LabOne Inc. Form: 10-Q dated May 10, 2001

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For quarterly period ended March 31, 2001


Commission file number: 0-16946


LabOne, Inc.



10101 Renner Blvd.

Lenexa, Kansas 66219

(913) 888-1770

Incorporated in Missouri

I.R.S. Employer Identification Number: 43-1039532



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 /  /

Number of shares outstanding of only class of Registrant's common stock, $.01 par value, as of April 30, 2001 - 10,725,349 net of 2,324,671 shares held as treasury stock.




LabOne, Inc.

 

Form 10-Q for the First Quarter, 2001

Table of Contents

PART I.   FINANCIAL INFORMATION

ITEM 1.   Financial Statements:

   Consolidated Balance Sheets

   Consolidated Statements of Earnings

   Consolidated Statement of Stockholders' Equity

   Consolidated Statements of Cash Flows

Notes to Financial Statements

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

   Selected Financial Data

   First Quarter Analysis

   Financial Position, Liquidity and Capital Resources

ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

PART II.   OTHER INFORMATION

SIGNATURES





PART I. FINANCIAL INFORMATION

ITEM 1 - Financial Statements

LabOne, Inc. and Subsidiaries

Consolidated Balance Sheets

       March 31,    December 31,
       2001    2000
ASSETS
Current assets:
    Cash and cash equivalents $      1,516,063 1,571,734
     Accounts receivable - trade, net of allowance for doubtful
       accounts of $3,063,402 in 2001 and $4,406,612 in 2000
37,386,286 33,916,445
    Income taxes receivable 716,415 2,065,750
    Inventories 3,237,501 3,276,794
    Prepaid expenses and other current assets 5,386,410 3,948,390
    Deferred income taxes       2,200,741       2,740,824
        Total current assets 50,443,416 47,519,937
Property, plant and equipment 90,938,989 89,244,999
    Less accumulated depreciation     45,609,067     43,936,028
        Net property, plant and equipment 45,329,922 45,308,971
Other assets:    
    Intangible assets, net of accumulated amortization 35,078,437 34,728,755
    Bond issue costs, net of accumulated amortization of
   $45,125 in 2001 and $40,758 in 2000
147,021 151,388
    Deposits and other assets        291,996        270,124
        Total assets $ 131,290,792 127,979,175
 
LIABILITIES AND STOCKHOLDERS' EQUITY    
Current liabilities:    
    Accounts payable $   14,764,060 14,516,703
    Accrued payroll and benefits 5,090,490 4,457,136
    Other accrued expenses 1,617,550 1,714,033
    Other current liabilities 238,012 279,228
    Notes payable 81,250
    Current portion of long-term debt       1,878,534       1,878,845
        Total current liabilities 23,588,646 22,927,195
    Deferred income taxes - noncurrent 1,932,666 1,663,669
    Long-term payable 1,274,415 1,274,415
    Long-term debt     39,398,529     37,402,934
        Total liabilities 66,194,256 63,268,213
 
Stockholders' equity:
    Preferred stock, $.01 par value per share; 3,000,000 shares
   authorized, none issued
—  — 
    Common stock, $.01 par value per share; 40,000,000 shares
   authorized, 13,050,020 shares issued
130,500  130,500 
    Additional paid-in capital 31,609,884  31,609,884 
    Equity adjustment from foreign currency translation (843,716) (832,280)
    Retained earnings    69,631,894     69,234,884 
  100,528,562  100,142,988 
    Less treasury stock of 2,324,671 shares in 2001 and
   2,324,671 shares in 2000
   35,432,026     35,432,026 
        Total stockholders' equity    65,096,536     64,710,962 
        Total liabilities and stockholders' equity     $ 131,290,792     127,979,175 

See accompanying notes to consolidated financial statements and management's
discussion and analysis of financial condition and results of operations.



