Item 1. Financial Statements
Item 1. Financial Statements
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Amounts in thousands, except share amounts)
As Of
September 30,
December 31.
2020
2019
ASSETS
Current assets:
Cash and cash equivalents
$
219,227
$
131,920
Accounts receivable and unbilled, net (includes $ 2.9 million and $ 1.9 million with related parties at September 30, 2020 and December 31, 2019, respectively)
134,087
155,662
Prepaid expenses and other current assets
41,691
29,446
Total current assets
395,005
317,028
Property and equipment, net
71,472
47,292
Operating lease right-of-use assets
109,533
52,152
Goodwill
662,458
662,396
Intangible assets, net
48,423
54,350
Deferred income taxes
477
376
Other assets
8,774
9,477
Total assets
$
1,296,142
$
1,143,071
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable (includes $ 0.2 million and $ 0.2 million with related parties at September 30, 2020 and December 31, 2019, respectively)
$
15,878
$
22,404
Accrued expenses
116,996
109,252
Advanced billings (includes $ 4.6 million and $ 3.0 million with related parties at September 30, 2020 and December 31, 2019, respectively)
202,612
192,359
Other current liabilities
22,910
18,987
Total current liabilities
358,396
343,002
Operating lease liabilities
110,670
45,212
Deferred income tax liability
19,861
12,849
Other long-term liabilities
15,586
15,725
Total liabilities
504,513
416,788
Commitments and contingencies (see Note 11)
Shareholders’ equity:
Preferred stock - $ 0.01 par-value; 5,000,000 shares authorized; no shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively
-
-
Common stock - $ 0.01 par-value; 250,000,000 shares authorized at September 30, 2020 and December 31, 2019, respectively; 35,757,453 and 36,065,278 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively
357
360
Treasury stock - 200,000 shares at September 30, 2020 and December 31, 2019, respectively
( 6,030
)
( 6,030
)
Additional paid-in capital
687,618
666,585
Retained earnings
111,807
68,109
Accumulated other comprehensive loss
( 2,123
)
( 2,741
)
Total shareholders’ equity
791,629
726,283
Total liabilities and shareholders’ equity
$
1,296,142
$
1,143,071
See notes to condensed consolidated financial statements.
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MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Amounts in thousands, except per share amounts)
Three Months Ended
Nine Months Ended
September 30,
September 30,
2020
2019
2020
2019
Revenue, net (includes $ 3.4 million and $ 4.6 million with related parties for the three months ended September 30, 2020 and 2019, respectively, and $ 11.6 million and $ 13.7 million with related parties for the nine months ended September 30, 2020 and 2019, respectively)
$
230,373
$
216,238
$
666,247
$
631,083
Operating expenses:
Direct service costs, excluding depreciation and amortization
87,577
81,086
262,997
235,522
Reimbursed out-of-pocket expenses
68,637
70,984
207,376
212,563
Total direct costs
156,214
152,070
470,373
448,085
Selling, general and administrative
22,796
29,120
69,775
73,984
Depreciation
2,991
2,062
8,118
6,035
Amortization
1,950
2,995
5,927
11,834
Total operating expenses
183,951
186,247
554,193
539,938
Income from operations
46,422
29,991
112,054
91,145
Other income (expense), net:
Miscellaneous income (expense), net
584
( 273
)
1,440
( 574
)
Interest (expense) income, net
( 16
)
( 253
)
336
( 1,956
)
Total other income (expense), net
568
( 526
)
1,776
( 2,530
)
Income before income taxes
46,990
29,465
113,830
88,615
Income tax provision
5,530
5,488
19,312
17,985
Net income
$
41,460
$
23,977
$
94,518
$
70,630
Net income per share attributable to common shareholders:
Basic
$
1.16
$
0.67
$
2.64
$
1.97
Diluted
$
1.09
$
0.63
$
2.50
$
1.88
Weighted average common shares outstanding:
Basic
35,552
35,939
35,654
35,829
Diluted
37,763
37,835
37,715
37,507
See notes to condensed consolidated financial statements.
