UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

Form 10-Q

 

[X]Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

 

For the quarterly period ended September 30, 2018

or

[  ]Transition report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934
  for the transition period from _________ to __________

 

 

Commission file number: 1-13738

 

PSYCHEMEDICS CORPORATION

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware   58-1701987
(State or Other Jurisdiction of   (I.R.S. Employer Identification No.)
Incorporation or Organization)    
     
289 Great Road    
Acton, MA   01720
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant's telephone number including area code:     (978) 206-8220

 

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X     No ___

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes X     No___

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

  Large accelerated filer
  Accelerated filer
  Non–accelerated filer ☐  
  Smaller reporting company
  Emerging growth company

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐  

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ___ No X

 

The number of shares of Common Stock of the Registrant, par value $0.005 per share, outstanding at October 19, 2018 was 5,507,262.

 

1

 

PSYCHEMEDICS CORPORATION

FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2018

 

INDEX

 

  Page
PART I - FINANCIAL INFORMATION  
   
Item 1 - Financial Statements (Unaudited)  
   
  Condensed Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 3
  Condensed Consolidated Statements of Income and Comprehensive Income for the Three months and Nine months ended September 30, 2018 and 2017 4
  Condensed Consolidated Statements of Cash Flows for the Nine months ended September 30, 2018 and 2017 5
  Notes to Condensed Consolidated Financial Statements 6
     
Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations
     
  Overview 15
  Results of Operations 15
  Liquidity and Capital Resources 16
     
Item 3 - Quantitative and Qualitative Disclosures About Market Risk 18
   
Item 4 - Controls and Procedures 18
     
PART II - OTHER INFORMATION  
   
Item 1A  - Risk Factors 19
Item 2     - Unregistered Sales of Equity Securities and Use of Proceeds 19
Item 6     - Exhibits 19
   
Signatures 19

 

 

 

 

2

 

PSYCHEMEDICS CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except par value)

(UNAUDITED)

 

   September 30,  December 31,
   2018  2017
       
ASSETS          
Current Assets:          
Cash and cash equivalents  $6,016   $8,165 
Accounts receivable, net of allowance for doubtful accounts of $71 in 2018 and $64 in 2017   8,067    4,488 
Prepaid expenses and other current assets   1,359    1,212 
Total Current Assets   15,442    13,865 
           
Fixed Assets, net of accumulated amortization and depreciation of $13,712 in 2018 and $11,670 in 2017   10,644    11,811 
Other assets   900    832 
           
Total Assets  $26,986   $26,508 
           
LIABILITIES AND SHAREHOLDERS' EQUITY          
           
Current Liabilities:          
Accounts payable  $813   $398 
Accrued expenses   3,908    2,870 
Current portion of long-term debt   941    957 
           
Total Current Liabilities   5,662    4,225 
           
Long-term debt   1,719    2,420 
Deferred tax liabilities, long-term   1,091    1,243 
Total Liabilities   8,472    7,888 
           
Commitments and Contingencies (Note 8)          
           
Shareholders' Equity:          
Preferred stock, $0.005 par value, 873 shares authorized, no shares issued or outstanding   --    -- 
Common stock, $0.005 par value; 50,000 shares authorized 6,175 shares issued in 2018 and 6,160 shares issued in 2017, 5,507 shares outstanding in 2018 and 5,492 shares outstanding in 2017   31    31 
Accumulated other comprehensive loss   (1,584)   (238)
Additional paid-in capital   31,365    31,022 
Accumulated deficit   (1,216)   (2,113)
Less - Treasury stock, at cost, 668 shares   (10,082)   (10,082)
           
Total Shareholders' Equity   18,514    18,620 
           
Total Liabilities and Shareholders' Equity  $26,986   $26,508 

 

See accompanying notes to condensed consolidated financial statements

 

3

 

PSYCHEMEDICS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND
COMPREHENSIVE INCOME

(in thousands, except per share amounts)

(UNAUDITED)

 

 

   Three Months Ended  Nine Months Ended
   September 30,  September 30,
   2018  2017  2018  2017
             
Revenue  $11,016   $10,049   $32,738   $29,942 
Cost of revenue   5,658    4,928    16,853    14,896 
                     
