v2.3.0.11
Document and Entity Information
6 Months Ended
Jun. 30, 2011
Aug. 07, 2011
Entity Information
Entity Registrant Name Arrhythmia Research Technology Inc /DE/
Entity Central Index Key 0000819689
Current Fiscal Year End Date --12-31
Entity Filer Category Smaller Reporting Company
Document Type 10-Q
Document Period End Date Jun 30, 2011
Document Fiscal Year Focus 2011
Document Fiscal Period Focus Q2
Amendment Flag false
Entity Common Stock, Shares Outstanding 2,790,514
v2.3.0.11
Consolidated Balance Sheets (USD $)
Jun. 30, 2011
Dec. 31, 2010
Current Assets:
Cash and cash equivalents $ 3,561,581 $ 3,962,454
Trade and other accounts receivable, net of allowance for doubtful accounts of $29,298 and $83,976 3,918,945 3,819,361
Inventories, net 2,503,519 3,069,177
Deferred income taxes, net 355,000 44,000
Prepaid tax 49,194 166,694
Deposits, prepaid expenses and other current assets 356,258 397,010
Total current assets 10,744,497 11,458,696
Property and equipment, net of accumulated depreciation of $9,696,226 and $9,101,732 6,720,534 6,691,817
Goodwill 1,564,966 1,564,966
Other intangible assets, net 120,612 96,446
Restricted cash 0 517,571
Total assets 19,150,609 20,329,496
Current liabilities:
Accounts payable 1,179,937 2,280,992
Accrued expenses 451,727 275,197
Total current liabilities 1,631,664 2,556,189
Long term liabilities:
Long term deferred tax liability, net 387,965 330,000
Long term portion of deferred gain on lease 15,634 17,868
Total long term liabilities 403,599 347,868
Total liabilities 2,035,263 2,904,057
Shareholders' equity
Preferred stock, $1 par value; 2,000,000 shares authorized, non issued 0 0
Common stock, $0.01 par value; 10,000,000 shares authorized, 3,926,491 shares issued, 2,790,514 39,265 39,265
Additional paid-in-capital 10,715,074 10,653,210
Common stock held in treasury, 1,135,977 shares at cost 3,099,842 3,099,842
Accumulated other comprehensive income from foreign currency translationAccumulated other comprehensive income from foreign currency translation 66,192 42,502
Retained earnings 9,394,657 9,790,304
Total shareholders’ equity 17,115,346 17,425,439
Total liabilities and shareholders’ equity $ 19,150,609 $ 20,329,496
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Consolidated Balance Sheets Parenthetical (USD $)
Jun. 30, 2011
Dec. 31, 2010
Current Assets:
Allowance for Doubtful Accounts Recievable, Current $ 29,298 $ 83,976
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment $ 9,696,226 $ 9,101,732
Stockholders' Equity
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 10,000,000 10,000,000
Common stock, shares issued 3,926,491 3,926,491
Common stock, shares outstanding 2,790,514 2,790,514
Preferred stock, par value $ 1 $ 1
Preferred stock, shares authorized 2,000,000 2,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Treasury stock, shares 1,135,977 1,135,977
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Consolidated Statements of Operations (USD $)
3 Months Ended 6 Months Ended
Jun. 30, 2011
Jun. 30, 2010
Jun. 30, 2011
Jun. 30, 2010
Revenue $ 6,018,329 $ 5,782,279 $ 12,201,394 $ 11,367,639
Cost of sales 4,994,063 4,687,802 9,798,842 9,289,014
Gross profit 1,024,266 1,094,477 2,402,552 2,078,625
Selling and marketing 413,517 255,637 773,530 413,626
General and administrative 920,473 671,862 1,798,843 1,275,859
Research and development 106,656 47,138 187,864 102,811
Total expense 1,440,646 974,637 2,760,237 1,792,296
Income (loss) from operations (416,380) 119,840 (357,685) 286,329
Other income (expense), net 5,351 144,647 (5,211) 144,769
Income (loss) before income taxes (411,029) 264,487 (362,896) 431,098
Income tax provision (benefit) (156,485) 45,800 (135,485) 109,800
Net income (loss) $ (254,544) $ 218,687 $ (227,411) $ 321,298
Net income (loss) per share – basic $ (0.09) $ 0.08 $ (0.08) $ 0.12
Net income (loss) per share – diluted $ (0.09) $ 0.08 $ (0.08) $ 0.12
Weighted average common shares Outstanding – basic 2,790,514 2,691,914 2,790,514 2,683,743
Weighted Average Number of Shares Outstanding, Diluted 2,739,858 2,731,687
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Statement of Changes in Shareholders' Equity (USD $)
Total
Common Stock
Additional Paid-in Capital
Treasury Stock
Accumulated other comprehensive income
Retained Earnings
Comprehensive income (loss)
Stockholders' Equity Attributable to Parent at Dec. 31, 2010 $ 17,425,439 $ 39,265 $ 10,653,210 $ (3,099,842) $ 42,502 $ 9,790,304
Common Stock, Shares, Issued at Dec. 31, 2010 3,926,491 3,926,491
Foreign currency translation adjustments 23,690 23,690 23,690
Share based compensation 61,864 61,864 0
Cash dividends (168,236) (168,236) 0
Net loss (227,411) (227,411) (227,411)
Comprehensive loss (203,721)
Stockholders' Equity Attributable to Parent at Jun. 30, 2011 $ 17,115,346 $ 39,265 $ 10,715,074 $ (3,099,842) $ 66,192 $ 9,394,657
Common Stock, Shares, Issued at Jun. 30, 2011 3,926,491 3,926,491
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Consolidated Statements of Cash Flows (USD $)
6 Months Ended
Jun. 30, 2011
Jun. 30, 2010
Cash flows from operating activities:
Net Income (loss) $ (227,411) $ 321,298
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Non-cash gain from bargain purchase 0 (146,288)
Depreciation and amortization 766,032 698,440
Share based compensation 61,864 57,011
Provision for doubtful accounts (54,678) 30,000
Deferred tax expense (253,035) (48,200)
Changes in operating assets and liabilities:
Trade and other accounts receivable (44,906) (499,409)
Inventories 565,658 (50,142)
Deposits, prepaid expenses and other assets 637,890 (184,891)
Accounts payable and accrued expenses (926,759) (27,286)
Net cash provided by operating activities 524,655 150,533
Cash flows from investing activities:
Capital expenditures, net of disposals (780,982) (840,869)
Acquisitions 0 16,357
Net cash used in investing activities (780,982) (824,512)
Cash flows from financing activities:
Cash dividend paid (168,236) (161,328)
Net cash used in financing activities (168,236) (161,328)
Effect of currency translation on cash and cash equivalents 23,690 0
Net decrease in cash and cash equivalents (400,873) (835,307)
Cash and Cash Equivalents, at begining of period 3,962,454 3,674,179
Cash and Cash Equivalents, at end of period $ 3,561,581 $ 2,838,872
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Note 1 - Basis of Presentation
6 Months Ended
Jun. 30, 2011
Basis of Presentation [Abstract]
Basis of Presentation
Basis of Presentation:
 
