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| PRXL > SEC Filings for PRXL > Form 10-Q on 8-Nov-2012 | All Recent SEC Filings |
8-Nov-2012
Quarterly Report
The financial information discussed below is derived from the Condensed Consolidated Financial Statements included in this quarterly report on Form 10-Q. The financial information set forth and discussed below is unaudited but, in the opinion of management, includes all adjustments (primarily consisting of normal recurring adjustments) considered necessary for a fair presentation of such information. Our results of operations for a particular quarter may not be indicative of results expected during subsequent fiscal quarters or for the entire fiscal year.
This quarterly report on Form 10-Q includes forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Section 27A of the Securities Act of 1933, as amended. For this purpose, any statements contained in this report regarding our strategy, future operations, financial position, future revenue, projected costs, prospects, plans and objectives of management, other than statements of historical facts, are forward-looking statements. The words "anticipates," "believes," "estimates," "expects," "appears," "intends," "may," "plans," "projects," "would," "could," "should," "targets," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We cannot guarantee that we actually will achieve the plans, intentions or expectations expressed or implied in our forward-looking statements. There are a number of important factors that could cause actual results, levels of activity, performance or events to differ materially from those expressed or implied in the forward-looking statements we make. These important factors are described under the heading "Critical Accounting Policies and Estimates" in our Annual Report on Form 10-K for the fiscal year ended June 30, 2012, filed with the Securities and Exchange Commission on August 27, 2012 (the "2012 10-K"), and under "Risk Factors" set forth in Part II, Item 1A below. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed herein may not occur and our actual performance and results may vary from those anticipated or otherwise suggested by such statements. You are cautioned not to place undue reliance on these forward-looking statements. Although we may elect to update forward-looking statements in the future, we specifically disclaim any obligation to do so, even if our estimates change, and you should not rely on those forward-looking statements as representing our views as of any date subsequent to the date of this quarterly report.
OVERVIEW
We are a leading biopharmaceutical services company, providing a broad range of
expertise in clinical research, clinical logistics, medical communications,
consulting, commercialization and advanced technology products and services to
the worldwide pharmaceutical, biotechnology, and medical device industries. Our
primary objective is to provide quality solutions for managing the
biopharmaceutical product lifecycle with the goal of reducing the time, risk,
and cost associated with the development and commercialization of new therapies.
Since our incorporation in 1983, we have developed significant expertise in
processes and technologies supporting this strategy. Our product and service
offerings include: clinical trials management, observational studies and
patient/disease registries, data management, biostatistical analysis,
epidemiology, health economics / outcomes research, pharmacovigilance, medical
communications, clinical pharmacology, patient recruitment, clinical supply and
drug logistics, post-marketing surveillance, regulatory and product development
and commercialization consulting, health policy and reimbursement consulting,
performance improvement, medical imaging services, ClinPhone® randomization and
trial supply management services ("RTSM"), DataLabs® electronic data capture
("EDC"), IMPACT® clinical trials management systems ("CTMS"), web-based portals,
systems integration, patient diary applications, and other product development
services. We believe that our comprehensive services, depth of therapeutic area
expertise, global footprint and related access to patients, and sophisticated
information technology, along with our experience in global drug development and
product launch services, represent key competitive strengths.
We have three reporting segments: Clinical Research Services ("CRS"), PAREXEL
Consulting and Medical Communications Services ("PCMS"), and Perceptive
Informatics ("Perceptive").
• CRS constitutes our core business and includes all phases of clinical
research from Early Phase (encompassing the early stages of clinical
testing that range from first-in-man through proof-of-concept studies) to
Phase II-III and Phase IV, which we call Peri-Approval Clinical Excellence
("PACE"). Our services include clinical trials management and
biostatistics, data management and clinical pharmacology, as well as
related medical advisory, patient recruitment, clinical supply and drug
logistics, pharmacovigilance, and investigator site services. We have
aggregated Early Phase with Phase II-III/PACE due to economic similarities
in these operating segments.
• PCMS provides technical expertise and advice in such areas as drug development, regulatory affairs, product pricing and reimbursement, commercialization and strategic compliance. It also provides a full spectrum of market development, product development, and targeted communications services in support of product launch. Our PCMS consultants identify alternatives and propose solutions to address client issues associated with product development, registration, and commercialization.
