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GLOB.OB > SEC Filings for GLOB.OB > Form 10-Q on 14-Nov-2008All Recent SEC Filings

Show all filings for GLOBAL MED TECHNOLOGIES INC | Request a Trial to NEW EDGAR Online Pro

Form 10-Q for GLOBAL MED TECHNOLOGIES INC


14-Nov-2008

Quarterly Report


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

Forward Looking Statements

Certain statements in this Quarterly Report on Form 10-Q are forward-looking in nature. These statements can be identified by the use of forward-looking terminology such as "believes," "expects," "may," "will," "should," "anticipates," or negative comparable terminology or by discussion of strategy.

The risks and uncertainties are discussed in greater detail in the Company's other filings with the Securities and Exchange Commission, including, most recently, its Annual Report on Form 10-KSB for the fiscal year ended December 31, 2007. There may be additional risks of which the Company is not presently aware or that it currently believes are immaterial which could have an adverse impact on its business. The Company makes no commitment to revise or update any forward-looking statement in order to reflect events or circumstances that may change.

Overview/Outlook

On June 26, 2008 (the "Acquisition Date"), Global completed its acquisition (the "Acquisition") of 100% of the capital stock of Inlog pursuant to the Stock Purchase Agreement ("Purchase Agreement") signed on March 26, 2008. Inlog was acquired for a maximum purchase price of $11.5 million in a combination of cash, stock and earn-out payments. The results of operations for the three and nine months ended September 30, 2008 discussed below reflect the inclusion of Inlog results for the entire three months ended September 30, 2008 (the "Three Month Acquisition Period") and the period from June 26, 2008 through September 30, 2008 for the nine months ended September 30, 2008 (the "Acquisition Period").

Effective August 1, 2008 (the "eDonor Acquisition Date"), Global completed its acquisition (the "eDonor Acquisition") of certain assets associated with the eDonor business pursuant to the Asset Purchase Agreement ("Asset Purchase Agreement") signed on July 31, 2008. eDonor was acquired for approximately $5 million in a combination of cash and stock. The results of operations for the three and nine months ended September 30, 2008 discussed below reflect the inclusion of eDonor for the period from August 1, 2008 through September 30, 2008 (the "eDonor Acquisition Period").

The Company posted record revenues for the nine months ended September 30, 2008 of $16.4 million including $3.094 million from acquisitions. In addition for the nine months ended September 30, 2008, the Company posted operating income of $840 thousand and operating cash flows of $1.114 million.

Global Med designs, develops, markets and supports information management software products for blood banks, hospitals, centralized transfusion centers and other health care related facilities. Revenues are derived from the licensing of software, maintenance, the provision of consulting and other value added support services, and the resale of software obtained from vendors.

Global Med sells various core products and their related components through its Wyndgate division: SafeTrace®, SafeTrace Tx®, and its ElDorado™ product suite. SafeTrace is used to assist community blood centers, hospitals, plasma centers and outpatient clinics in the U.S. in complying with the quality and safety standards of the U.S. Food and Drug Administration (the "FDA") for the collection and management of blood and blood products. SafeTrace Tx is a transfusion management information system that is designed to be used by hospitals and centralized transfusion centers to help insure the quality of blood transfused into patient-recipients. SafeTrace Tx provides electronic cross-matching capabilities to help insure blood compatibility with patient-recipients and tracks, inventories, bills and documents all activities with blood products from the time blood products are received in inventory to the time the blood products are used or returned to blood centers. SafeTrace Tx complements SafeTrace, because the combined SafeTrace Tx and SafeTrace software system is now able to integrate hospitals with blood centers and provide a "vein-to-vein"Ò tracking of the blood supply.

SafeTrace, SafeTrace Tx, and ElDorado Donor and Donor Doc have been cleared by the FDA for sale in the United States. The Company's development efforts are focused on developing new software products as well as continuously improving its existing products. The Company plans to continue to commit significant development resources to the development of its ElDorado product suite. Some of these additional products are considered medical devices by the FDA. The Company will be required to obtain FDA 510(k) clearance for these medical devices prior to their sale or introduction into the U.S. market.


Inlog's product line consists of five (5) primary products: EdgeBlood (for the donor center marketplace), EdgeTrace (for the hospital transfusion marketplace), EdgeLab (an LIS), EdgeCell (cellular therapy for tissue banks, stem cell centers and cord blood centers) and SAPA (supports regulatory compliance and document management). Inlog is ISO 9001:2000 certified and its products have received the NF/ISO 25051/12119 certification indicating the highest level of quality regarding the design, testing and validation of its software, its documentation quality and the quality of its product support and maintenance.