The unaudited interim consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission.  Accordingly, certain information and footnote disclosures normally included in complete financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations.  The accompanying unaudited interim consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Arrhythmia Research Technology, Inc. and subsidiaries (the “Company”) Annual Report on Form 10-K for the year ended December 31, 2010 filed March 23, 2011.
 
The information presented reflects, in the opinion of the management of the Company, all adjustments necessary for a fair presentation of the financial results for the interim period presented.
 
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.  Operating results for interim periods are not necessarily indicative of results that may be expected for the entire fiscal year.
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Note 2 - Inventories
6 Months Ended
Jun. 30, 2011
Inventories [Abstract]
Inventories
Inventories:
 
Inventories consist of the following as of:
June 30,

2011
 
December 31,

2010
Raw materials
$
675,362


 
$
911,440


Work-in-process 
224,436


 
169,063


Finished goods
1,603,721


 
1,988,674


Total
$
2,503,519


 
$
3,069,177




The value of silver in inventory at June 30, 2011 as a part of finished goods as plated sensors, work in process, or raw material is $746,368. Inventories are stated net of a reserve for slow moving or obsolete inventory.
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Note 3 - Share-Based Compensation
6 Months Ended
Jun. 30, 2011
Share-based Compensation [Abstract]
Share-Based Compensation
Share-Based Compensation:
 
The Company accounts for non-cash share based compensation under ASC 718 “Stock Compensation”, which establishes accounting for equity instruments exchanged for employee services.  Under the provisions of ASC 718, share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the employee’s requisite service period (generally the vesting period of the equity grant).
 
The Company estimates the fair value of stock options using the Black-Scholes valuation model.  Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected option term, the expected volatility of the Company’s stock over the option’s expected term, the risk-free interest rate over the option’s expected term, and the Company’s expected annual dividend yield.  The Company believes that the valuation technique and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair values of the Company’s stock options.  Estimates of fair value are not intended to predict actual future events or the value ultimately realized by persons who receive equity awards.
 
The Company recognized share-based compensation expense of $24,629 and $20,115 for the three months ended June 30, 2011 and 2010, and $61,864 and $57,011 for the six months ended June 30, 2011 and 2010, respectively.  Two grants totaling 160,000 options to 9 persons, including directors and management, were made during the three months ended June 30, 2011.  Grants totaling 135,500 were made in the first six months of 2010 of which, 60,000 non-qualified options were outside of the Company’s stock option plan in conjunction with business combination activities, of which 20,000 are currently exercisable.
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Note 4 - Income Taxes
6 Months Ended
Jun. 30, 2011
Income Taxes [Abstract]
Income Taxes
Income Taxes:
 
The Company accounts for income taxes in accordance with ASC 740 “Income Taxes,” which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns.  Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using tax rates in effect for the year in which the differences are expected to reverse.
 
The Company files income tax returns in the U.S. Federal jurisdiction and various state jurisdictions.  The periods from 2007 to 2010 remain open to examination by the IRS and state jurisdictions.  The Company believes it is not subject to any significant tax risks related to uncertain tax positions.  The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor were any interest expenses recognized during the six months ended June 30, 2011 and 2010.
 
