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FORM 10-Q (Mark One) (X)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE For the quarterly period ended March 31, 2003 OR( )
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE For the transition period to Commission file number 1-11394 MEDTOX SCIENTIFIC, INC.
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| Delaware |
95-3863205 |
|---|---|
| (State or other jurisdiction of | (I.R.S. Employer |
| incorporated or organization) | Identification No.) |
| 402 West County Road D, St.Paul, Minnesota |
55112 |
|---|---|
| (Address of principal executive offices) | (Zip Code) |
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Registrant's telephone number including area code: (651) 636-7466 |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes No X The number of shares of Common Stock, $.15 par value, outstanding as of May 8, 2003, was 4,921,964. |
MEDTOX SCIENTIFIC, INC. INDEX |
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PART I FINANCIAL INFORMATION Item 1: FINANCIAL STATEMENTS (UNAUDITED)MEDTOX SCIENTIFIC, INC.
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| Three Months Ended | ||||||||
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| March 31, 2003 |
March 31, 2002 | |||||||
| REVENUES: | ||||||||
| Laboratory services | $ | 9,534 | $ | 9,337 | ||||
| Product sales | 2,937 | 3,014 | ||||||
| 12,471 | 12,351 | |||||||
| COST OF REVENUES: | ||||||||
| Cost of services | 6,467 | 6,356 | ||||||
| Cost of sales | 1,264 | 1,089 | ||||||
| 7,731 | 7,445 | |||||||
| GROSS PROFIT | 4,740 | 4,906 | ||||||
| OPERATING EXPENSES: | ||||||||
| Selling, general and administrative | 4,261 | 3,778 | ||||||
| Research and development | 413 | 274 | ||||||
| 4,674 | 4,052 | |||||||
| INCOME FROM OPERATIONS | 66 | 854 | ||||||
| OTHER INCOME (EXPENSE): | ||||||||
| Interest expense, net | (299 | ) | (353 | ) | ||||
| Other expense, net | (94 | ) | (16 | ) | ||||
| (393 | ) | (369 | ) | |||||
| INCOME (LOSS) BEFORE INCOME TAX BENEFIT | (327 | ) | 485 | |||||
| INCOME TAX BENEFIT | 124 | -- | ||||||
| NET INCOME (LOSS) | $ | (203 | ) | $ | 485 | |||
| BASIC EARNINGS (LOSS) PER COMMON SHARE (1) | $ | (0.04 | ) | $ | 0.10 | |||
| DILUTED EARNINGS (LOSS) PER COMMON SHARE (1) | $ | (0.04 | ) | $ | 0.10 | |||
| WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: | ||||||||
| Basic (1) | 4,912,736 | 4,784,006 | ||||||
| Diluted (1) | 4,912,736 | 5,040,518 | ||||||
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(1) Share and per share amounts for the three months ended March 31, 2002 have been restated for the ten percent stock dividend paid on July 5, 2002. 3 |
MEDTOX SCIENTIFIC, INC.
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| March 31, 2003 |
December 31, 2002 | |||||||
|---|---|---|---|---|---|---|---|---|
| ASSETS | ||||||||
| CURRENT ASSETS: | ||||||||
| Cash and cash equivalents | $ | 815 | $ | 439 | ||||
| Accounts receivable: | ||||||||
| Trade, less allowance for doubtful accounts ($1,185 in 2003 and $1,125 in 2002) | 9,449 | 9,155 | ||||||
| Other | 270 | 243 | ||||||
| Total accounts receivable | 9,719 | 9,398 | ||||||
| Inventories | 4,125 | 4,395 | ||||||
| Deferred income taxes | 964 | 849 | ||||||
| Prepaid expenses and other | 967 | 1,169 | ||||||
| Total current assets | 16,590 | 16,250 | ||||||
| BUILDING, EQUIPMENT AND IMPROVEMENTS, net | 14,704 | 14,769 | ||||||
| GOODWILL | 15,967 | 15,967 | ||||||
| OTHER INTANGIBLE ASSETS, net | 2,093 | 2,218 | ||||||
| DEFERRED INCOME TAXES, net | 8,373 | 8,488 | ||||||
| OTHER ASSETS | 258 | 363 | ||||||
| TOTAL ASSETS | $ | 57,985 | $ | 58,055 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| CURRENT LIABILITIES: | ||||||||
| Line of credit | $ | 5,685 | $ | 4,345 | ||||
| Accounts payable | 3,137 | 3,966 | ||||||
| Accrued expenses | 2,670 | 3,485 | ||||||
| Current portion of long-term debt | 2,384 | 2,285 | ||||||
| Current portion of capital leases | 69 | 83 | ||||||
| Total current liabilities | 13,945 | 14,164 | ||||||
| LONG-TERM DEBT, net of current portion | 9,043 | 8,822 | ||||||
| LONG-TERM PORTION OF CAPITAL LEASES, net of current portion | 167 | 185 | ||||||
| STOCKHOLDERS' EQUITY: | ||||||||
| Preferred stock, $1.00 par value; authorized shares, 50,000; none issued and | -- | -- | ||||||
| outstanding | ||||||||
| Common stock, $0.15 par value; authorized shares, 14,400,000; issued and | ||||||||
| outstanding shares, 4,921,087 in 2003 and 4,814,001 in 2002 | 738 | 722 | ||||||
| Additional paid-in capital | 81,384 | 80,699 | ||||||
| Deferred stock-based compensation | (1,050 | ) | (498 | ) | ||||
| Accumulated deficit | (46,066 | ) | (45,863 | ) | ||||
| Treasury stock | (176 | ) | (176 | ) | ||||
| Total stockholders' equity | 34,830 | 34,884 | ||||||
| TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ | 57,985 | $ | 58,055 | ||||
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MEDTOX SCIENTIFIC, INC.