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MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(Amounts in thousands)
Three Months Ended
Nine Months Ended
September 30,
September 30,
2020
2019
2020
2019
Net income
$
41,460
$
23,977
$
94,518
$
70,630
Other comprehensive income
Foreign currency translation adjustments, net of taxes
1,100
( 1,286
)
618
( 1,146
)
Comprehensive income
$
42,560
$
22,691
$
95,136
$
69,484
See notes to condensed consolidated financial statements.
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MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)
(Amounts in thousands)
(Accumulated
Accumulated
Additional
Deficit)
Other
Common
Treasury
Paid-In
Retained
Comprehensive
Stock
Stock
Capital
Earnings
Loss
Total
BALANCE — December 31, 2018
$
356
$
( 6,030
)
$
639,381
$
( 41,487
)
$
( 2,517
)
$
589,703
Impact to Retained Earnings from adoption of ASU 2016-02
9,153
9,153
BALANCE — January 1, 2019
356
( 6,030
)
639,381
( 32,334
)
( 2,517
)
598,856
Net income
19,198
19,198
Foreign currency translation
( 274
)
( 274
)
Stock-based compensation expense
3,183
3,183
Stock options exercised
1
933
934
BALANCE — March 31, 2019
$
357
$
( 6,030
)
$
643,497
$
( 13,136
)
$
( 2,791
)
$
621,897
Net income
27,455
27,455
Foreign currency translation
414
414
Stock-based compensation expense
5,385
5,385
Stock options exercised
2
2,902
2,904
BALANCE — June 30, 2019
$
359
$
( 6,030
)
$
651,784
$
14,319
$
( 2,377
)
$
658,055
Net income
23,977
23,977
Foreign currency translation
( 1,286
)
( 1,286
)
Stock-based compensation expense
9,466
9,466
Stock options exercised
1
1,794
1,795
BALANCE — September 30, 2019
$
360
$
( 6,030
)
$
663,044
$
38,296
$
( 3,663
)
$
692,007
Accumulated
Additional
Other
Common
Treasury
Paid-In
Retained
Comprehensive
Stock
Stock
Capital
Earnings
Loss
Total
BALANCE — December 31, 2019
$
360
$
( 6,030
)
$
666,585
$
68,109
$
( 2,741
)
$
726,283
Net income
28,954
28,954
Foreign currency translation
( 988
)
( 988
)
Stock-based compensation expense
5,445
5,445
Stock options exercised
1
1,342
1,343
Repurchases of common stock
( 6
)
( 43,232
)
( 43,238
)
BALANCE — March 31, 2020
$
355
$
( 6,030
)
$
673,372
$
53,831
$
( 3,729
)
$
717,799
Net income
24,104
24,104
Foreign currency translation
506
506
Stock-based compensation expense
2,616
2,616
Stock options exercised
633
633
Repurchases of common stock
( 1
)
( 7,588
)
( 7,589
)
BALANCE — June 30, 2020
$
354
$
( 6,030
)
$
676,621
$
70,347
$
( 3,223
)
$
738,069
Net income
41,460
41,460
Foreign currency translation
1,100
1,100
Stock-based compensation expense
2,762
2,762
Stock options exercised
3
8,235
8,238
BALANCE — September 30, 2020
$
357
$
( 6,030
)
$
687,618
$
111,807
$
( 2,123
)
$
791,629
See notes to condensed consolidated financial statements.