• Perceptive provides information technology solutions designed to help improve clients' product development processes. Perceptive offers a portfolio of products and services that includes medical imaging services, ClinPhone® RTSM, IMPACT® CTMS, DataLabs® EDC, web-based portals, systems integration, and electronic patient reported outcomes ("ePRO"). These services are often bundled together and integrated with other applications to provide an eClinical solution for our clients.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
This discussion and analysis of our financial condition and results of
operations are based on our consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in the U.S.
The preparation of these financial statements requires us to make estimates and
assumptions that affect the reported amounts of assets and liabilities, revenues
and expenses, and other financial information. On an ongoing basis, we evaluate
our estimates and judgments. We base our estimates on historical experience and
on various other factors that we believe to be reasonable under the
circumstances. Actual results may differ from these estimates under different
assumptions or conditions.
For further information on our other critical accounting policies, please refer
to the consolidated financial statements and footnotes thereto included in the
2012 10-K.
RESULTS OF OPERATIONS
ANALYSIS BY SEGMENT
We evaluate our segment performance and allocate resources based on service
revenue and gross profit (service revenue less direct costs), while other
operating costs are allocated and evaluated on a geographic basis. Accordingly,
we do not include the impact of selling, general, and administrative expenses,
depreciation and amortization expense, other charges, interest income (expense),
miscellaneous income (expense), and income tax expense (benefit) in segment
profitability. We attribute revenue to individual countries based upon external
and internal contractual arrangements. Inter-segment transactions are not
included in service revenue. Furthermore, we have a global infrastructure
supporting our business segments, and therefore, we do not identify assets by
reportable segment. Service revenue, direct costs and gross profit on service
revenue for the three months ended September 30, 2012 and 2011 were as follows:
(in thousands) Three Months Ended
September 30, 2012 September 30, 2011 Increase $ Increase %
Service revenue
CRS $ 297,167 $ 235,409 $ 61,758 26.2 %
PCMS 48,351 35,648 12,703 35.6 %
Perceptive 49,235 43,678 5,557 12.7 %
Total service revenue $ 394,753 $ 314,735 $ 80,018 25.4 %
Direct costs
CRS $ 220,166 $ 172,750 $ 47,416 27.4 %
PCMS 29,685 20,978 8,707 41.5 %
Perceptive 29,553 28,446 1,107 3.9 %
Total direct costs $ 279,404 $ 222,174 $ 57,230 25.8 %
Gross profit
CRS $ 77,001 $ 62,659 $ 14,342 22.9 %
PCMS 18,666 14,670 3,996 27.2 %
Perceptive 19,682 15,232 4,450 29.2 %
Total gross profit $ 115,349 $ 92,561 $ 22,788 24.6 %
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Three Months Ended September 30, 2012 Compared With Three Months Ended
September 30, 2011:
Revenue
Service revenue increased by $80.0 million, or 25.4%, to $394.8 million for the
three months ended September 30, 2012 from $314.7 million for the three months
ended September 30, 2011. On a geographic basis, service revenue was distributed
as follows (in millions):
Three Months Ended Three Months Ended
September 30, 2012 September 30, 2011
Region Service Revenue % of Total Service Revenue % of Total
The Americas $ 191.2 48.4 % $ 140.0 44.5 %
Europe, Middle East & Africa $ 144.5 36.6 % $ 123.2 39.1 %
Asia/Pacific $ 59.1 15.0 % $ 51.5 16.4 %
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For the three months ended September 30, 2012 compared with the same period in
2011, service revenue in the Americas increased by $51.2 million, or 36.6%;
Europe, Middle East & Africa service revenue increased by $21.3 million, or
17.3%; and Asia/Pacific service revenue increased by $7.6 million, or 14.8%.
Revenue growth in all regions was attributable to higher demand for services in
all of our reporting segments and the impact of our strategic partnership wins.
The higher levels of revenue growth in the Americas region was due to increased
activity in the Phase II-III/PACE portion of the CRS business.
On a segment basis, CRS service revenue increased by $61.8 million, or 26.2%, to
$297.2 million for the three months ended September 30, 2012 from $235.4 million
for the three months ended September 30, 2011. The increase was primarily
attributable to a $63.1 million increase in Phase II-III/PACE and a $4.2 million
increase in our Early Phase business; offset in part by a $5.6 million negative
impact from foreign currency exchange movements. The increase in Phase
II-III/PACE was due to our success in winning new business awards and the
continued positive impact of strategic partnerships as backlog is converted into
revenue through the efforts of a larger employee base. The increase in Early
Phase was due to improvements in our win rate among small clients combined with
success in winning additional strategic partner relationships.