Inlog has been developing, implementing, and supporting its blood bank information management solutions since 1992 and supplies over 800 sites in 15 countries with its products. Inlog recently completed the national installation of its EdgeBlood product in France. All 2.5 million French blood donations flow through Inlog's products in France including blood collections, infectious disease testing, component manufacturing and distribution. In addition to France, Inlog provides its software applications in Germany, Austria, Belgium and Switzerland, as well as installations in Greece and Monaco.

eDonor is a web-based donor relationship management system that integrates recruitment, scheduling, retention and fulfillment for national as well as local community blood centers. The eDonor acquisition is designed to complement Global Med's strong line of international blood management and laboratory information software and service solutions with customers located in the United States.

With the Company's acquisitions of Inlog and eDonor, the Company's software applications will have a presence in 20 countries (including the United States, Canada, Caribbean, European Union, Africa, French Polynesia, and New Caledonia). The Company believes that the acquisition of Inlog and eDonor are strategically important as Inlog's existing international marketplace and eDonor's existing market place in the United States may provide a platform for the Company's continued growth.

The Company plans to continue to commit significant research and development ("R&D") resources to the development of its ElDorado suite of products. In May of 2007, the Company's first module of ElDorado, Donor Doc™, received 510(k) clearance from the FDA. Donor Doc is an electronic history questionnaire that assists in the blood donor screening process. On February14, 2008, the Company received 510(k) clearance from the FDA for ElDorado Donor. ElDorado Donor is intended as a comprehensive blood management software application designed to provide for the information system needs of blood banks and donor centers. The software is designed to manage, automate, and control activities associated with donors, donor collections, testing, manufacturing, inventory, and distribution. ElDorado Donor was developed with scalability in mind and is designed to manage the system needs of diverse facilities, from small hospital blood banks to community blood centers, to regional and national centers, both domestically and internationally. The blood management software has been designed with guidance from the Company's technology workgroup, comprised of leading industry representatives from around the world. Throughout the ElDorado Donor development process, the work group's contributions assisted the Company in delivering a feature-rich and user-friendly solution.

In 1999, Global Med introduced PeopleMed. PeopleMed supports chronic disease management as an ASP. PeopleMed's system uses the Internet to coordinate sources of information and users of a patient's clinical information, including laboratory, pharmacy, primary and specialty care providers, claims, and medical records. PeopleMed began offering validation services to the blood bank industry late in 2007. Validation services include documenting and testing systems to enable the user of these systems to conform to specific requirements and regulations. In fall of 2007, PeopleMed's services were expanded to include validation activities and offering of quality-certified resources to help clients and non-clients perform FDA-required user validation testing on blood bank software systems prior to Go-Live. In addition to Go-Live activities, PeopleMed also offers independent services for system revalidation for clients who are upgrading to newer versions.


The decision to purchase a new blood bank system is driven in large part by one or all of the following: replacing antiquated technology, upgrading the laboratory information system ("LIS") of the hospital, which typically includes the purchase of a blood bank system, and replacing existing products that have been sunsetted. The Company believes that because the purchase of an LIS by a hospital is a significant driver in the decision to purchase a blood bank system, the Company is heavily reliant on its relationships with its channel partners that sell their LIS systems in combination with the Company's blood bank products.

Entities that plan to purchase blood bank products primarily have two choices:

• Upgrade their current system with their existing vendor, or

• Select a replacement system from an alternative vendor.

Overall, Global Med's revenues for the nine months ended September 30, 2008 increased $4.596 million or 39.0% to $16.378 million from $11.782 million from the prior comparable period in 2007. Cost of revenues increased $2.611 million or 73.2% for the nine months ended September 30, 2008 to $6.177 million from $3.566 million for the prior comparable period in 2007. For the nine months ended September 30, 2008 and 2007, operating expenses were $9.361 million and $7.027 million, and net income was $230 thousand and $1.298 million, respectively.

For the nine months ended September 30, 2008 operations provided $1.114 million in cash. For the comparable period in 2007, Global Med's operations provided $3.371 million in cash. The decrease in cash flow from operations is primarily due to the fact that the Company received $1.004 million related to the deposit in escrow during the nine months ended September 30, 2007. In addition, payments for income taxes increased by $759 thousand for the nine months ended September 30, 2008, when compared with the comparable period during 2007.