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MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Amounts in thousands)
Nine Months Ended
September 30,
2020
2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
$
94,518
$
70,630
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation
8,118
6,035
Amortization
5,927
11,834
Stock-based compensation expense
10,823
18,034
Amortization of debt issuance costs and discount
-
954
Noncash lease expense
9,968
7,212
Deferred income tax provision
6,911
2,839
Amortization and adjustment of deferred credit
( 531
)
( 601
)
Other
( 85
)
1,768
Changes in assets and liabilities:
Accounts receivable and unbilled, net
21,400
( 5,982
)
Prepaid expenses and other current assets
( 9,820
)
( 9,039
)
Accounts payable
( 5,611
)
2,818
Accrued expenses
7,619
15,427
Advanced billings
10,355
21,901
Lease liabilities
( 7,507
)
( 6,477
)
Other assets and liabilities, net
1,093
7,574
Net cash provided by operating activities
153,178
144,927
CASH FLOWS FROM INVESTING ACTIVITIES:
Property and equipment expenditures
( 23,554
)
( 12,152
)
Other
74
( 1,262
)
Net cash used in investing activities
( 23,480
)
( 13,414
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from stock option exercises
8,753
5,686
Repurchases of common stock
( 50,827
)
-
Payment of debt
-
( 80,438
)
Net cash used in financing activities
( 42,074
)
( 74,752
)
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS, AND
RESTRICTED CASH
( 317
)
( 753
)
INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
87,307
56,008
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period
131,920
23,282
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period
$
219,227
$
79,290
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION—
Acquisition of property and equipment—non-cash
$
10,732
$
2,860
See notes to condensed consolidated financial statements.
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MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
September 30, 2020
(1) Basis of Presentation
Description of Business
Medpace Holdings, Inc. (together with its subsidiaries, “Medpace” or the “Company”), a Delaware corporation, is a global provider of clinical research-based drug and medical device development services. The Company partners with pharmaceutical, biotechnology, and medical device companies in the development and execution of clinical trials. The Company’s drug development services focus on full service Phase I-IV clinical development services and include development plan design, project management, regulatory affairs, clinical monitoring, data management and analysis, pharmacovigilance new drug application submissions, post-marketing clinical support, laboratory services, clinical human pharmacology, imaging services, and electrocardiography reading support for clinical trials.
The Company’s operations are principally based in North America, Europe, and Asia.
Unaudited Interim Financial Information
The interim condensed consolidated financial statements include the accounts of the Company, are prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), and are unaudited. In the opinion of the Company’s management, all adjustments of a normal recurring nature necessary for a fair presentation have been reflected. Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted. The preparation of the interim condensed consolidated financial statements in conformity with GAAP 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 interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results and outcomes could differ from management’s estimates and assumptions. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 .
Share Repurchases
In the first quarter of 2018, the Board of Directors approved a share repurchase program authorizing up to $ 50.0 million in share repurchases. In the first quarter of 2020, the Board of Directors approved an additional $ 50.0 million in share repurchases, bringing the total to $ 100.0 million authorized under the share repurchase program. There were no share repurchases during the three months ended September 30, 2020. During the nine months ended September 30, 2020, the Company repurchased 772,125 shares for $ 50.8 million. As of September 30, 2020, $ 49.2 million remained available under the repurchase program authorization.
Repurchases under the share repurchase program are executed in the open market or negotiated transactions under trading plans put in place pursuant to Rule 10b5-1. The Company constructively retires all repurchased shares with all amounts paid in excess of par value reflected within Retained earnings in the Company’s condensed consolidated balance sheets. The repurchase program may be suspended or discontinued at any time without notice.
Recently Adopted Accounting Standards
In June 2016, the FASB issued ASU 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” intended to provide financial statement users with more decision-useful information about expected credit losses and other commitments to extend credit held by the reporting entity. The standard replaces the incurred loss impairment methodology with one that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance is effective for fiscal years beginning after December 15, 2019 with early adoption permitted. The Company adopted this standard in the first quarter of 2020 and it had no impact to the condensed consolidated financial statements.
(2) Net Income Per Share
Basic and diluted earnings or loss per share (“EPS”) are computed using the two-class method, which is an earnings allocation that determines EPS for each class of common stock and participating securities according to dividends declared and participation rights in
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undistributed earnings. Restricted Stock Awards (“RSAs”) are considered participating securities because they are legally issued at the date of grant and holders are entitled to receive non-forfeitable dividends during the vesting term.