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Note 5 - Earnings per share
6 Months Ended
Jun. 30, 2011
Earnings Per Share [Abstract]
Earnings per share
Earnings per share:
 
In accordance with ASC 260, the basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding.  Diluted earnings per share is computed similar to basic earnings per share except that the denominator is increased to include the number of additional shares that would have been outstanding if the potential shares had been issued and if the additional shares were dilutive.  At June 30, 2011, 399,000 stock options were anti-dilutive and excluded in the earnings per share computation.
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Note 6 - RMDDx Acquisition
6 Months Ended
Jun. 30, 2011
RMDDx Acquisition [Abstract]
RMDDx Acquisition
RMDDx Acquisition:
On June 18, 2010, the Company, through a newly created Delaware subsidiary named RMDDxUSA Corp., purchased all of the outstanding shares of RMDDx Corporation (“RMDDx”), a Prince Edward Island corporation. The shares were exchanged for 115,033 shares of ART common stock and options to purchase 60,000 shares at $4.76. These shares and options were immediately placed in escrow and are released and vested based upon the achievement of certain performance targets. The performance targets require client contracts, service volumes and gross sales with minimum gross margins. The first target was met during the third quarter of 2010.
RMDDxUSA Corp. is the U.S. sales and distribution operations entity for, and parent of, RMDDx.
RMDDx is a medical device and diagnostic service company dedicated to the development and commercialization of medical devices, medical information technology, medical diagnostics and patient monitoring through wireless, internet and telecommunication technologies. Since inception, the efforts have been devoted to the development of remote wireless medical technology for heart monitors.
The fair value of the assets acquired and liabilities assumed in the acquisition on June 18, 2010 is as follows:
Assets
 
Current Assets
$
17,357


Fixed Assets
83,381


Deferred Tax Assets
165,872


Other Assets
512,483


Total Assets
$
779,093


 
 
Liabilities
 
Current Liabilities
$
82,254


Total Liabilities
$
82,254


RMDDx has a deferred tax asset related to losses prior to the close of the transaction. The deferred tax asset is for Canadian and Provincial corporate income taxes. A valuation allowance of 20% was applied to the tax asset based on projected ability to utilize the tax benefit in the time allowed. If in the future this valuation allowance is reduced, the tax expense of RMDDx will be reduced for that period.
RMDDx had $510,833 in cash which was restricted as it collateralized a guarantee on a stand-by letter of credit related to a Canadian Federal contracting economic incentive program involving an unrelated third party. The restriction was lifted during the second quarter of 2011 when the Company secured a $1,000,000 letter of credit to replace the guarantee by the Province of Prince Edward Island. Using the judgment of management in the fair market valuation required by ASC 805 “Business Combinations”, over the next 5 years the targets of the incentive program are expected to be achieved. These calculations and the associated assumptions are the basis for not including a contingent liability related to the guarantee on the Balance Sheet. The Province of Prince Edward Island (the Province), through an economic incentive program, has committed expense reimbursements up to $585,000 to the company in the form of a labor and equipment rebate. An equipment rebate of $100,000 was collected from the Province during the quarter ended June 30, 2011.
The common stock was issued from treasury, and the options were issued outside of the Company's existing stock option plan. The fair value of the options was determined by using the Black Scholes valuation methods described in Note 3. The fair value of the equity issued was determined based on the probability of the management of RMDDx meeting the performance targets required for the release and vesting of shares and options. In compliance with ASC 805-30-30-1, a fair value of the equity was determined to be $550,551 and was calculated by discounting the targets outside of a 12 month period with an estimate of the probability of attainment. The determination of probabilities was made using the same assumptions used throughout the purchase accounting.
In compliance with 805-30-25-2, this transaction was deemed a “bargain purchase” with the resulting gain of $146,288 booked as other income in the quarter ended June 30, 2010. This increase to other income offsets the general and administrative costs related to the transaction of approximately $80,000. As defined by FASB ASC 805-30-25, the purchase of RMDDx was not a forced sale in which the seller acted under compulsion. The discount to fair value relates to the sellers belief in the future value of the combined entity exceeding the current value of the consideration
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Note 7 - Recent Pronouncements
6 Months Ended
Jun. 30, 2011
Recent Pronouncements [Abstract]
Recent Pronouncements
Recent Pronouncements
Accounting Standards Update (ASU) 2011-05, “Comprehensive Income”, revise the manner in which companies present comprehensive income in their financial statements. This ASU requires companies to report the components of comprehensive income in either a continuous statement of comprehensive income or in two separate but consecutive statements. In the two-statement approach, the first statement would present the components of net income, similar to the Company’s current Consolidated Statements of Operations, while the second statement would include the components of other comprehensive income (OCI), as well as a cumulative total for comprehensive income. This ASU does not change the items that must be reported in OCI. ASU 2011-05 must be applied retrospectively and is effective for the first quarter of 2012. Management is in the process of evaluating the presentation options required by this ASU.