Gross profit   5,358    5,121    15,885    15,046 
                     
Operating Expenses:                    
General & administrative   1,599    1,471    4,907    4,278 
Marketing & selling   1,267    1,065    3,807    3,552 
Research & development   372    353    1,089    1,005 
                     
Total Operating Expenses   3,238    2,889    9,803    8,835 
                     
Operating income   2,120    2,232    6,082    6,211 
Other income (expense)   (9)   13    47    (22)
                     
Net income before provision for income taxes   2,111    2,245    6,129    6,189 
                     
Provision for income taxes   836    881    2,426    2,418 
                     
Net income  $1,275   $1,364   $3,703   $3,771 
                     
Other Comprehensive Income (Loss):                    
Foreign currency translation   (180)   108    (1,346)   37 
Total Comprehensive Income  $1,095   $1,472   $2,357   $3,808 
                     
Basic net income per share  $0.23   $0.25   $0.67   $0.69 
                     
Diluted net income per share  $0.23   $0.25   $0.67   $0.68 
                     
Dividends declared per share  $0.18   $0.15   $0.54   $0.45 

 

See accompanying notes to condensed consolidated financial statements

 

4

 

PSYCHEMEDICS CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(UNAUDITED)

 

   Nine Months Ended
   Sept 30
   2018  2017
       
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net income  $3,703   $3,771 
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization   2,302    2,089 
Deferred income taxes   (152)   49 
Stock-based compensation   436    446 
Changes in assets and liabilities:          
Accounts receivable   (3,598)   423 
Prepaid expenses and other current assets   (147)   (272)
Accounts payable   394    (263)
Accrued expenses   1,069    874 
Net cash provided by operating activities   4,007    7,117 
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
Purchases of equipment and leasehold improvements   (775)   (411)
Cost of internally developed software   (268)   (509)
Other assets   (96)   (26)
Net cash used in investing activities   (1,139)   (946)
           
CASH FLOWS FROM FINANCING ACTIVITIES:          
Proceeds from issuance of stock, net of tax withholding   (93)   (165)
Payments of equipment financing   (717)   (1,911)
Cash dividends paid   (2,806)   (2,464)
Net cash used in financing activities   (3,616)   (4,540)
           
Effect of exchange rate changes on cash and cash equivalents   (1,401)   35 
Net increase (decrease) in cash and cash equivalents   (2,149)   1,666 
Cash and cash equivalents, beginning of period   8,165    3,938 
Cash and cash equivalents, end of period  $6,016   $5,604 
           
Supplemental Disclosures of Cash Flow Information:          
Cash paid for income taxes  $2,289   $1,904 
Cash paid for interest  $83   $53 
Purchases of equipment through accounts payable and accrued liabilities  $65   $41 

 

See accompanying notes to condensed consolidated financial statements

 

5

 


PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

1.Basis of Presentation

 

The interim condensed consolidated financial statements of Psychemedics Corporation (the “Company”) presented herein, have been prepared pursuant to the rules of the Securities and Exchange Commission for quarterly reports on Form 10-Q and do not include all the information and note disclosures required by accounting principles generally accepted in the United States of America. These statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2017, included in the Company's 2017 Annual Report on Form 10-K (“10-K”), as filed with the Securities and Exchange Commission.

 

The condensed consolidated balance sheet as of September 30, 2018, the condensed consolidated statements of income and comprehensive income for the three month and nine month periods ended September 30, 2018 and 2017, and the condensed consolidated statements of cash flows for the nine month periods ended September 30, 2018 and 2017 are unaudited but, in the opinion of management, include all adjustments necessary for a fair presentation of results for these interim periods. The condensed consolidated balance sheet as of December 31, 2017 has been derived from the Company’s annual financial statements that were audited by an independent registered public accounting firm, but does not include all the information and footnotes required for complete annual financial statements.

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates 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. The results of operations for the three months and nine months ended September 30, 2018 may not be indicative of the results that may be expected for the year ending December 31, 2018, or any other period.

 

Unless the context requires otherwise, the terms “we”, “us”, “our”, or “the Company” refer to Psychemedics Corporation and its consolidated subsidiaries.

 

2.Cash and Cash Equivalents

 

The Company considers all highly liquid investments with original maturities of 90 days or less to be cash equivalents. Cash equivalents consisted exclusively of cash in the bank and bank certificates of deposits.

