U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
(Mark One)
[ X ]
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 2002.
[ ]
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT.
For the transition period from __________ to __________
Commission file number 0-27610
LCA-Vision Inc.
(Exact name of registrant as specified in its charter)
Delaware
11-2882328
(State or other jurisdiction of
(IRS Employer
incorporation or organization)
Identification No.)
7840 Montgomery Road, Cincinnati, Ohio 45236
(Address of principal executive offices)
(513) 792-9292
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
X
No
Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date: 42,964,762 shares as of October 24, 2002.
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LCA-Vision Inc.
INDEX
Facing Sheet
1
Index
2
Part I.
Financial Information
Item 1.
Financial Statements
Condensed Consolidated Balance Sheets as of September 30, 2002
3
and December 31, 2001
Condensed Consolidated Statements of Income for the Three
4
and Nine Months Ended September 30, 2002 and 2001
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended
5
September 30, 2002 and 2001
Notes to Condensed Consolidated Financial Statements
6
Item 2.
Managements Discussion and Analysis of Financial Condition and
8
Results of Operations
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
10
Item 4.
Controls and Procedures
10
Part II.
Other Information
10
Item 1.
Legal Proceedings
Item 2.
Changes in Securities and Use of Proceeds
Item 3.
Defaults Upon Senior Securities
Item 4.
Submission of Matters to a Vote of Security Holders
Item 5.
Other Information
Item 6.
Exhibits and Reports on Form 8-K
Signatures
12
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LCA-Vision Inc. | |||
Condensed Consolidated Balance Sheets | |||
(Dollars in thousands except per share data) | |||
| |||
Assets | September 30, 2002 (1) | December 31, 2001 | |
Current Assets | |||
Cash and cash equivalents | $ 17,722 | $ 16,609 | |
Accounts receivable, net | 407 | 517 | |
Receivable from vendor | 273 | 234 | |
Prepaid expenses, inventory and other | 999 | 1,959 | |
Total current assets | 19,401 | 19,319 | |
Property and Equipment | 36,703 | 36,411 | |
Accumulated depreciation and amortization | (17,530) | (13,753) | |
Property and equipment, net | 19,173 | 22,658 | |
Goodwill, net | 275 | 275 | |
Investment in unconsolidated businesses | 335 | 290 | |
Other assets | 408 | 646 | |
Total assets | $ 39,592 | $ 43,188 | |
Liabilities and Shareholders' Investment | |||
Current liabilities | |||
Accounts payable | $ 2,406 | $ 2,645 | |
Accrued liabilities and other | 2,959 | 2,270 | |
Debt maturing in one year | 14 | 26 | |
Total current liabilities | 5,379 | 4,941 | |
Long-term debt | - | 4 | |
Minority equity interest | 199 | 41 | |
Shareholders' investment | |||
Common stock ($0.01 par value; 52,433,554 and 52,248,554 shares and | |||
42,964,762 and 46,045,525 shares issued and outstanding, respectively | 52 | 52 | |
Contributed capital | 91,314 | 91,080 | |
Warrants | 2,105 | 2,105 | |
Notes receivable from shareholders | (1,521) | (1,488) | |
Common stock in treasury, at cost (9,468,797 shares and 6,203,029 shares) | (15,462) | (13,013) | |
Accumulated deficit | (42,450) | (40,512) | |
Foreign currency translation adjustment | (24) | (22) | |
Total shareholders' investment | 34,014 | 38,202 | |
Total liabilities and shareholders' investment | $ 39,592 | $ 43,188 | |
(1) Unaudited | |||
The notes to the Condensed Consolidated Financial Statements are an integral part of this statement. | |||
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LCA-Vision Inc. | |||||||
Condensed Consolidated Statements of Income | |||||||
(Dollars in thousands except per share data) | |||||||
Three months ended | Nine months ended | ||||||
September 30, | September 30, | ||||||
2002 (1) | 2001 (1) | 2002 (1) | 2001 (1) | ||||
Revenues | |||||||
Laser refractive surgery | $ 13,462 | $ 13,286 | $ 48,412 | $ 57,151 | |||
Other | - | 2 | 126 | 50 | |||
Total revenues | 13,462 | 13,288 | 48,538 | 57,201 | |||
Operating costs and expenses | |||||||
Medical professional and license fees | 2,465 | 2,531 | 9,791 | 11,497 | |||
Direct costs of services | 7,341 | 8,101 | 22,127 | 26,565 | |||
General and administrative expenses | 1,994 | 2,178 | 6,454 | 6,697 | |||
Marketing and advertising | 2,968 | 3,021 | 10,179 | 9,680 | |||
Depreciation and amortization | 1,508 | 1,401 | 4,458 | 4,239 | |||
Special charges | - | 1,774 | (174) | 1,774 | |||
Operating loss | (2,814) | (5,718) | (4,297) | (3,251) | |||
Equity in earnings from unconsolidated businesses | 23 | 45 | 228 | 309 | |||
Minority equity interest | (44) | 17 | (157) | 13 | |||
Interest (expense) | (1) | - | (3) | (7) | |||
Investment (loss) income | (170) | 208 | 110 | 814 | |||
Other income (expense) | (11) | (1) | (3) | (10) | |||
Litigation Settlement | 2,282 | - | 2,282 | - | |||
Loss before taxes on income | (735) | (5,449) | (1,840) | (2,132) | |||
Income tax expense (benefit) | 75 | 15,345 | 98 | 16,609 | |||
Net loss | $ (810) | $ (20,794) | $ (1,938) | $ (18,741) | |||
Income per common share | |||||||
Basic | $ (0.02) | $ (0.45) | $ (0.04) | $ (0.40) | |||
Diluted | $ (0.02) | $ (0.45) | $ (0.04) | $ (0.40) | |||
Weighted average shares outstanding | |||||||
Basic | 42,965 | 46,472 | 43,464 | 46,995 | |||
Diluted | 42,965 | 46,472 | 43,464 | 46,995 | |||
(1) Unaudited | |||||||
The notes to the Condensed Consolidated Financial Statements are an integral part of this statement. | |||||||
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