LabOne, Inc. and Subsidiaries

Consolidated Statements of Earnings

      Quarter ended March 31,
      2001     2000
Sales    $ 50,044,803      40,581,050 
 
Cost of sales
    Cost of sales expenses 34,344,418  26,045,052 
    Depreciation expense        645,811         538,304 
        Total cost of sales   34,990,229    26,583,356 
    Gross profit 15,054,574  13,997,694 
 
Selling, general and administrative
    Selling, general and administrative expenses 11,000,557  10,404,987 
    Depreciation expense 1,194,189  929,591 
    Amortization expense     1,053,241      1,036,359 
        Total selling, general and administrative   13,247,987    12,370,937 
    Earnings from operations 1,806,587  1,626,757 
 
Interest expense (650,233) (495,279)
Interest income and other         94,958          25,176 
    Earnings before income taxes 1,251,312  1,156,654 
 
Income tax expense       854,302        739,036 
    Net earnings $      397,010        417,618 
 
Basic earnings per common share $    0.04      0.04 
Diluted earnings per common share $    0.04      0.04 
 
Basic weighted average common shares outstanding 10,725,349  11,321,449 
Effect of dilutive securities--stock options           2,449            3,299 
Diluted weighted average common shares outstanding  10,727,798   11,324,748 

See accompanying notes to consolidated financial statements and management's
discussion and analysis of financial condition and results of operations.



LabOne, Inc. and Subsidiaries

Consolidated Statement of Stockholders' Equity

Three Months Ended March 31, 2001


      Accumulated        
    Additional other     Total  
  Common paid-in comprehensive Retained Treasury stockholders' Comprehensive
  stock capital income earnings stock equity income
Balance at December 31, 2000      $ 130,500 31,609,884 (832,280) 69,234,884 (35,432,026) 64,710,962  
Comprehensive income:
    Net earnings       397,010   397,010 397,010
    Equity adjustment from
    foreign currency translation     (11,436)     (11,436) (11,436)
Comprehensive income  
 
 
 
 
 
385,574
Balance at March 31, 2001    $ 130,500
   31,609,884
   (843,716)
   69,631,894
   (35,432,026)
   65,096,536

See accompanying notes to consolidated financial statements and management's
discussion and analysis of financial condition and results of operations.



LabOne, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

  Three months ended March 31,
  2001 2000
Cash provided by (used for) operations:
    Net earnings $       397,010  417,618 
    Adjustments to reconcile net earnings to net cash provided by operations:
        Depreciation and amortization 2,899,258  2,510,894 
        Provision for loss on accounts receivable 325,015  758,209 
        Loss on disposal of property and equipment 11,281  1,911 
        Directors' stock compensation —  39,845 
        Provision for deferred taxes 809,157  (294,980)
    Changes in:
        Accounts receivable (3,794,856) (2,763,053)
        Income taxes receivable 1,349,335  1,186,549 
        Inventories 39,293  870,864 
        Prepaid expenses and other current assets (1,398,020) (686,693)
        Accounts payable 247,357  196,922 
        Accrued payroll & benefits 633,354  1,217,408 
        Other accrued expenses (124,483) 112,010 
        Other current liabilities (41,216) 45,679 
        Other       (21,872)              — 
            Net cash provided by (used for) operations   1,330,613   3,613,183 
Cash provided by (used for) investment transactions:
    Property, plant and equipment, net (1,933,447) (1,706,200)
    Acquisition of businesses (1,434,298) (18,573)
    Other              —         14,884 
            Net cash used for investment transactions (3,367,745) (1,709,889)
Cash provided by (used for) financing transactions:
    Purchase of treasury stock —  (5,742,043)
    Line of credit, net 2,000,000  3,000,000 
    Payments on long-term debt        (6,989)         (5,716)
            Net cash provided by (used for) financing transactions  1,993,011  (2,747,759)
Effect of foreign currency translation      (11,550)        32,239 
            Net decrease in cash and cash equivalents (55,671) (812,226)
Cash and cash equivalents - beginning of period  1,571,734   2,983,644 
Cash and cash equivalents - end of period $ 1,516,063   2,171,418 
Supplemental disclosures of cash flow information:
    Cash paid during the period for:
        Interest $    688,164  478,193 
        Income taxes $      17,914      102,505 

See accompanying notes to consolidated financial statements and management's
discussion and analysis of financial condition and results of operations.





LabOne, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

March 31, 2001 and 2000


The accompanying consolidated financial statements include the accounts of LabOne, Inc. and its wholly-owned subsidiaries Lab One Canada Inc., Systematic Business Services, Inc. (SBSI) and ExamOne World Wide, Inc. (ExamOne ). All significant intercompany transactions have been eliminated in consolidation.

The financial information furnished herein as of March 31, 2001 and for the periods ended March 31, 2001 and 2000 is unaudited; however, in the opinion of management, it reflects all adjustments, consisting of normal recurring adjustments, which are necessary to fairly state the Company's financial position, the results of its operations and cash flows. The balance sheet information as of December 31, 2000 has been derived from the audited financial statements as of that date. The financial statements have been prepared in conformity with generally accepted accounting principles appropriate in the circumstances, and included in the financial statements are certain amounts based on management's estimates and judgments.