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| Three Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| March 31, 2003 |
March 31, 2002 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net income (loss) | $ | (203 | ) | $ | 485 | |||
| Adjustments to reconcile net income (loss) to net cash used in | ||||||||
| operating activities: | ||||||||
| Depreciation and amortization | 713 | 614 | ||||||
| Provision for losses on accounts receivable | 171 | 75 | ||||||
| Deferred compensation | 134 | 90 | ||||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | (494 | ) | (962 | ) | ||||
| Inventories | 270 | (120 | ) | |||||
| Prepaid expenses and other current assets | 202 | (31 | ) | |||||
| Other assets | 105 | (25 | ) | |||||
| Accounts payable and accrued expenses | (1,642 | ) | (874 | ) | ||||
| Net cash used in operating activities | (744 | ) | (748 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Capital expenditures | (477 | ) | (622 | ) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Checks written in excess of bank balances | -- | 328 | ||||||
| Net proceeds from sale of common stock | 16 | 31 | ||||||
| Net proceeds on revolving credit facility | 1,340 | 1,185 | ||||||
| Proceeds from long-term debt | 965 | 360 | ||||||
| Principal payments on long-term debt | (692 | ) | (548 | ) | ||||
| Principal payments on capital leases | (32 | ) | (53 | ) | ||||
| Net cash provided by financing activities | 1,597 | 1,303 | ||||||
| INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 376 | (67 | ) | |||||
| CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD | 439 | 67 | ||||||
| CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ | 815 | $ | -- | ||||
| SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||||||||
| Cash paid for: | ||||||||
| Interest | $ | 271 | $ | 316 | ||||
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Stock-Based Compensation Statement of Financial Accounting Standards (SFAS) No. 123, Accounting for Stock-Based Compensation, requires companies to measure employee stock compensation plans and non-employee stock-based compensation based on the fair value method of accounting. However, for stock compensation granted to employees, SFAS No. 123 allows the alternative of continued use of Accounting Principles Board Opinion (APBO) No. 25, Accounting for Stock Issued to Employees, with pro forma disclosure of net income and earnings per share determined as if the fair value method had been applied in measuring compensation cost. The Company elected the continued use of APBO No. 25. Had the Company determined compensation expense based on the fair value at the grant date for its stock options under SFAS No. 123, the Companys net income (loss) and earnings (loss) per share would have been changed to the pro forma amounts indicated below: (In thousands, except per share data) |
| Three months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| March 31, 2003 |
March 31, 2002 | ||||||||||
| Net income (loss) | As reported | $ | (203 | ) | $ | 485 | |||||
| Less: Total stock-based compensation expense | |||||||||||
| net of related tax effect | (97 | ) | (154 | ) | |||||||
| Pro forma | (300 | ) | 331 | ||||||||
| Basic earnings (loss) per share | As reported | $ | (0.04 | ) | $ | 0.10 | |||||
| Pro forma | (0.06 | ) | 0.07 | ||||||||
| Diluted earnings (loss) per share | As reported | $ | (0.04 | ) | $ | 0.10 | |||||
| Pro forma | (0.06 | ) | 0.07 | ||||||||
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In January 2003, the FASB issued Interpretation No. 46, Consolidation of Variable Interest Entities. FIN 46 addresses consolidation by business enterprises of variable interest entities and significantly changes the consolidation application of consolidation policies to variable interest entities and, thus improves comparability between enterprises engaged in similar activities when those activities are conducted through variable interest entities. FIN 46 applies to variable interest entities created after January 31, 2003 and to variable interest entities in which an enterprise obtains an interest after that date. FIN 46 applies to the Companys third quarter for variable interest entities in which the Company holds a variable interest acquired before February 1, 2003. The Company does not hold any variable interest entities. 7 |
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NOTE B SEGMENTS The Company has two reportable segments: Laboratory Services and Product Sales. The Laboratory Services segment consists of MEDTOX Laboratories Inc. and New Brighton Business Center, LLC. Services provided include forensic toxicology (primarily workplace drugs of abuse testing) and specialty services, which include clinical toxicology, clinical testing for the pharmaceutical industry, pediatric lead testing, heavy metals analyses, courier delivery, and medical surveillance. Providing revenues from external customers for each group of services within the Laboratory Services segment is impracticable. The Product Sales segment consists of MEDTOX Diagnostics Inc. Products manufactured include easy to use, inexpensive, on-site drug tests such as PROFILE®-II, EZ-SCREEN®, and VERDICT®-II. The Companys reportable segments are strategic business units that offer different products and services. They are managed separately, as each business requires different products, services and marketing strategies. In evaluating financial performance, management focuses on income (loss) before income taxes as a segments measure of profit or loss. |
(In thousands)
| Three months ended | ||||||||
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| March 31, 2003 |
March 31, 2002 | |||||||
| Laboratory Services: | ||||||||
| Revenues | $ | 9,534 | $ | 9,337 | ||||
| Interest expense, net | 287 | 340 | ||||||
| Depreciation and amortization | 590 | 572 | ||||||
| Segment income (loss) before income taxes | (380 | ) | 14 | |||||
| Segment assets | ||||||||