
|
281,746 |
|
Walter S. Tomenson, Jr. |
|
|
4,599,002 |
|
|
|
280,385 |
|
Fred J. Weinert |
|
|
4,449,019 |
|
|
|
430,368 |
|
Item 6. Exhibits
See Exhibit Index included in this Report
18
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
|
|
|
|
|
|
Psychemedics Corporation |
|
|
|
|
|
|
|
|
|
Date: August 14, 2007
|
|
By:
|
|
/s/ Raymond C. Kubacki, Jr.
|
|
|
|
|
Raymond C. Kubacki, Jr. |
|
|
|
|
Chairman and Chief Executive Officer |
|
|
|
|
(principal executive officer) |
|
|
|
|
|
|
|
|
|
Date: August 14, 2007
|
|
By:
|
|
/s/ Thomas M. Harty
|
|
|
|
|
Thomas M. Harty |
|
|
|
|
Accounting Manager |
|
|
|
|
(principal accounting officer) |
|
|
19
PSYCHEMEDICS CORPORATION
FORM 10-Q
June 30, 2007
EXHIBIT INDEX
|
|
|
|
|
|
|
|
|
|
|
Page No. |
31.1
|
|
Certification of Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
21 |
|
|
|
|
|
|
|
|
31.2
|
|
Certification of 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
|
|
|
25 |
|
|
|
|
|
|
|
|
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
|
|
|
26 |
|
20