The computation of diluted EPS includes additional common shares, such as unvested stock options with exercise prices less than the average market price of the Company’s common stock during the period (“in-the-money options”), which would be considered outstanding under the treasury stock method. The treasury stock method assumes that additional shares would have to be issued in cases where the exercise price of stock options is less than the value of the common stock being acquired because the cash proceeds received from the stock option holder would not be sufficient to acquire that same number of shares. The Company does not compute diluted EPS in cases where the inclusion of such additional shares would be anti-dilutive in effect.
The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2020 and 2019 (in thousands, except for earnings per share):
Three Months Ended
Nine Months Ended
September 30,
September 30,
2020
2019
2020
2019
Weighted-average shares:
Common shares outstanding
35,552
35,939
35,654
35,829
RSAs
116
98
95
101
Total weighted-average shares
35,668
36,037
35,749
35,930
Earnings per common share—Basic
Net income
$
41,460
$
23,977
$
94,518
$
70,630
Less: Undistributed earnings allocated to RSAs
135
65
252
199
Net income available to common shareholders—Basic
$
41,325
$
23,912
$
94,266
$
70,431
Net income per common share—Basic
$
1.16
$
0.67
$
2.64
$
1.97
Basic weighted-average common shares outstanding
35,552
35,939
35,654
35,829
Effect of diluted shares
2,211
1,896
2,061
1,678
Diluted weighted-average shares outstanding
37,763
37,835
37,715
37,507
Net income per common share—Diluted
$
1.09
$
0.63
$
2.50
$
1.88
During the three and nine months ended September 30, 2020, the Company had 4,800 and 204,205 stock options, respectively, that were excluded due to the exercise price exceeding the average fair value of the Company’s common stock during the period. During the three and nine months ended September 30, 2019, the Company had 245,000 stock options, respectively, that were excluded due to the exercise price exceeding the average fair value of the Company’s common stock during the period.
(3) Fair Value Measurements
The Company follows accounting guidance related to fair value measurements that defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy for inputs used in measuring fair value. This hierarchy maximizes the use of “observable” inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The hierarchy specifies three levels based on the inputs, as follows:
Level 1: Valuations based on quoted prices in active markets for identical assets or liabilities.
Level 2: Valuations based on directly observable inputs or unobservable inputs corroborated by market data.
Level 3: Valuations based on unobservable inputs supported by little or no market activity representing management’s determination of assumptions of how market participants would price the assets or liabilities.
The fair value of financial instruments such as cash and cash equivalents, accounts receivable and unbilled, net, accounts payable, accrued expenses and advanced billings approximate their carrying amounts due to their short term maturities.
The Company does not have any recurring fair value measurements as of September 30, 2020. There were no transfers between Level 1, Level 2 or Level 3 during the three and nine months ended September 30, 2020 or 2019.
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(4) Contract Assets and Contract Liabilities
Contract assets and liabilities are reflected in the Company’s condensed consolidated balance sheets within the accounts reflected below.
Contract Assets
Accounts receivable represent amounts due from the Company’s customers who are concentrated primarily in the pharmaceutical, biotechnology, and medical device industries. Unbilled represents revenue recognized to date that has not been billed or is not yet contractually billable to the customer. In general, amounts become billable upon the achievement of negotiated contractual events, in accordance with predetermined payment schedules or when a reimbursable expense has been incurred. Amounts classified to unbilled are those billable to customers within one year from the respective balance sheet date.
Accounts receivable and unbilled, net consisted of the following (in thousands):
As of
September 30,
December 31,
2020
2019
Accounts receivable
$
105,303
$
127,877
Unbilled receivables
29,259
28,368
Less: allowance for doubtful accounts
( 475
)
( 583
)
Total accounts receivable and unbilled, net
$
134,087
$
155,662
Contract Liabilities
Advanced billings represents cash received from customers, or billed amounts per an agreed upon payment schedule, in advance of services being performed or revenue being recognized.
Advanced billings consisted of the following (in thousands):
As of
September 30,
December 31,
2020
2019
Advanced billings
$
202,612
$
192,359
As of September 30, 2020, we had approximately $ 1.5 billion of performance obligations remaining to be performed for active projects.