 

6

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

3.Stock-Based Compensation

 

The Company’s 2006 Incentive Plan (“the Plan”) provides for cash-based awards or the grant or issuance of stock-based awards. As of September 30, 2018, 77 thousand shares remained available for future grant under the Plan.

 

A summary of the Company’s stock option activity for the nine months ended September 30, 2018 is as follows (in thousands except per share amounts):

 

        Weighted Average 
     Weighted Average  Remaining  Aggregate
   Number of  Exercise Price  Contractual Life  Intrinsic
   Shares  Per Share  (in years)  Value(1)
Outstanding, December 31, 2017   279   $15.40    8.7   $1,436 
Granted   119   $21.01           
Exercised   -                
Forfeited   -                
Outstanding, September 30, 2018   398   $17.09    8.4   $956 
                     
Exercisable, September 30, 2018   143   $14.51    7.8   $616 

 

(1)The aggregate intrinsic value on this table was calculated based on the amount, if any, by which the closing market value of the Company’s stock on September 30, 2018 ($18.81) exceeded the exercise price of the underlying options, multiplied by the number of shares subject to each option.

 

A summary of the Company’s stock unit award activity for the nine months ended September 30, 2018 is as follows (in thousands except per share amounts):

 

   Number
of Shares
  Weighted
Average Price
per Share (2)
  Weighted
Average Fair
Value (2)
          
Outstanding & Unvested, December 31, 2017   33   $16.08   $516 
Granted   6   $21.04   $126 
Converted to common stock   (15)          
Cancelled   (5)          
Forfeited   -           
Outstanding & Unvested, September 30, 2018   19   $18.20   $343 

 

(2)Weighted average price per share is the weighted grant price based on the closing market price of each of the stock grants related to each grant of stock unit awards. The weighted average fair value is the weighted average share price times the number of shares.

 

As of September 30, 2018, a total of 494 thousand shares of common stock were reserved for issuance under the Plan. As of September 30, 2018, the unamortized fair value of awards relating to outstanding SUAs and options was $1.3 million, which is expected to be amortized over a weighted average period of 3.1 years.

 

7

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

4.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 was determined in accordance with the treasury-stock method. Common equivalent shares consisted of common stock issuable upon the exercise of outstanding options and common stock issuable upon the vesting of outstanding, unvested SUAs. Basic and diluted weighted average common shares outstanding for the three months and nine months ended September 30, 2018 and 2017 were as follows (in thousands):

 

   Three Months Ended September 30,  Nine Months Ended September 30,
   2018  2017  2018  2017
Weighted average common shares outstanding, basic   5,507    5,491    5,500    5,476 
Dilutive common equivalent shares   48    73    52    64 
Weighted average common shares outstanding, diluted   5,555    5,564    5,552    5,540 

 

The computation of diluted earnings per share for the three and nine month periods ended September 30, 2018 excludes the effect of the potential exercise of stock awards, including stock options, when the average market price of the common stock is lower than the exercise price of the related options during the period. These stock awards are not included in the computation of diluted income per share because the effect would be antidilutive. For the three and nine month periods ended September 30, 2018, the number of antidilutive stock awards excluded from the diluted earnings per share was 127 thousand and 69 thousand, respectively.

 

5.Business Segment Reporting

 

The Company manages its operations as one segment, drug testing services. As a result, the financial information disclosed herein materially represents all of the financial information related to the Company’s principal operating segment. All Brazil sales are through one independent distributor, which is the only customer greater than 10% of sales. The Company’s revenues by geographic region are as follows (in thousands):

 

   Three Months Ended September 30,  Nine Months Ended September 30,
   2018  2017  2018  2017
Consolidated Revenue:            
United States  $7,538   $6,857   $22,398   $19,901 
Brazil   3,385    3,114    10,013    9,833 
Other   93    78    327    208 
Total Revenue  $11,016   $10,049   $32,738   $29,942 

 

 

8

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

6.Fair Value Measurements

 

The Company has financial instruments, such as accounts receivable, accounts payable, and accrued expenses, which are stated at carrying amounts that approximate fair value because of the short maturity of those instruments. The carrying amount of the Company’s long-term debt approximates fair value as the interest rate on the debt approximates the estimated borrowing rate currently available to the Company.