The financial information herein is not necessarily representative of a full year's operations because levels of sales, capital additions and other factors fluctuate throughout the year. These same considerations apply to all year-to-year comparisons. See the Company's Annual Report on Form 10-K for the year ended December 31, 2000, for additional information not required by this Quarterly Report on Form 10-Q.

 

Forward Looking Statements

This Quarterly report on Form 10-Q may contain "forward-looking statements," including, but not limited to: projections of revenues, income or loss, capital expenditures, statements of plans and objectives, statements of future economic performance and statements of assumptions underlying such statements. Forward-looking statements involve known and unknown risks and uncertainties. Many factors could cause actual results to differ materially from those that may be expressed or implied in such forward-looking statements, including, but not limited to, the volume and pricing of laboratory tests performed by the Company, the extent of market acceptance of the Company's testing services in the healthcare and substance abuse testing industries, intense competition, bad debts, the loss of one or more significant customers, general economic conditions and other factors detailed from time to time in the Company's reports and registration statements filed with the Securities and Exchange Commission, including the Cautionary Statement filed as Exhibit 99 to the Company's Annual Report on Form 10-K for the year ended December 31, 2000.

Recent Accounting Developments

In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 133 "Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"). This statement was amended in June 2000 with Statement of Financial Accounting Standards No. 138 ("SFAS 138"), Accounting for Certain Derivative Instruments and Certain Hedging Activities". This statement establishes accounting and reporting standards for derivative financial instruments and for hedging activities. LabOne does not currently have any derivative instruments or hedging activities. The adoption of SFAS 133, as amended, did not have a material impact on the Company.

Business Segment Information

The company operates in three lines of business: insurance services, healthcare and substance abuse testing. The following table presents selected financial information for each segment:

  Three months ended March 31,
  2001 2000
Sales:
    Insurance $ 32,720,178  28,199,778 
    Healthcare 10,813,845  7,507,575 
    Substance abuse testing    6,510,780     4,873,697 
Total sales $ 50,044,803   40,581,050 
 
Operating income (loss):
    Insurance $  2,929,843  3,174,955 
    Healthcare (576,848) (575,459)
    Substance abuse testing 213,206  (211,792)
    General corporate expense   (759,614)   (760,947)
Total earnings from operations 1,806,587  1,626,757 
    Other expense   (555,275)   (470,103)
Earnings before income taxes $ 1,251,312   1,156,654 


The insurance segment operating income for 2001 includes intersegment charges of $1.0 million for the quarter from the healthcare segment primarily for hepatitis and other miscellaneous medical testing and $0.3 million from the SAT segment for drug screening and confirmations. Indirect expenses are allocated to the operational segments based on the relative revenue of each segment on a monthly basis. General corporate expense represents unallocated expenses, principally the amortization of goodwill resulting from mergers and acquisitions. There were no material changes in assets or in the basis of segmentation or measurement of segment operating income or loss.

Contingencies

In the normal course of business, LabOne had certain lawsuits pending at March 31, 2001. During 2000, LabOne became a co-defendant in several cases challenging the processes and science underlying the determination of substituted or adulterated specimens submitted for toxicology testing. The Company believes that it has properly applied regulatory guidelines required for such testing and that the resolution of these claims will have no material adverse impact on the Company's financial results.

The Comptroller of the State of Texas conducted an audit of LabOne for sales and use tax compliance for the years 1991 through 1997 and contended that LabOne's insurance laboratory services are taxable under the Texas tax code. The original assessment of $1.9 million was reduced to only include sales of services for applicants who were residents of Texas. LabOne paid the revised assessment of $521,000 under protest in 2000 and is petitioning the Court for recovery of these amounts, including an additional $47,000 filed and paid in protest during 2001 for the period 1998 through August 1999.

The Internal Revenue Service has performed a review of the reported tax paid by ExamOne World Wide of New Jersey, Inc., and has proposed an increase of the tax reported of $45,000 for the period from March 31, 1992 through December 31, 1994. Lab One is contesting the claim which has been returned to the Internal Revenue Service examination division for further consideration.





ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.