The Company believes that its current customer base and projected backlog of business, as well as sales to new customers, will be sufficient to fund operations which include its planned software development activities, and likely will generate positive cash flows from operations and negative cash flows from investing activities through 2008, and possibly thereafter.

Management of the Company is focused on increasing its revenues and cash flows through direct sales efforts, increasing its marketing footprint through adding additional channel partners and strategic alliances, and developing new products and enhanced functionality to its existing product mix to attract potential customers. The Company continues to review opportunistic business acquisitions.

The Company has been engaged in a legal action involving a former officer and employee. Refer to the Legal Proceedings section for further discussion.

As of September 30, 2008, the annual recurring maintenance revenues that will be generated once all of the Company's current customers have implemented the software will be approximately $16.1 million, exclusive of Inlog and eDonor. Significant future revenue growth for the Company is contingent upon continued new system sales and successful implementation of the Company's software at existing and future sites.

The Company plans to continue to develop and submit additional ElDorado modules to the FDA.

Revenue by Geographic Regions: We sell the majority of our software and services in the United States and European countries. The break-down of revenue for the three and nine months ended September 30 was as follows:


                      Europe, Middle East
                           & Africa           United States     Total
Three Months Ended
2008*                $               2,568   $         4,372   $  6,940
2007                                     -             4,094      4,094

Nine Months Ended
2008*                $               2,742   $        13,636   $ 16,378
2007                                     -            11,782     11,782

*Substantially all of the Company's revenues outside of the United States come from Inlog.

Balance Sheet Changes

As of September 30, 2008 compared with December 31, 2007, there were significant changes in the Company's balance sheet primarily as a result of the acquisitions of Inlog and eDonor. Exclusive of the debt assumed in the acquisitions of Inlog, the Company's debt and obligations to the former shareholders of Inlog (the "Sellers") increased by approximately $7.4 million and $2.248 million, respectively. The $2.2 million obligation to Sellers includes the future payment of cash and issuance of stock to the Sellers as outlined in notes 2 and of the accompanying financial statements. Additional paid-in capital increased by approximately $4.4 million primarily as a result of the issuance of stock valued at approximately $2.1 million to the Sellers and the former owners of eDonor, and the exercise of warrants and options and conversion of preferred stock to common stock during the period.

RESULTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 2008 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 2007

Revenues. Revenues are comprised primarily of license fees, maintenance and usage fees, and implementation and consulting services revenues.

Revenues for the three months ended September 30, 2008 increased by $2.846 million or 69.5% to $6.940 million from $4.094 million for the comparable period in 2007. For the three months ended September 30, 2008, revenues from acquisitions accounted for $2.962 million of the increase over the prior year's period. The Company's Wyndgate and PeopleMed revenues were $117 thousand lower in the three months ended September 30, 2008 than in the comparable period in 2007. This decrease was primarily the result of a decrease in software license fees of $492 thousand.

The table below shows the percentage of our total reported revenues for the period.

                          2008      2007
Maintenance*               53.2 %    42.1 %
Consulting services*       23.0 %    24.4 %
Software license fees*     21.1 %    31.4 %
PeopleMed*                  2.7 %     2.1 %
Total Revenue               100 %     100 %

Cost of revenue. Cost of revenue as a percentage of total revenues was 39.8% and 28.6% for the three months ended September 30, 2008 and 2007, respectively. Cost of revenues increased $1.587 million or 135.0% to $2.759 million for the three months ended September 30, 2008 from $1.172 million for the comparable period in 2007. The primary reason for the increase was the acquisition of Inlog and eDonor which accounted for $1.266 million for the period.


Gross profit. Gross profit as a percentage of total revenue was 60.2% and 71.4% for the three months ended September 30, 2008 and 2007, respectively. Gross profit increased $1.259 million or 43.1% to $4.181 million for the three months ended September 30, 2008 from $2.922 million for the comparable period in 2007. As a result of the Inlog and eDonor acquisitions, the Company expects its gross margins to decrease. This is due in part to the revenue mix at those entities and lower software license fees from the Company's Wyndgate division and PeopleMed in the amount of $492 thousand for the three months ended September 30, 2008 when compared with the similar period in 2007.

General and administrative. General and administrative expenses increased $807 thousand or 92.2% to $1.682 million for the three months ended September 30, 2008 compared to $875 thousand for the comparable period in 2007. The acquisitions of Inlog and eDonor accounted for $529 thousand of the increase. In addition, the Company's legal and accounting costs for the quarter increased by approximately $245 thousand, primarily related in part to start-up activities associated with the acquired entities that could not be capitalized.