(5) Intangible Assets, Net
Intangible assets, net consisted of the following (in thousands):
As of
September 30,
December 31,
2020
2019
Intangible assets:
Finite-lived intangible assets:
Carrying amount:
Customer relationships
145,051
145,051
Other
3,074
3,074
Total finite-lived intangible assets
148,125
148,125
Accumulated amortization:
Customer relationships
( 128,274
)
( 122,426
)
Other
( 3,074
)
( 2,995
)
Total accumulated amortization
( 131,348
)
( 125,421
)
Total finite-lived intangible assets, net
16,777
22,704
Trade name (indefinite-lived)
31,646
31,646
Total intangible assets, net
$
48,423
$
54,350
- 10 -
As of September 30, 2020, estimated amortization expense of the Company’s intangible assets for each of the next five years and thereafter is as follows (in thousands):
Amortization
Remainder of 2020
$
1,949
2021
5,114
2022
3,353
2023
2,199
2024
1,443
Later years
2,719
$
16,777
(6) Accrued Expenses
Accrued expenses consisted of the following (in thousands):
As of
September 30,
December 31,
2020
2019
Employee compensation and benefits
$
36,585
$
34,119
Project related reimbursable expenses
74,385
68,696
Other
6,026
6,437
Total accrued expenses
$
116,996
$
109,252
(7) Debt
On September 30, 2019, the Company obtained an unsecured credit facility in an aggregate principal amount up to $ 50.0 million (the “Credit Facility”) through its wholly owned subsidiaries, Medpace, Inc., as borrower, and Medpace IntermediateCo, Inc., as guarantor. Outstanding balances under the Credit Facility bear interest at a rate of LIBOR plus 100 basis points (1.00%). On March 30, 2020, the Company amended the credit facility to extend its expiration date to March 31, 2021 and add provisions for alternative interest rates when certain interbank market offered rates are not available.
As of September 30, 2020, there were no outstanding borrowings under the Credit Facility and $ 0.2 million in letters of credit outstanding related to certain operating lease obligations, which are secured by the Credit Facility.
- 11 -
( 8 ) Leas es
The Company enters into leases for real estate and equipment. Real estate leases are for our corporate office space and laboratories around the world. Real estate leases have remaining lease terms of less than 1 year to 20 years. Many of the Company’s leases include options to extend the leases on a month to month basis or for set periods for up to 20 years. Many leases also include options to terminate the leases within 1 year or per other contractual terms.
The components of lease expense were as follows (in thousands):
Three Months Ended September 30,
Nine Months Ended September 30,
2020
2019
2020
2019
Operating lease cost
$
5,514
$
3,241
$
14,153
$
9,578
Variable lease cost
1,386
649
3,456
1,995
Supplemental cash flow information related to the leases was as follows (in thousands):
Nine Months Ended September 30,
2020
2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
9,328
$
6,979
Right-of-use assets obtained in exchange for lease obligations:
Operating leases
66,796
8,476
Supplemental balance sheet information related to the leases was as follows (in thousands):
As of
September 30,
December 31,
2020
2019
Operating lease right-of-use assets
$
109,533
$
52,152
Other current liabilities
$
15,097
$
10,977
Operating lease liabilities
110,670
45,212
Total operating lease liabilities
$
125,767
$
56,189
Weighted Average Remaining Lease Term (years)
Operating leases
12.8
6.3
Weighted Average Discount Rate
Operating leases
5.9
%
6.0
%
Lease payments due related to lease liabilities as of September 30, 2020 were as follows (in thousands):
Related Party
Non-Related Parties
Total
Operating Leases
Operating Leases
Operating Leases
Remainder of 2020
$
2,889
$
2,516
$
5,405
2021
10,105
11,015
21,120
2022
9,886
7,885
17,771
2023
8,346
6,641
14,987
2024
8,464
4,890
13,354
Later years
103,600
11,890
115,490
Total lease payments
143,290
44,837
188,127
Less: imputed interest
( 56,589
)
( 5,771
)
( 62,360
)
Total
$
86,701
$
39,066
$
125,767
- 12 -
The Company began to occupy an additional leased corporate headquarters building in the second quarter of fiscal year 2020. See Note 12 for details of this related party lease.