 

7.Subsequent Events

 

On October 23, 2018, the Company declared a quarterly dividend of $0.18 per share for a total of $991 thousand, which will be paid on November 12, 2018 to shareholders of record on November 2, 2018.

 

8.Commitments and Contingencies

 

The Company is subject to legal proceedings and claims which arise in the ordinary course of its business. While the ultimate outcome of individual legal claims is inherently unpredictable, we believe that the final resolution of any pending actions will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources.

 

9.Debt and Other Financing Arrangements

 

On March 20, 2014, the Company entered into an equipment financing arrangement (“Loan Agreement”) with Banc of America Leasing & Capital, LLC, which it amended on August 8, 2014, September 15, 2015 and October 30, 2017. The terms of the arrangement are detailed in the 10-K.

 

The weighted average interest rate on outstanding debt under the Loan Agreement was 3.9% and 3.7% for the three months and nine months ended September 30, 2018, respectively. The interest expense was $27 thousand and $83 thousand for the three months and nine months ended September 30, 2018, respectively. As of September 30, 2018, the interest rate was 3.9% and there was $2.7 million of outstanding debt related under the loan agreement. The Company was in compliance with all loan covenants as of September 30, 2018.

 

9

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

9.Debt and Other Financing Arrangements (continued)

 

The annual principal repayment requirements for debt obligations as of September 30, 2018 were as follows (in thousands):

 

2018  $240 
2019   891 
2020   702 
2021   446 
2022   381 
Total long-term debt   2,660 
Less current portion of long-term debt   (941)
Total long-term debt, net of current portion  $1,719 

 

10.Significant Customers

 

The Company had one customer that represented 31% of revenue for the nine months ended September 30, 2018 and 33% for the comparable period in 2017. The Company had one customer that represented 42% of the total accounts receivable balance as of September 30, 2018 and 23% of the total accounts receivable balance as of December 31, 2017.

 

11.Recently Adopted Accounting Pronouncements

 

In May 2014, the Financial Accounting Standard’s Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (Topic 606). The guidance in this update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (for example, insurance contracts or lease contracts). The guidance in this update supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) Topic 605, “Revenue Recognition”, and most industry-specific guidance throughout the Industry Topics of the Codification.

 

Effective January 1, 2018, the Company adopted the requirements of Topic 606 using the modified retrospective method, which requires the recognition of the cumulative effect of initially applying the standard (if any) as an adjustment to opening retained earnings for the fiscal year beginning January 1, 2018.  The adoption of Topic 606 did not result in the recognition of a cumulative adjustment to opening retained earnings under the modified retrospective approach, nor did it have a material effect on the Company’s financial position or results of operations.  See also Note 13 – “Revenue”.

 

10

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

11.Recently Adopted Accounting Pronouncements (continued)

 

In March 2018, the FASB issued ASU 2018-05, “Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118”, which updates the income tax accounting in U.S. GAAP to reflect the Securities and Exchange Commission (“SEC”) interpretive guidance released on December 22, 2017, when the Tax Act was signed into law. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on its consolidated financial statements.

 

12.Accounting Pronouncements Issued But Not Yet Effective

 

In February 2016, the FASB issued ASU 2016-02, “Leases”, which introduces the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. The new standard establishes a right-of-use ("ROU") model that requires a lessee to record an ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. The new standard will become effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, with early adoption permitted. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on its consolidated financial statements.

 

In February 2018, the FASB issued ASU 2018-02, “Income Statement – Reporting Comprehensive Income” (Topic 220) Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which will allow a reclassification from accumulated other comprehensive income to retained earnings for the tax effects resulting from the Tax Cuts and Jobs Act (Tax Reform Act) that are stranded in accumulated other comprehensive income. This standard also requires certain disclosures about stranded tax effects. ASU 2018-02, however, does not change the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations. ASU 2018-02 will be effective for the Company’s fiscal year 2020, with the option to early adopt prior to the effective date. It must be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Reform Act is recognized. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on its consolidated financial statements.