PCMS service revenue increased by $12.7 million, or 35.6%, to $48.4 million for
the three months ended September 30, 2012 from $35.6 million for the same period
in 2011. Higher service revenue was due primarily to a $15.0 million increase in
consulting services associated with growth in start-up Phase II-III activities
and increased strategic compliance work. These increases were partly offset by a
$0.8 million decrease in our medical communications business due to lower demand
and a $0.8 million negative impact from foreign currency exchange movements.
Perceptive service revenue increased by $5.6 million, or 12.7%, to $49.2 million
for the three months ended September 30, 2012 from $43.7 million for the three
months ended September 30, 2011. The continued growth in Perceptive service
revenue was due to higher demand for technology usage in clinical trials.
Service revenue increases of $2.5 million in Medical Imaging, $2.0 million in
our ClinPhone® RTSM services, and $1.7 million in other eClinical services were
partially offset by a $1.2 million impact of foreign exchange movements.
Reimbursement revenue consists of reimbursable out-of-pocket expenses incurred
on behalf of and reimbursable by clients. Reimbursement revenue does not yield
any gross profit to us, nor does it have an impact on net income.
Direct Costs
Direct costs increased by $57.2 million, or 25.8%, to $279.4 million for the
three months ended September 30, 2012 from $222.2 million for the three months
ended September 30, 2011. As a percentage of total service revenue, direct costs
increased to 70.8% from 70.6% for the respective periods.
On a segment basis, CRS direct costs increased by $47.4 million, or 27.4%, to
$220.2 million for the three months ended September 30, 2012 from $172.8 million
for the three months ended September 30, 2011. This increase resulted primarily
from higher levels of clinical trial activity and increased labor costs,
associated, in part, with headcount growth in CRS. Increased labor costs include
both upward pressure on rates in certain markets due to labor shortages and
staff hired in advance of the revenue producing activities. As a percentage of
CRS service revenue, CRS direct costs increased to 74.1% for the three months
ended September 30, 2012 from 73.4% for the three months ended September 30,
2011 due primarily to higher staffing levels in advance of the revenue curve in
response to recent strength in new business wins.
PCMS direct costs increased by $8.7 million, or 41.5%, to $29.7 million for the
three months ended September 30, 2012 from $21.0 million for the three months
ended September 30, 2011. This increase was primarily due to increased headcount
and labor costs in our consulting business due to increased demand for these
services. This increase was offset in part by a $0.7 million decline in the
medical communications business due to lower demand. As a percentage of PCMS
service revenue, PCMS direct costs increased to 61.4% from 58.8% for the
respective periods as a result of higher labor costs associated with consulting
services, the impact of seasonality, and short-term investments directed at
better positioning the business for continued growth.
Perceptive direct costs increased by $1.1 million, or 3.9%, to $29.6 million for
the three months ended September 30, 2012 from $28.4 million for the three
months ended September 30, 2011 due primarily to an increase in labor costs and
medical imaging "read" expenses associated with higher volume. As a percentage
of Perceptive service revenue, Perceptive direct costs decreased to 60.0% for
the three months ended September 30, 2012 from 65.1% for the three months ended
September 30, 2011. This decrease was due to the impact of shifting resources to
low cost countries and better revenue mix.
Selling, General and Administrative
Selling, general and administrative ("SG&A") expense increased to $70.0 million
for the three months ended September 30, 2012 from $61.0 million for the three
months ended September 30, 2011. This $9.0 million increase was due primarily to
a $4.9 million increase in payroll-related costs associated with overall
compensation increases including the cost of additional staff needed to support
business growth and a $3.9 million increase in rent and other office-related
expenses. As a percentage of service revenue, SG&A decreased to 17.7% of service
revenue for the three months ended September 30, 2012 compared with 19.4% of
service revenue for the three months ended September 30, 2011. This decrease was
due to leveraging of our revenue growth, effective cost management, and the
benefits of past restructuring activities.
Depreciation and Amortization
Depreciation and amortization expense decreased by $0.5 million, or 3.0%, to
$15.9 million for the three months ended September 30, 2012 from $16.4 million
for the three months ended September 30, 2011. As a percentage of service
revenue, depreciation and amortization expense was 4.0% for the three months
ended September 30, 2012 versus 5.2% for the same period in 2011. This decreased
percentage of depreciation and amortization expense was mainly due to revenue
growth.