As of September 30, 2020, we have several additional leases with contractual obligations, which have not yet commenced, with future payments of $ 1.5 million through 2025.
(9) Shareholder’s Equity and Stock-Based Compensation
The Company granted 347,197 awards to employees under the 2016 Incentive Award Plan during the nine months ended September 30, 2020, consisting of 20,724 restricted stock awards (“RSA”) and 119,768 restricted stock units (“RSU”) vesting after four years , 4,800 stock option awards and 2,500 RSU vesting after three years , and 199,405 fully-vested stock option awards. The Company granted an additional 23,148 stock option awards, vesting after one year , to non-employee directors under the 2016 Incentive Award Plan, during the nine months ended September 30, 2020. The Company granted 778,986 awards to employees under the 2016 Incentive Award Plan during the nine months ended September 30, 2019, consisting of 10,000 stock option awards and 190,310 RSU vesting after four years , 5,000 stock option awards vesting after one year , 551,676 fully-vested stock option awards and 22,000 stock option awards with vesting in twelve equal monthly installments beginning on March 31, 2019. The Company granted an additional 38,832 stock option awards, vesting after one year , to non-employee directors under the 2016 Incentive Award Plan, during the nine months ended September 30, 2019.
Award Activity
The following table sets forth the Company’s stock option activity:
Nine Months Ended September 30, 2020
Weighted Average
Stock Options
Exercise Price
Outstanding - beginning of period
3,030,071
$
34.50
Granted
227,353
$
105.77
Exercised
( 464,300
)
$
22.00
Forfeited/Expired
( 82,151
)
$
36.39
Outstanding - end of period
2,710,973
$
42.56
Exercisable - end of period
1,675,075
$
47.49
The following table sets forth the Company’s RSA/RSU activity:
Nine Months Ended
September 30, 2020
Shares/Units
Outstanding and unvested - beginning of period
569,770
Granted
142,992
Vested
-
Forfeited
( 60,890
)
Outstanding and unvested - end of period
651,872
Cumulative vested shares - end of period
1,913,916
Stock-based compensation expense recognized in the condensed consolidated statements of operations related to all outstanding stock based compensation awards is summarized below (in thousands):
Three Months Ended September 30,
Nine Months Ended September 30,
2020
2019
2020
2019
Total direct costs
$
1,898
$
1,807
$
5,678
$
5,085
Selling, general and administrative
864
7,659
5,145
12,949
Total stock-based compensation expense
$
2,762
$
9,466
$
10,823
$
18,034
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(10) Income Taxes
The Company’s effective income tax rate was 11.8 % and 18.6 % for the three months ended September 30, 2020 and 2019, respectively. The Company’s effective income tax rate was 17.0 % and 20.3 % for the nine months ended September 30, 2020 and 2019, respectively. The Company’s effective income tax rate for the three and nine months ended September 30, 2020 varied from the U.S. statutory rate of 21 % primarily due to the impact of state taxes, which was favorably offset by previously acquired tax attributes, tax benefits related to Foreign Derived Intangible Income (FDII) and excess tax benefits recognized from share-based compensation.
(11) Commitments and Contingencies
Legal Proceedings
The Company is involved in legal proceedings from time to time in the ordinary course of its business, including employment claims and claims related to other business transactions. The Company cannot predict with certainty the outcome of such proceedings, but it believes that adequate reserves have been recorded and losses already recognized with respect to such proceedings, which were immaterial as of September 30, 2020 and December 31, 2019. There is a reasonable possibility that a loss exceeding amounts already recognized may be incurred related to these actions; however, the Company believes that such potential losses were immaterial as of September 30, 2020.
Purchase Commitments
The Company has several minimum purchase commitments for project related supplies totaling $ 10.2 million. In return for the commitment, Medpace receives preferential pricing. The commitments expire at various times through 2026.