 

In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract”. The FASB issued ASU 2018-15 to align the requirements for capitalizing implementation costs in a cloud computing arrangement service contract with the requirements for capitalizing implementation costs incurred for an internal-use software license. ASU 2018-15 will be effective for the Company’s fiscal year 2020, with the option to early adopt prior to the effective date. The Company is currently evaluating the impact that this updated standard will have on its consolidated financial statements.

 

11

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

12.Accounting Pronouncements Issued But Not Yet Effective (continued)

 

In August 2018, the SEC issued Release No. 33-10532 that amends and clarifies certain financial reporting requirements. The principal change to our financial reporting will be the inclusion of the annual disclosure requirement of changes in stockholders’ equity in Rule 3-04 of Regulation S-X to interim periods. We will adopt this new rule beginning with our financial reporting for the quarter ended March 31, 2019. Upon adoption, we will include our Consolidated Statements of Stockholders’ Equity with each quarterly filing on Form 10-Q.

 

13.Revenue

 

Adoption of ASC Topic 606, “Revenue from Contracts with Customers”

 

On January 1, 2018, the Company adopted Topic 606 using the modified retrospective method.  The adoption of Topic 606 did not have a material effect on the Company’s financial position or results of operations.

 

Revenue is recognized when control of the services is transferred to our customers, in an amount that reflects the consideration (none of which is variable) we expect to be entitled to in exchange for those services. The Company typically invoices customers monthly for services provided and payments are generally due within 30 to 60 days of the invoice date.

 

The table below disaggregates our external revenue by major source (in thousands). For additional revenue detail relating to geographic breakdown of sales, see Note 5 – “Business Segment Reporting”.

 

   Three Months Ended September 30,  Nine Months Ended September 30,
   2018  2017  2018  2017
       
Testing  $10,125   $9,188   $30,021   $27,330 
Shipping/Collection (hair)   803    778    2,439    2,295 
Other   88    83    278    317 
Total Revenue  $11,016   $10,049   $32,738   $29,942 

 

Testing Revenue

 

Drug and alcohol tests for drugs of abuse using hair, performed in the Company’s forensic laboratory in California, represents our primary service. Sales to customers are initiated through sales agreements, most of which have standard terms. Most tests are identified through a chain of custody form (“CCF”) and can therefore be uniquely tracked. Revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied; generally, this occurs with the transfer of control of our service, which occurs at a specific point-in-time. The specific point-in-time is the completion of the test and availability of test results to the customer.  Most tests are completed the same day that the hair specimen is received.

 

12

 

PSYCHEMEDICS CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

13.Revenue (continued)

 

Substantially all tests are completed within a few days. As the tests are performed in a forensic laboratory, the exact date and time of each test completion is available and used in the timing of recognition of revenue.

 

Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services.  Sales taxes the Company pays concurrent with revenue-producing activities are excluded from revenue.

 

Shipping and Hair Collection Revenue

 

Shipping revenue represents the amount billed to customers related to shipping of the hair specimen and CCF (“sample”) to the Company’s laboratory. Collection revenue represents the amount billed to customers related to the collection of the hair specimen. This collection is done by third parties who have contracted with the Company. Shipping and hair collection revenue is recognized when performance obligations under the terms of the contract with a customer are satisfied; generally, this occurs with the transfer of control of the Company’s service, which occurs at a specific point-in-time. The specific point-in-time is the completion of the test (associated with the shipping or hair collection charge) and availability of test results to the customer.  

 

Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services.  As the Company controls the service before transferring to the customer, it is considered a principal in the transaction, and therefore records revenues on gross basis, with shipping and hair collection costs in costs of revenues.

 

Other Revenue

 

Other revenue represents several items including; urine testing performed by other labs, medical review officer charges, legal/testifying services, a retail test which is sent to the laboratory for testing, and other miscellaneous charges. The total of all of these items is approximately 1% of sales. The amounts are generally billed to customers as services are performed, which occurs at a specific point-in-time.  

 

Practical Expedients and Exemptions

 

The Company generally expenses sales commissions when incurred because the amortization period is one year or less. These costs are recorded within selling, general and administrative expense.

 

13

 

Item 2.