RESULTS OF OPERATIONS


SELECTED FINANCIAL DATA


  Three months ended March 31,       % Inc
      2001     2000       (Dec)
Sales 50,044,803 40,581,050 23%
Net earnings 397,010 417,618 (5%)
Diluted earnings per common share 0.04 0.04

 

The Company provides high-quality laboratory testing, investigative services and paramedical examinations for the insurance industry, laboratory testing services for the healthcare industry and substance abuse testing services for employers.

LabOne provides underwriting support services to the insurance industry. The laboratory tests performed by the Company are specifically designed to assist an insurance company in objectively evaluating the mortality and morbidity risks posed by policy applicants. The majority of the testing is performed on specimens of individual life insurance policy applicants. The Company also provides testing services on specimens of individuals applying for individual and group medical and disability policies. Through its subsidiaries, SBSI and ExamOne, the Company provides specimen collection, paramedical examinations, telephone inspections, motor vehicle reports, attending physician statements, and claims investigation services.

LabOne's laboratory testing services are provided to the healthcare industry as an aid in the diagnosis and treatment of patients. LabOne operates only one highly automated and centralized laboratory, which the Company believes has significant economic advantages over other conventional laboratory competitors. LabOne primarily markets its clinical testing services to the payers of healthcare (insurance companies and self-insured groups). The Company does this through exclusive arrangements with managed care organizations and through Lab Card®, a Laboratory Benefits Management program.

LabOne's substance abuse testing services are provided for employers who adhere to drug screening guidelines. LabOne is certified by the Substance Abuse and Mental Health Services Administration to perform substance abuse testing services for federally regulated employers and is currently marketing these services throughout the country to both regulated and nonregulated employers. The Company's rapid turnaround times and multiple testing options help clients reduce downtime for affected employees and meet mandated drug screening guidelines.






FIRST QUARTER ANALYSIS


Net sales increased 23% in the first quarter 2001 to $50.0 million from $40.6 million in the first quarter 2000. The increase of $9.5 million is due to increases in insurance services revenue of $4.5 million, healthcare laboratory revenue of $3.3 million and substance abuse testing (SAT) revenue of $1.6 million.

The insurance services division revenue increased $4.5 million primarily due to growth of ExamOne revenue. The total number of insurance applicants tested in the first quarter 2001 increased by 2% as compared to the same quarter last year. Average revenue per applicant decreased 2% due primarily to a shift toward lower priced oral fluid applicants. Non laboratory insurance services revenue increased 13% primarily due to growth in SBSI services and tele-underwriting services.

During the first quarter, healthcare revenue increased to $10.8 million as compared to $7.5 million in the prior year due to increased testing volumes. SAT revenue increased to $6.5 million in 2001 from $4.9 million in 2000 primarily due to an increase in testing volumes. Average revenue per SAT specimen decreased 7% due to lower negotiated rates for large accounts.

Cost of sales increased $8.4 million or 32% in the first quarter 2001 as compared to the prior year, due primarily to increases in outside services including paramed collections and physician statement fees, payroll, lab supplies, and postage expense. Paramedical services increased primarily due to a nationwide service rollout for a large insurance client. Payroll, postage, and lab and kit supplies increased due to the additional specimen volume in the laboratory testing segments. Insurance cost of sales, including the above mentioned factors, increased from $18.1 million in the first quarter 2000 to $22.6 million in 2001. Healthcare cost of sales were $7.3 million as compared to $4.9 million in the first quarter 2000, and SAT cost of sales were $5.1 million as compared to $3.5 million in the first quarter 2000.

As a result of the above factors, gross profit for the quarter increased $1.1 million or 8% from $14.0 million in 2000 to $15.1 million in 2001. Healthcare gross profit increased $1.0 million on an increase in revenue of $3.3 million. SAT gross profit increased $0.1 million on an increase in revenue of $1.6 million. Insurance gross profit remained flat at $10.1 million in the first quarter.

Selling, general and administrative expenses increased $0.9 million (7%) in the first quarter 2001 as compared to the prior year due primarily to increases in payroll expenses and depreciation, partially offset by lower bad debt accruals. Insurance overhead expenditures, including allocations, increased to $7.1 million in 2001 from $6.9 million in the first quarter 2000. Healthcare overhead expenditures, including allocated overhead, were $4.1 million as compared to $3.2 million in 2000.

Selling, general and administrative expenses for the SAT division, including allocations, were $1.2 million as compared to $1.6 million last year. This decrease was due in part to a $0.3 million reversal of a reserve established during the fourth quarter 2000 for a note receivable. The reversal was attributable to a significant improvement in the probability of collecting the note receivable.