Sales and marketing. For the three months ended September 30, 2008, sales and marketing expenses increased $385 thousand or 57.5% to $1.055 million for the three months ended September 30, 2008 compared to $670 thousand for the comparable period in 2007. The increase in sales and marketing expenses was primarily associated with the acquisitions of Inlog and eDonor.

Research and development. Research and development expenses increased $431 thousand or 55.0% to $1.214 million for the three months ended September 30, 2008 compared to $783 thousand for the comparable period in 2007. The acquisitions of Inlog and eDonor accounted for $545 thousand of the increase. The Company capitalized $88 thousand in software development costs during the quarter.

Depreciation and Software Amortization. Depreciation and software amortization costs for the three months ended September 30, 2008 and 2007 were $348 thousand and $47 thousand, respectively. Combined, Inlog's and eDonor's combined depreciation and amortization expense was $285 thousand.

Income (loss) from operations. The Company's loss from operations during the three months ended September 30, 2008 was $(118) thousand and the Company had income from operations of $547 during the comparable period during 2007. The Company's loss from operations for the three months ended September 30, 2008 is due in part to reduced gross profit margins and the increased amortization expense associated with the acquisitions' purchase accounting.

Interest income. Interest income for the three months ended September 30, 2008 and 2007 was $27 thousand and $42 thousand, respectively.

Interest expense. Interest expense was $191 thousand and $3 thousand for the three months ended September 30, 2008 and 2007 respectively. Interest expense increased primarily as a result of the additional debt associated with financing the Inlog acquisition.

Income tax expense (benefit). For the three months ended September 30, 2008, the Company's income tax benefit was $54 thousand and the expense for the comparable period in 2007 was $34 thousand.

Net (loss) income. The Company's net loss for the three months ended September 30, 2008 was $(228) thousand compared to net income of $552 thousand for the three months ended September 30, 2007. The additional amortization expense and certain costs associated with the acquisitions were the primary reasons for the change.

RESULTS OF OPERATIONS
NINE MONTHS ENDED SEPTEMBER 30, 2008 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30,
2007

Revenues. Revenues are comprised primarily of license fees, maintenance and usage fees, and implementation and consulting services revenues.

Revenues for the nine months ended September 30, 2008 increased by $4.596 million or 39% to $16.378 million from $11.782 million for the comparable period in 2007. Inlog's and eDonor's revenues for nine months ended September 30, 2008 were $3.136 million. For the nine months ended September 30, 2008, the Company's Wyndgate division and its PeopleMed's subsidiary's revenue increased $1.460 million.


The table below shows the percentage of our total reported revenues for the period.

                         2008     2007
Maintenance               47.3 %   42.3 %
Consulting services       27.1 %   25.5 %
Software license fees     22.0 %   29.6 %
PeopleMed                  3.6 %    2.6 %
Total Revenue              100 %    100 %

Cost of revenue. Cost of revenue as a percentage of total revenues was 37.7% and 30.3% for the nine months ended September 30, 2008 and 2007, respectively. Cost of revenues increased $2.611 million or 73.2% to $6.177 million for the nine months ended September 30, 2008 from $3.566 million for the comparable period in 2007. From the Acquisition Period to September 30, 2008, Inlog added $1.235 million in costs and for the eDonor Acquisition Period eDonor added $123 thousand in costs.

Gross profit. Gross profit as a percentage of total revenue was 62.3% and 69.7% for the nine months ended September 30, 2008 and 2007, respectively. Gross profit increased $1.985 million or 24.2% to $10.201 million for the nine months ended September 30, 2008 from $8.216 million for the comparable period in 2007. The increase in gross profit was primarily associated with the $1.425 million contribution from Inlog. As a result of the Inlog and eDonor acquisitions, the Company expects its gross margins to decrease. This is in part due to the revenue mix at those entities.

General and administrative. General and administrative expenses increased $1.332 million or 55.2% to $3.747 million for the nine months ended September 30, 2008 compared to $2.415 million for the comparable period in 2007. Exclusive of Inlog and eDonor, the primary reasons for the increase in expenses was an increase of $252 thousand in employee-related labor items, $73 thousand associated with hiring, $245 thousand in legal and accounting, $55 thousand in travel, $51 thousand in directors' compensation, and $40 thousand in education, which is exclusive of increases that resulted from the acquisition of Inlog. Inlog's General and administrative costs were $428 thousand during the Acquisition Period and eDonor general and administrative costs were $132 thousand during the eDonor Acquisition Period.