 

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

FACTORS THAT MAY AFFECT FUTURE RESULTS

 

From time to time, information provided by the Company or statements made by its employees may contain "forward-looking" information which involves risks and uncertainties. In particular, statements contained in this report which are not historical facts (including, but not limited to, the Company's expectations regarding earnings, earnings per share, revenues, operating cash flows, profitability, margins, pricing, dividends, future business, growth opportunities, new accounts, customer base, test volume, sales and marketing strategy, business strategy, general and administrative expenses, marketing and selling expenses, research and development expenses, anticipated operating results, foreign drug testing laws and regulations and the enforcement of such laws and regulations, including effective dates of such laws and regulations, required investments in plant, property and equipment, strategies with respect to governmental agencies and regulations, cost savings, capital expenditures, liquidity of investments and anticipated cash requirements) may be "forward-looking" statements. The Company's actual results may differ from those stated in any "forward-looking" statements. Factors that may cause such differences include, but are not limited to, risks associated with employee hiring practices of the Company’s principal customers, development of markets for new products and services offered by the Company, costs associated with capacity expansion, government regulation (including, but not limited to, Food and Drug Administration regulations and foreign government regulation including Brazilian commercial drivers license drug test laws and regulations), risks associated with the delay in the implementation of new regulations, risks associated with foreign currency fluctuations, R&D spending, competition (including, without limitation, competition from other companies pursuing the same growth opportunities), the Company’s ability to maintain its reputation and brand image, the ability of the Company to achieve its business plans, cost controls, leveraging of its global operating platform, risks of information technology system failures and data security breaches, the uncertain global economy, the Company’s ability to attract, develop and retain executives and other qualified employees and independent contractors, including distributors, the Company’s ability to obtain and protect intellectual property rights, litigation risks, 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, debt service obligations, and other factors that the Board of Directors of the Company may take into account.

 

Given these uncertainties, you should not place undue reliance on these forward-looking statements. Forward-looking statements represent the Company’s estimates and assumptions only as of the filing date of this Report. The Company expressly disclaim any duty to provide updates to forward-looking statements, and the estimates and assumptions associated with them, after the filing date of this Report, in order to reflect changes in circumstances or expectations, or the occurrence of unanticipated events, except to the extent required by applicable securities laws. All of the forward-looking statements are qualified in their entirety by reference to the factors discussed above and under “Risk Factors” set forth in Part I Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017, as well as the risks and uncertainties discussed elsewhere in this Report. The Company qualifies all of its forward-looking statements by these cautionary statements. The Company cautions you that these risks are not exhaustive. The Company operates in a continually changing business environment and new risks emerge from time to time.

 

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OVERVIEW

 

Revenue for the third quarter of 2018 was $11.0 million compared to $10.0 million in 2017, an increase of 10%. The Company reported net income of $1.3 million, or $0.23 per diluted share for the three months ended September 30, 2018 versus $1.4 million, or $0.25 per diluted share for the same period in 2017, a decrease of 7%. The decrease in net income was primarily a result of exchange rate fluctuations that offset sales volume gains. Revenue for the nine months ended 2018 was $32.7 million compared to $29.9 million in 2017, an increase of 9%. Net income for the nine months ended September 30, 2018 was $3.7 million, or $0.67 per diluted share versus $3.8 million, or $0.68 per diluted share for the same period in 2017, a decrease of 2%. The Company declared $0.54 per share of cash dividends to its shareholders in the nine months ended September 30, 2018 compared to $0.45 for the same period in 2017. The Company has paid 88 consecutive quarterly cash dividends.

 

RESULTS OF OPERATIONS

 

Revenue growth of 10% for the three months ended September 30, 2018 was primarily due to a 19% increase in volume, offset by a 6% negative impact from foreign currency exchange and a 3% impact from decrease of average revenue per sample driven by mix of business. During the quarter, the exchange rate of the Brazilian Real to US Dollar increased 25% above the third quarter of 2017, and hit a historical high. See “Item 3. Quantitative and Qualitative Disclosure about Market Risk” on page 18. Excluding the impact of foreign currency, total revenue would have been up 15% for the quarter. Revenues from domestic business increased 10%. Revenues from international business increased 9%. Revenue for the nine months ended September 2018 was $32.7 million compared to $29.9 million for the comparable period in 2017, an increase of 9%. This was primarily due to a 17% increase in volume, offset by a 6% negative impact from foreign currency exchange and a 2% decrease of average revenue per sample driven by mix of business.

