Bioclinica Inc. has a market cap of $63.66 million; its shares were traded at around $4.2 with a P/E ratio of 18.26 and P/S ratio of 0.88. BIOC is in the portfolios of Chuck Royce of Royce& Associates, Jim Simons of Renaissance Technologies LLC.
This is the annual revenues and earnings per share of BIOC over the last 10 years. For detailed 10-year financial data and charts, go to 10-Year Financials of BIOC.
Highlight of Business Operations:As consideration for the Purchased Assets and Assumed Liabilities, we paid 577,960 shares of common stock, par value $0.00025 per share, of the Company, valued at a volume weighted average price per share equal to $4.325560, and subject to a post-closing adjustment based on the Final Closing Net Working Capital (as defined in the Purchase Agreement). Pursuant to the terms of the Purchase Agreement, 15% of the aggregate consideration is to be held in escrow to cover any potential indemnification claims under the Purchase Agreement for a period of 12 months following the Closing Date (as defined in the Purchase Agreement). As part of the Purchase Agreement, TranSenda agreed not to directly or indirectly offer, sell, contract to sell, pledge, grant any option to purchase, make any short sale or otherwise dispose of any shares of BioClinicas common stock received pursuant to the Purchase Agreement for a period beginning on the date the Purchase Agreement was executed and continuing to and including the date 12 months after such date. We recorded the fair value of the acquisition of $2,468,000 based on our market value of $4.27 on March 25, 2010, the date of acquisition.
Reimbursement revenues and cost of reimbursement revenues were $2.4 million for the three months ended September 30, 2010 and $4.2 million for the same period in 2009, a decrease of $1.9 million, or 44.4%. Reimbursement revenues and cost of reimbursement revenues consist of payments received from the customer for reimbursable costs. Reimbursement revenues and cost of reimbursement revenues fluctuate significantly over the course of any given project, and quarter to quarter variations are a reflection of this project timing. Therefore, our management believes that reimbursement revenues and cost of reimbursement revenues are not a significant indicator of our overall performance trends. At the request of our clients, we may directly pay the independent radiologists who review our clients imaging data. In such cases, per contractual arrangement, these costs are billed to our clients and are included in reimbursement revenues and cost of reimbursement revenues.
Cost of service revenues were $10.2 million for the three months ended September 30, 2010 and $8.9 million for the same period in 2009, an increase of $1.3 million, or 14.3%. Cost of service revenues for the three months ended September 30, 2010 and 2009 were comprised of professional salaries and benefits and allocated overhead. The increase is due to additional personnel from the Tourtellotte and TranSenda acquisitions. The cost of revenues as a percentage of total revenues also fluctuates due to work-flow variations in the utilization of staff and the mix of services provided by us in any given period. We expect that our cost of service revenues will remain relatively flat for the remainder of 2010.
General and administrative expenses were $2.1 million for the three months ended September 30, 2010 and $1.8 million for the same period in 2009, an increase of $300,000, or 17.6% General and administrative expenses for the three months ended September 30, 2010 and three months ended September 30, 2009 consisted primarily of salaries and benefits, allocated overhead, professional and consulting services and corporate insurance. We expect that our general and administrative expenses will remain relatively flat for the remainder of 2010.
Amortization of intangible assets related to acquisitions was $194,000 for the three months ended September 30, 2010 and $113,000 for the same period in 2009, an increase of $81,000, or 71.7%. Amortization of intangible assets related to acquisitions consisted primarily of amortization of customer backlog, customer relationships, software and non-compete intangibles acquired from the acquisitions of PDS, Tourtellotte, TranSenda and Theralys. The increase is primarily due to the acquisition of Tourtellotte and TranSenda. We expect that the amortization of intangible assets related to acquisitions will remain relatively flat for the remainder of 2010.
Merger and acquisition related costs of $119,000 for the three months ended September 30, 2010 include expenses of $62,000 consisting of costs resulting directly from merger and acquisition activities for the TranSenda acquisition such as legal, accounting and other due diligence and integration costs. Also included in this cost is $57,000 of earn-out accretion for the three months ended September 30, 2010 from the Tourtellotte acquisition due to the difference in the fair value from the purchase price recorded at the date of acquisition to September 30, 2010.
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