Sales and marketing. For the nine months ended September 30, 2008, sales and marketing expenses increased $487 thousand or 25.1% to $2.430 million for the nine months ended September 30, 2008 compared to $1.943 million for the comparable period in 2007. The increase in sales and marketing expenses during the nine months ended September 30, 2008 compared to the nine months ended September 30, 2007 partially reflects increased costs following the additions of Inlog and eDonor, which accounted for $380 thousand and $13 thousand of the increase, respectively.

Research and development. Research and development expenses increased $181 thousand or 7.1% to $2.722 million for the nine months ended September 30, 2008 compared to $2.541 million for the comparable period in 2007. This increase was primarily related to the inclusion of Inlog's research and development costs which were $495 thousand and $79 thousand related to eDonor. The Company capitalized $148 thousand in costs during the nine months ended September 30, 2008 and none in the comparable prior period.

Depreciation and Software Amortization. Depreciation and software amortization costs for the nine months ended September 30, 2008 and 2007 were $462 thousand and $128 thousand, respectively. The amortization expense related to the acquired entities produced substantially all of the increase.

Income from operations. The Company's income from operations during the nine months ended September 30, 2008 and 2007 was $840 thousand and $1.189 million, respectively. The Company's loss from operations for the nine months ended September 30, 2008 is due in part to reduced gross profit margins and the increased amortization expense associated with the acquisitions' purchase accounting.


Interest income. Interest income for the nine months ended September 30, 2008 and 2007 was $86 thousand and $167 thousand, respectively. The decrease in interest income was primarily associated with the receipt of $80 thousand in interest income during the nine months ended September 30, 2007 in connection with the return of the $1.004 million escrow deposit.

Interest expense. Interest expense was $212 thousand and $9 thousand for the nine months ended September 30, 2008 and 2007, respectively. The increase in interest expense is primarily associated with the additional debt used to finance the acquisitions of Inlog and eDonor.

Income taxes. For the nine months ended September 30, 2008 and 2007, the Company's income tax expense was $430 thousand and $49 thousand.

Net income. The Company's net income for the nine months ended September 30, 2008 was $284 thousand and $1.298 million for the same period in 2007.

LIQUIDITY AND CAPITAL RESOURCES

The Company had cash and cash equivalents of $6.519 million as of September 30, 2008 compared to $6.748 million at December 31, 2007, none of which was restricted.

The Company had net working capital of $2.088 million as of September 30, 2008 and $3.445 million at December 31, 2007.

The Company had shareholders' equity of approximately $5.8 million and approximately $10.191 million in debt and capital lease obligations, or obligations to the Sellers in the Inlog Acquisition as of September 30, 2008. Of this amount, $2.248 million represents obligations to the Sellers in the Inlog Acquisition to provide either cash or common stock in the future. The Company believes that it will generate positive cash flows from operations through 2008, and possibly thereafter.

While the Company's plans may change, the Company currently intends to spend between $450 thousand to $550 thousand during 2008 on capital equipment which may result in negative cash flows for investing activities. The Company's cash flows from operations should be sufficient to meet its current cash requirements exclusive of acquisitions.

The Company has never paid and has no intention of paying dividends to the common shareholders in the foreseeable future.

Cash flows from operations provided $1.114 million in cash for the nine months ended September 30, 2008. The cash provided during the nine months ended September 30, 2008 consisted primarily of the net income of $230 thousand net of non-cash changes which provided $829 thousand, and changes in operating assets and liabilities which used $55 thousand. The primary source of the Company's operating cash inflows is its billings to customers for the sale of software, services, and maintenance and support. The Company's cash outflows from operations consist primarily of three components, payroll, vendor-related expenses. Payroll related expenses typically range from 50%-60% of the Company's cash outflows from operations with vendor payments typically making up the majority of the remaining amount. The Company believes that the cash flows from its recurring customer base, accounts receivable, backlog, and new system sales will provide for positive cash flows from operations on an annual basis in 2008 and possibly thereafter. As a result of the debt and capital lease obligations acquired as part of the Inlog Acquisition and to finance the Inlog Acquisition, the Company's annual debt expense and interest payments, exclusive of any debt added after September 30, 2008, are estimated to be approximately $600 thousand. . . .

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