 

Gross profit was $5.4 million for the three months ended September 30, 2018, compared to $5.1 million for the same period in 2017, an increase of $237 thousand, or 5%. Direct costs increased by $730 thousand or 15% for the three months ended September 30, 2018 compared to the same period in 2017. The gross profit margin was 49% for the three months ended September 30, 2018 versus 51% for the comparable period in 2017. Gross profit was $15.9 million for the nine months ended September 30, 2018, compared to $15.0 million for the same period in 2017, an increase of $839 thousand, or 6%. Direct costs increased by $2.0 million or 13% for the nine months ended September 30, 2018 when compared to the same period in 2017. The gross profit margin for the nine month period ended September 30, 2018 was 49% compared to 50% for the comparable period in 2017. The decrease in margin for the three and nine month periods was primarily driven by the impact from foreign currency exchange on revenue.

 

General and administrative (“G&A”) expenses increased $129 thousand to $1.6 million for the three months ended September 30, 2018 compared to $1.5 million for the same period in 2017. As a percentage of revenue, G&A expenses were 15% for the three months ended September 30, 2018 and 2017. General and administrative expenses were $4.9 million for the nine months ended September 30, 2018 compared to $4.3 million for the same period in 2017, an increase of 15%. As a percentage of revenue, G&A expenses were 15% and 14% for the nine months ended September 30, 2018 and 2017, respectively.

 

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Marketing and selling expenses were $1.3 million for the three months ended September 30, 2018 compared to $1.1 million for the same period in 2017. Total marketing and selling expenses represented 12% of revenue for the three months ended September 30, 2018 and 11% for the comparable period in 2017. Marketing and selling expenses were $3.8 million for the nine months ended September 30, 2018 compared to $3.6 million for the same period in 2017. As a percentage of revenue, marketing and selling expenses were 12% for the nine months ended September 30, 2018 and 2017.

 

Research and development (“R&D”) expenses for the three months ended September 30, 2018 were $372 thousand compared to $353 thousand for the comparable period of 2017. R&D expenses represented 3% of revenue for the three months ended September 30, 2018 and 4% for the comparable period in 2017. R&D expenses were $1.1 million for the nine months ended September 30, 2018 compared to $1.0 million for the comparable period of 2017. As a percentage of revenue, R&D expenses were 3% for the nine months ended September 30, 2018 and 2017.

 

Provision for income taxes consists primarily of federal and state income taxes in the United Sates and income taxes in Brazil. We estimate income taxes in each of the jurisdictions in which we operate. During the three months ended September 30, 2018 and 2017, the Company recorded tax provisions of $0.8 million and $0.9 million, respectively. These provisions represented effective tax rates of 40% for the three months ended September 30, 2018 and 39% for the comparable period of 2017. During the nine months ended September 30, 2018 and 2017, the Company recorded tax provisions of $2.4 million each. These provisions represented effective tax rates of 40% for the nine months ended September 30, 2018 and 39% for the comparable period of 2017. The Company currently expects the year-end tax rate to be approximately 40%. This rate can fluctuate significantly based on the mix of business and pre-tax income, as Brazil taxes are based on revenue.

 

LIQUIDITY AND CAPITAL RESOURCES

 

At September 30, 2018, the Company had approximately $6.0 million of cash and cash equivalents. The Company's operating activities generated net cash of $4.0 million for the nine months ended September 30, 2018. Investing activities used $1.1 million of cash while financing activities used $3.6 million of cash during the first nine months of 2018.

 

Cash provided by operating activities of $4.0 million reflected net income of $3.7 million adjusted for depreciation and amortization of $2.3 million, stock-based compensation of $436 thousand and a decrease of deferred income taxes of $152 thousand. This was affected by the following changes in assets and liabilities: an increase in accounts receivable of $3.6 million (primarily from the Company’s Brazilian distributor as a result of revised billing terms adopted late in the quarter – these invoices have been paid subsequent to quarter end), an increase in prepaid expenses and other current assets of $147 thousand, an increase in accounts payable of $394 thousand and an increase in accrued expenses of $1.1 million.

 

Cash used in investing activities included purchases of equipment and leasehold improvements of $775 thousand, cost of internally developed software of $268 thousand and other assets of $96 thousand. We anticipate spending less than $0.3 million in additional capital purchases for the remainder of 2018.