Operating income increased from $1.6 million in the first quarter 2000 to $1.8 million in 2001. The healthcare segment remained flat with an operating loss of $0.6 million on an allocated basis. The SAT segment improved $0.4 million from an operating loss of $0.2 million in the first quarter 2000 to a gain of $0.2 million in 2001 on an allocated basis. The insurance segment operating income on an allocated basis, including SBSI and ExamOne, was $3.2 million in 2000 as compared to $2.9 million in the first quarter 2001. Unallocated operating expenses, primarily merger amortization, remained flat at $0.8 million in the first quarter 2001.

Non operating expense increased $0.1 million primarily due to interest expense from additional borrowings. The effective income tax rate increased from 64% in 2000 to 68% in 2001. The high tax rate is due to nondeductible amortization expense.

The combined effect of the above factors resulted in net earnings of $0.4 million or $0.04 per share in the first quarter 2001 and in 2000. The weighted average number of shares outstanding in the first quarter of 2001 and 2000 were 10,727,798 and 11,324,748, respectively.






FINANCIAL POSITION, LIQUIDITY AND CAPITAL RESOURCES


LabOne's working capital position increased by $2.3 million to $26.9 million at March 31, 2001 from $24.6 million at December 31, 2000. During the quarter, accounts receivable increased from $33.9 million at December 31, 2000 to $37.4 million as of March 31, 2001, due primarily to the increase in revenue. The allowance for doubtful accounts declined from $4.4 million at year end to $3.1 million as of March 31. This decline is primarily due to implementing new third party collection procedures, which resulted in writing off old accounts receivable that were fully reserved in prior periods.

Net additions to property, plant and equipment in the first three months of 2001 were $2.0 million primarily due to software and information systems development. Additions in 2000 were $1.7 million, primarily related to investment in information systems infrastructure.

Net long-term debt increased $2.0 million during the quarter, with borrowings on the line of credit increasing to $25 million. During the quarter, the Company purchased a paramedical operation as part of the ExamOne expansion. This acquisition was recorded under the purchase method of accounting at a cost of $1.5 million. The total line of credit available is $28 million, which includes a $3 million bridge that expires June 30, 2001. The current interest rate, plus financing fees, on the line of credit is approximately 5.2% and is based on a 30 day LIBOR rate. The Company is currently negotiating additional debt facilities.

Interest on the Company's industrial revenue bond is based on a taxable seven-day variable rate and is currently approximately 5.3%. The Company expects to repay the bond over the remaining nine years at approximately $1.85 million per year plus interest.

During the first quarter 2001, the Company did not repurchase any shares of common stock. The total number of shares of LabOne stock held in treasury at March 31, 2001 was approximately 2.3 million at a total cost of $35.4 million or $15.24 per share.

At March 31, 2001, LabOne had total cash and investments of $1.5 million as compared to $1.6 million at December 31, 2000. The Company expects to fund operations from a combination of cash flows from operations and short-term borrowings.






ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.


A foreign currency risk exposure exists due to billing Canadian subsidiary revenue in Canadian dollars and the direct laboratory expenses associated with this revenue being incurred in US dollars. This exposure is not considered to be material. Any future material Canadian currency fluctuations against the US$ could result in a decision to hedge future foreign currency cash flows, or to increase Canadian prices.

An interest rate risk exposure exists due to LabOne's liability of $16 million in industrial revenue bonds and $25 million borrowing on its line of credit. The interest expense incurred on the bonds is based on a taxable seven-day variable rate which, including letter of credit and remarketing fees, is approximately 5.3% as of May 1, 2001. The interest expense on the line of credit is based on the 30-day LIBOR rate plus 0.75% and is currently approximately 5.2%. Any future increase in interest rates would result in additional interest expense which could be material and could result in a decision to enter into a long-term interest rate swap transaction.






PART II. OTHER INFORMATION


Item 6. - Exhibits and Reports on Form 8-K

   (a)  Exhibits None

   (b)  Reports on Form 8-K

None




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.

 

LabOne, Inc.

 

Date:  May 11, 2001 By /s/ John W. McCarty
John W. McCarty
Executive V.P. and Chief Financial Officer


Date:  May 11, 2001 By /s/ Kurt E. Gruenbacher
Kurt E. Gruenbacher
V.P. Finance, Chief Accounting Officer and Treasurer