Newegg Commerce, Inc. quarterly report, Q3 FY2011

Business context and reporting period

Important issuer discrepancy: The request identifies Newegg Commerce, Inc., but the supplied Form 10-Q names Dehaier Medical Systems Limited, a medical-device distributor and developer operating primarily in China. This summary reflects the filing text provided and should not be attributed to Newegg without verification. The report covers the quarter and nine months ended September 30, 2011; financial statements are unaudited and presented in U.S. dollars.

Dehaier distributes medical devices and respiratory and oxygen homecare products, and provides related technical services. It sells mainly through distributors, with some direct sales. In July 2011 it launched a home oxygen therapy service in Beijing.

Financial performance and position

MetricQ3 2011Q3 2010Nine months 2011Nine months 2010
Revenue$5.69m$5.46m$16.35m$12.93m
Gross profit$2.42m$2.26m$6.26m$5.15m
Operating income$1.66m$1.61m$3.88m$3.61m
Net income attributable to Dehaier$1.38m$1.41m$3.32m$3.07m
Basic / diluted EPS$0.31 / $0.31$0.31 / $0.30$0.74 / $0.74$0.79 / $0.77

Margins: Gross margin was approximately 42.5% in Q3 2011 versus 41.4% a year earlier; for the nine months it was approximately 38.3% versus 39.9%. Nine-month operating margin was approximately 23.7% versus 27.9%.

Liquidity and debt at September 30, 2011: Cash and equivalents were $2.60m, down from $5.92m at December 31, 2010. Current assets were $40.94m and current liabilities $14.10m, yielding reported working capital of $26.84m. Short-term borrowings were $1.57m, due June 15, 2012, at a variable rate; the credit line was secured by a building and guaranteed by an affiliate and an officer. Tax payable was $11.36m.

Cash flows, nine months: Operating cash use was $4.05m, compared with $5.70m used in 2010. Investing cash use was $0.10m; financing provided $0.01m, versus $9.94m from the prior-year IPO. Capital expenditures were $0.096m. Management said available working capital should support at least 12 months of current operations.

Material changes versus prior comparable periods

  • Nine-month revenue rose 26%, while cost of revenue rose 30%; the filing attributes the resulting gross-margin decline mainly to higher component and parts costs.
  • Nine-month operating expenses increased 47% to $2.51m, including general and administrative expense up 60% to $1.41m and selling expense up 31% to $1.09m. Management cited public-company costs, increased research and development, hiring, and marketing.
  • Q3 revenue increased 4% and operating income increased 3%, but attributable net income declined about 2%, which management linked mainly to marketing expense for the new home oxygen therapy business.
  • Accounts receivable rose to $15.03m from $9.11m at year-end. The filing says expanded customer credit terms contributed to the increase. Cash generation remained negative despite reported profits.
  • Product mix shifted: nine-month medical-device revenue declined to $7.99m from $8.28m, while respiratory and oxygen homecare revenue rose to $3.49m from $2.49m and technical-service revenue rose to $4.87m from $2.16m.

Outlook, risks, contingencies, and unusual items

  • No quantified revenue or earnings guidance is provided. Management expects near-term G&A and selling costs to rise, including spending on product development, public-company compliance, new-product promotion, and the early-stage oxygen therapy service.
  • Plans include expanding home oxygen services, introducing second-generation home CPAP and oxygen-concentrator products in early 2012, marketing a CE-marked sleep diagnostic device in Europe, and pursuing e-commerce, government projects, and international distribution. These are forward-looking plans, not reported outcomes.
  • Key business sensitivities include product acceptance, pricing and margins, distributor and customer retention, product development, China’s economic and healthcare-policy environment, and global economic conditions.
  • Customer and product concentration are material: one customer represented approximately 22% of Q3 2011 revenue and 10% of nine-month 2011 revenue; the three largest products together represented approximately 53% of Q3 and 75% of nine-month revenue.
  • The company consolidated BTL, a variable-interest entity, because its operating subsidiary BDL was deemed the primary beneficiary and agreed to absorb expected losses and provide working capital as needed. BTL’s building secures the bank borrowing.
  • The filing says prior-year VAT returns for some customers had not been filed while complex tax matters awaited resolution; potential VAT liabilities were accrued. VAT receivables were $4.79m and tax payable was $11.36m. BDL’s 15% high-technology tax certification was due for renewal in 2012.
  • Estimated possible employee severance payments of approximately $217,000 were not accrued because management considered payment unlikely. The filing reports no legal proceedings and no off-balance-sheet guarantees or similar arrangements.
  • A noncash $177,358 gain from the decrease in fair value of warrant liabilities contributed to nine-month pretax income. The filing also reports $59,300 of shares issued for investor-relations services.
  • Management concluded disclosure controls were effective and reported no material changes in internal control over financial reporting during the nine months.

Most important facts for investors to verify

  1. Confirm the issuer and filing: the supplied document identifies Dehaier Medical Systems Limited, not Newegg Commerce, Inc.
  2. Assess collection of receivables and the sustainability of operating cash flow, given the $15.03m receivables balance and $4.05m operating cash outflow.
  3. Verify the status and settlement implications of VAT filings, tax balances, and renewal of BDL’s high-technology tax certification.
  4. Monitor customer and product concentration and whether the new oxygen-therapy service and planned products generate returns sufficient to offset rising costs.
  5. Review the bank facility’s June 2012 maturity, variable interest rate, collateral, and guarantees, as well as the VIE loss-absorption arrangement.