 

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Cash used by financing activities of $3.6 million included cash dividends to shareholders of $2.8 million and $717 thousand from long-term debt payments.

 

Contractual obligations and other commercial commitments as of September 30, 2018 were as follows (in thousands):

 

   Less Than
One Year
  1-3
Years
  4-5
Years
  After
5 Years
  Total
Debt principal  $941   $1,234   $485   $-   $2,660 
Operating leases   773    819    153    -    1,745 
Total  $1,714   $2,053   $638   $-   $4,405 

 

At September 30, 2018, the Company's principal sources of liquidity included an aggregate of approximately $6.0 million of cash and cash equivalents.  The Company had $9.8 million and $9.6 million of working capital as of September 30, 2018 and December 31, 2017, respectively. Management currently believes that such funds, together with cash generated from operations, should be adequate to fund anticipated working capital and capital equipment requirements for the next 12 months.   Depending upon the Company's results of operations and capital needs, the Company may use various financing sources to raise additional funds. 

 

 

 

 

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

 

Interest Rate Sensitivity. The long-term debt agreement entered into in March 2014 (as amended), is subject to the 30 day Libor rate, which changes the Company’s interest rate on a monthly basis. The Company does not expect any changes in this rate to materially affect the Company’s performance.

 

Foreign Exchange Risk. We are exposed to foreign currency risk in the ordinary course of business. See risk factors in our 2017 Annual Report on Form 10-K for further explanation of Foreign Exchange Risk. During the third quarter of 2018, the Company’s Brazilian distributor agreed to share the exchange rate risk, which had previously been borne entirely by the Company. Since this risk was minimized, but not eliminated, fluctuations in exchange rates will continue to affect the Company’s operating results.

 

Based on our ability to access our cash and cash equivalents, our expected operating cash flows and our other sources of cash, we do not anticipate that any lack of liquidity will materially affect our ability to operate our business.

 

Item 4. Controls and Procedures

 

Evaluation of Disclosure Controls and Procedures

 

Our management evaluated, with the participation of our Chief Executive Officer and Vice President of Finance, the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of September 30, 2018.

 

Based on this evaluation, our Chief Executive Officer and Vice President Finance have concluded that, because of the material weakness in internal control over financial reporting described in our 2017 Form 10-K, our disclosure controls and procedures were not effective as of September 30, 2018. However, we believe that we have designed and implemented the appropriate controls to fully remediate the material weakness. These controls include conducting a risk assessment and updating the testing and documentation of certain key reports.  The Company also hired a third party to review, implement and test the Company’s internal controls. In addition, the Company hired a finance manager whose primary responsibility is internal controls. The Company is required to demonstrate the effectiveness of the new processes for a sufficient period of time, which the Company expects will conclude at the end of 2018. Until the control review is completed, including the testing of these controls, the material weakness identified will continue to exist.

 

Changes in Internal Control Over Financial Reporting

 

Other than the actions taken to remediate the previously reported material weakness related to our control environment, there have been no significant changes in the Company's internal controls over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal controls over financial reporting.

 

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PART II OTHER INFORMATION

 

Item 1A. Risk Factors

 

There have been no material changes in our risk factors from those disclosed in our 2017 Annual Report on Form 10-K.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

There were no purchases of treasury stock in the first nine months of 2018.

 

Item 6. Exhibits

 

31.1  Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2  Certification of Principal Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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
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
101.INS     XBRL Instance Document
101.SCH  XBRL Taxonomy Extension Schema
101.CAL  XBRL Taxonomy Extension Calculation Linkbase
101.LAB  XBRL Taxonomy Extension Label Linkbase
101.PRE  XBRL Taxonomy Extension Presentation Linkbase
101.DEF  XBRL Taxonomy Extension Definition Linkbase

 

 

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:    October 25, 2018   By:  /s/ Raymond C. Kubacki
    Raymond C. Kubacki
    Chairman and Chief Executive Officer
    (principal executive officer)
     
Date:    October 25, 2018   By:  /s/ Neil L. Lerner
    Neil L. Lerner
    Vice President - Finance
    (principal accounting officer)

 

 

 

 

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