(12) Related Party Transactions
Employee Loans
The Company periodically extends short term loans or advances to employees, typically upon commencement of employment. Total receivables as a result of these employee advances of $ 0.2 million existed at September 30, 2020 and December 31, 2019, respectively, and are included in the Prepaid expenses and other current assets and Other assets line items of the condensed consolidated balance sheets, respectively, depending on the contractual repayment date.
Service Agreements
Cymabay Therapeutics, Inc. (“Cymabay”)
Cymabay is a clinical-stage biopharmaceutical company developing therapies to treat metabolic diseases with high unmet medical need, including serious rare and orphan disorders. A Medpace employee was a member Cymabay’s board of directors from the first quarter of 2016 until his resignation in the first quarter of 2020. The Company and Cymabay entered into a MSA dated October 21, 2016. Subsequently, the Company and Cymabay have entered into several task orders for the Company to perform clinical trial related services. The Company recognized total revenue from Cymabay of $ 3.5 million and $ 9.4 million during the three and nine months ended September 30, 2019 , respectively, in the Company’s condensed consolidated statements of operations. As of December 31, 2019, the Company had Advanced billings from Cymabay of $ 1.6 million in the condensed consolidated balance sheets. As of December 31, 2019, the Company had Accounts receivable and unbilled, net from Cymabay of $ 1.4 million recorded in the condensed consolidated balance sheets. As of the first quarter of 2020, Cymabay is no longer considered a related party.
LIB Therapeutics LLC and subsidiaries (“LIB”)
Certain executives and employees of the Company, including the chief executive officer, are members of LIB’s board of managers. The Company entered into a MSA dated November 24, 2015 with LIB, a company that engages in research, development, marketing and commercialization of pharmaceutical drugs. Subsequently, the Company and LIB have entered into several task orders for the Company to perform clinical trial related services. The Company recognized total revenue from LIB of $ 0.6 million and $ 0.5 million during the three months ended September 30, 2020 and 2019, respectively, and $ 2.0 million and $ 1.5 million during the nine months ended September 30, 2020 and 2019, respectively, in the Company’s condensed consolidated statements of operations. As of September 30, 2020 and December 31, 2019, respectively, the Company had Advanced billings from LIB of $ 0.7 million and $ 0.5 million recorded in the condensed consolidated balance sheets. In addition, as of September 30, 2020 and December 31, 2019, respectively, the Company had Accounts receivable and unbilled, net from LIB of $ 0.3 million and $ 0.3 million recorded in the condensed consolidated balance sheets.
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CinRX Pharma and subsidiaries (“CinRx”)
Certain executives and employees of the Company, including the chief executive officer, are members of CinRx’s board of managers and/or have equity investments in CinRx, a biotech company. The Company and CinRx have entered into several task orders for the Company to perform clinical trial related services. The Company recognized total revenue from CinRx of $ 2.7 million and $ 0.5 million during the three months ended September 30, 2020 and 2019, respectively, and $ 9.5 million and $ 2.8 million during the nine months ended September 30, 2020 and 2019, respectively, in the Company’s condensed consolidated statements of operations. As of September 30, 2020 and December 31, 2019, respectively, the Company had Advanced billings from CinRx of $ 3.9 million and $ 0.9 million recorded in the condensed consolidated balance sheets. As of September 30, 2020 and December 31, 2019 the Company had Accounts receivable and unbilled, net from CinRx of $ 2.6 million and $ 0.2 million, respectively, in the condensed consolidated balance sheets.
The Summit Hotel (“The Summit”)
The Summit Hotel, located on the Medpace campus, is owned by the chief executive officer, and managed by an unrelated hospitality management entity. Medpace incurs travel lodging and meeting expenses at The Summit. Medpace incurred expenses of less than $ 0.1 million and $ 0.2 million during the three months ended September 30, 2020 and 2019, respectively, and $ 0.2 million and $ 0.5 million during the nine months ended September 30, 2020 and 2019, respectively, at The Summit.