Restructuring Charge
During the three months ended September 30, 2012, we recorded a $0.3 million net
reduction in restructuring charges for adjustments to facility-related charges
under our previously announced restructuring plans. For the three months ended
September 30, 2011, we recorded $2.7 million in restructuring charges, including
$1.7 million in employee separation benefits associated with the elimination of
50 managerial and staff positions, $0.7 million in costs related to the
abandonment of certain property leases, and $0.3 million in other charges.
Income from Operations
Income from operations increased to $29.8 million for the three months ended
September 30, 2012 from $12.5 million for the same period in 2011. Income from
operations as a percentage of service revenue, or operating margin, increased to
7.5% from 4.0% for the respective periods. This increase in operating margin was
due primarily to better management of our SG&A expenses during the quarter and
lower restructuring charges.
Other Expense
We recorded net other expense of $2.4 million for the three months ended
September 30, 2012 compared with net other income of $1.6 million for the three
months ended September 30, 2011. The $4.0 million change was primarily due to
miscellaneous expenses of $1.0 million for the three months ended September 30,
2012 as compared to miscellaneous income of $4.2 million for the three months
ended September 30, 2011; offset by a $1.2 million reduction in interest
expense, net of interest income. The lower interest expense was due primarily to
lower average debt levels for the three months ended September 30, 2012 as
compared with the same period in 2011.
Miscellaneous expense for the three months ended September 30, 2012 of $1.0
million consisted primarily of foreign exchange losses.
Miscellaneous income for the three months ended September 30, 2011 of $4.2
million consisted primarily of a $10.4 million gain related to the revaluation
of foreign denominated assets, partly offset by a $5.7 million loss related to
derivative contracts.
Taxes
For the three months ended September 30, 2012 and 2011, we had effective income
tax rates of 44.9% and 32.1%, respectively. The increase in the tax rate was
primarily attributable to $2.0 million of quarter-specific expense associated
with the limitation of certain compensation-related deductions and the effect of
a higher projected annual effective tax rate for our fiscal year ending June 30,
2013 ("Fiscal Year 2013"). The higher effective tax rate mainly results from a
projected increase in income that is subject to tax in the United States as
compared to lower rate foreign jurisdictions. The increase in income subject to
United States taxation is due in part to the expiration of of certain Internal
Revenue Code provisions.
LIQUIDITY AND CAPITAL RESOURCES
Since our inception, we have financed our operations and growth with cash flow
from operations, proceeds from the sale of equity securities, and credit
facilities to fund business acquisitions and working capital. Investing
activities primarily reflect the
costs of capital expenditures for computer hardware, software, and leasehold
improvements. As of September 30, 2012, we had cash and cash equivalents and
marketable securities of approximately $249.1 million, of which the majority is
held in foreign countries since excess cash generated in the U.S. is primarily
used to repay our debt obligations. Foreign cash balances include unremitted
foreign earnings, which are invested indefinitely outside of the U.S. Our cash
and cash equivalents are held in deposit accounts and money market funds, which
provide us with immediate and unlimited access to the funds. Repatriation of
funds to the U.S. from non-U.S. entities may be subject to taxation or certain
legal restrictions. Nevertheless, most of our cash resides in countries with
little or no such legal restrictions.
DAYS SALES OUTSTANDING
Our operating cash flow is heavily influenced by changes in the levels of billed
and unbilled receivables and deferred revenue. These account balances as well as
days sales outstanding ("DSO") in accounts receivable, net of deferred revenue,
can vary based on contractual milestones and the timing and size of cash
receipts. We calculate DSO by adding the end-of-period balances for billed and
unbilled account receivables, net of deferred revenue (short-term and long-term)
and the provision for losses on receivables, then dividing the resulting amount
by the sum of total revenue plus investigator fees billed for the most recent
quarter, and multiplying the resulting fraction by the number of days in the
quarter. The following table presents the DSO, accounts receivable balances, and
deferred revenue as of September 30, 2012 and June 30, 2012.
(in millions) September 30, 2012 June 30, 2012 Billed accounts receivable, net $ 339.7 $ 397.4 Unbilled accounts receivable, net 270.8 251.8 Total accounts receivable 610.5 649.2 Deferred revenue 341.4 359.7 Net receivables $ 269.1 $ 289.5 DSO (in days) 45 49 |
The decrease in DSO for the three months ended September 30, 2012 compared with the three months ended June 30, 2012, was primarily due to ongoing improvements in billing and collections.
CASH FLOWS
Net cash provided by operating activities was $36.0 million for the three months
ended September 30, 2012 compared with net cash provided by operating activities
of $49.7 million for the three months ended September 30, 2011. The $13.7
million decrease in operating cash flows was primarily due to higher payments
related to year end accrued balances during the three months ended September 30,
2012.
Net cash used in investing activities was $37.3 million for the three months
ended September 30, 2012 compared with $32.3 million for the three months ended
September 30, 2011. The increase of $5.0 million was due primarily to higher
purchases of marketable securities.
Net cash provided by financing activities was $4.9 million for the three months
ended September 30, 2012 compared with $23.6 million for the three months ended
September 30, 2011. The $18.7 million decrease was primarily due to the payments
of $50.0 million for share repurchases, offset in part by a $30.0 million
increase in net borrowings.
LINES OF CREDIT
2011 Credit Agreement
On June 30, 2011, we entered into an unsecured senior credit facility (the "2011
Credit Agreement") providing for a five-year term loan of $100.0 million and a
revolving credit facility in the principal amount of up to $300.0 million. The
borrowings all carry a variable interest rate based on LIBOR, prime, or a
similar index, plus a margin (margin not to exceed a per annum rate of 1.75%).
Loans outstanding under the 2011 Credit Agreement may be prepaid at any time in
whole or in part without premium or penalty, other than customary breakage
costs, if any. The 2011 Credit Agreement terminates and any outstanding loans
under it mature on June 30, 2016. Repayment of the principal borrowed under the
revolving credit facility (other than a swingline loan) is due on June 30, 2016.
Repayment of principal borrowed under the term loan facility is due in equal
quarterly installments for the amounts due in annual periods that coincide with
our fiscal year end date of June 30. Specifically, 5%, 10%, 20%, and 60%
of principal borrowed must be repaid during our fiscal years ended 2013, 2014,
2015, and 2016, respectively. The final payment of all amounts outstanding, plus
accrued interest, being due on June 30, 2016.
We agreed to pay a commitment fee on the revolving loan commitment calculated as
a percentage of the unused amount of the revolving loan commitments at a per
annum rate of up to 0.4%. We also paid various customary fees to secure this
arrangement, which are being amortized using the effective interest method over
the life of the debt.
Our obligations under the 2011 Credit Agreement may be accelerated upon the
occurrence of an event of default under the 2011 Credit Agreement, which include
customary events of default, including payment defaults, defaults in the
performance of affirmative and negative covenants, the inaccuracy of
representations or warranties, bankruptcy and insolvency related defaults, cross
defaults to material indebtedness, defaults relating to such matters as ERISA
and judgments, and a change of control default. The 2011 Credit Agreement
contains negative covenants applicable to us and our subsidiaries, including
financial covenants requiring us to comply with maximum leverage ratios and
minimum interest coverage ratios, as well as restrictions on liens, investments,
indebtedness, fundamental changes, acquisitions, dispositions of property,
making specified restricted payments (including stock repurchases exceeding an
agreed to percentage of consolidated net income), and transactions with
affiliates. As of September 30, 2012, we were in compliance with all covenants
under the 2011 Credit Agreement.
As of September 30, 2012, we had $180.0 million of principal borrowed under the
revolving credit facility, $93.8 million of principal borrowed under the term
loan, and borrowing availability of $120.0 million under the revolving credit
facility.
In September 2011, we entered into a new interest rate swap and an interest rate
cap agreement. These interest rate hedges were deemed to be fully effective in
accordance with ASC 815, "Derivatives and Hedging," and, as such, unrealized
gains and losses related to these derivatives are recorded as other
comprehensive income. Principal in the amount of $100.0 million under the 2011
Credit Agreement has been hedged with an interest rate swap agreement and
carries a fixed interest rate of 1.3% plus an applicable margin. Principal in
the amount of $50.0 million has been hedged with an interest rate cap
arrangement with an interest rate cap of 2.0% plus an applicable margin. As of
September 30, 2012, our debt under the 2011 Credit Agreement, including the
$100.0 million of principal hedged with an interest swap agreement, carried an
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