Leased Real Estate
Headquarters Lease
The Company entered into an operating lease for its corporate headquarters with an entity that is wholly owned by the chief executive officer of the Company. The Company has evaluated its relationship with the related party and concluded that the related party is not a variable interest entity because the Company has no direct ownership interest or relationship other than the lease. The lease for headquarters is for an initial term of twelve years through November 2022 with a renewal option for one 10 -year term at prevailing market rates. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for its corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. Operating lease cost recognized for the three months ended September 30, 2020 and 2019 was $ 0.5 million, respectively, and $ 1.5 million, for the nine months ended September 30, 2020 and 2019, respectively. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at September 30, 2020 and December 31, 2019 were $ 3.9 million and $ 5.3 million, respectively, in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at September 30, 2020 were $ 1.8 million and $ 2.1 million, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2019 were $ 1.8 million and $ 3.5 million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
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In 2018, Medpace, Inc. entered into a multi-year lease agreement governing future occupancy of additional office space in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company began to occupy the premises in the second quarter of fiscal year 2020. The lease expires in 2040 and the Company has two 10 -year options to extend the term of the lease. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the lease is an operating lease. Operating lease cost recognized for the three and nine months ended September 30, 2020 was $ 1.3 million and $ 2.2 million, respectively. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at September 30, 2020 were $ 52.1 million in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at September 30, 2020 were $ 1.0 million and $ 61.5 million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
The Company entered into two multi-year lease agreements governing the occupancy of space of two buildings in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company assumed occupancy in 2012 and the leases expire in 2027 with the Company having one 10 -year option to extend the lease term. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the leases are operating leases. Operating lease cost recognized for the three months ended September 30, 2020 and 2019 was $ 0.9 million, respectively, and $ 2.7 million for the nine months ended September 30, 2020 and 2019, respectively. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at September 30, 2020 and December 31, 2019 were $ 20.2 million and $ 21.9 million, respectively, in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at September 30, 2020 were $ 2.4 million and $ 17.8 million, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2019 were $ 2.3 million and $ 19.7 million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
Travel Services
The Company incurs expenses for travel services for company executives provided by a private aviation charter company that is owned by the chief executive officer and the executive vice president of operations of the Company (“private aviation charter”). The Company may contract directly with the private aviation charter for the use of its aircraft or indirectly through a third party aircraft management and jet charter company (the “Aircraft Management Company”). The travel services provided are primarily for business purposes, with certain personal travel paid for as part of the executives’ compensation arrangements. The Aircraft Management Company also makes the private aviation charter aircraft available to third parties. The Company incurred travel expenses of $ 0.2 million and $ 0.3 million during the three months ended September 30, 2020 and 2019, respectively, and $ 0.6 million and $ 0.9 million during the nine months ended September 30, 2020 and 2019, respectively, related to these travel services. These travel expenses are recorded in Selling, general and administrative in the Company’s condensed consolidated statements of operations. As of September 30, 2020 and December 31, 2019, the Company had Accounts payable to the Aircraft Management Company of $ 0.2 million, respectively, and less than $ 0.1 million in the condensed consolidated balance sheets.
(13) Entity Wide Disclosures
Revenue by Category
The following table disaggregates our revenue by major source (in thousands):
Three months Ended
Nine months Ended
September 30,
September 30,
2020
2019
2020
2019
Therapeutic Area
Oncology
$
68,633
$
65,529
$
203,474
$
186,152
Other
55,541
46,707
151,306
140,668
Metabolic
29,617
34,919
95,902
102,287
AVAI
27,243
24,243
75,377
66,831
Cardiology
27,593
21,733
75,247
68,792
Central Nervous System
21,746
23,107
64,941
66,353
Total revenue
$
230,373
$
216,238
$
666,247
$
631,083
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In the current quarter and for all periods presented, the revenue associated with medical device projects, previously a separate therapeutic area, has been included in the respective therapeutic area that best aligns with the therapeutic focus of the medical device project and represents how management evaluates disaggregated revenue in its internal reporting.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.