UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 30, 2014
AMN Healthcare Services, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or other jurisdiction of incorporation)
001-16753 | 06-1500476 | |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
12400 High Bluff Drive; Suite 100, San Diego, California | 92130 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (866) 871-8519
Not Applicable
(Former name or former address, if changed from last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 2 Financial Information
Item 2.02 Results of Operations and Financial Condition.
On October 30, 2014, AMN Healthcare Services, Inc. (the Company) reported its third quarter 2014 results. The Companys third quarter 2014 results are discussed in detail in the press release, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information in this Item 2.02 and Exhibit 99.1 attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 | Press Release issued by the Company on October 30, 2014 furnished pursuant to Item 2.02 of this Current Report on Form 8-K. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMN Healthcare Services, Inc. | ||||||
Date: October 30, 2014 | By: | /s/ Susan R. Salka | ||||
Susan R. Salka | ||||||
President & Chief Executive Officer |
Exhibit 99.1
Contact: |
Amy C. Chang Vice President, Investor Relations 866.861.3229 |
AMN HEALTHCARE ANNOUNCES THIRD QUARTER 2014 RESULTS
Quarterly revenue of $265 million, above the high end of guidance, EPS of $0.18
SAN DIEGO (October 30, 2014) AMN Healthcare Services, Inc. (NYSE: AHS), healthcares innovator in workforce solutions and staffing services, today announced third quarter 2014 financial results exceeded the Companys guidance for revenue. Third quarter financial highlights are as follows:
Dollars in millions, except per share amounts.
Q3 2014 | % Change Q3 2013 |
YTD September 30, 2014 |
% Change YTD September 30, 2013 |
|||||||||||||
Revenue |
$ | 264.6 | 3 | % | $ | 756.4 | (1 | %) | ||||||||
Gross profit |
$ | 80.3 | 6 | % | $ | 231.4 | 4 | % | ||||||||
Net income |
$ | 8.5 | (1 | %) | $ | 23.3 | (5 | %) | ||||||||
Diluted EPS |
$ | 0.18 | 0 | % | $ | 0.49 | (4 | %) | ||||||||
Adjusted Diluted EPS* |
N/A | N/A | $ | 0.53 | 2 | % | ||||||||||
Adjusted EBITDA* |
$ | 21.8 | 1 | % | $ | 66.2 | 3 | % |
* | See Non-GAAP Measures below for a discussion of our use of non-GAAP items and the table entitled Supplemental Financial and Operating Data for a reconciliation of non-GAAP items. |
| Consolidated revenue exceeded expectations due to year-over-year and sequential growth across all business segments. |
| The travel nurse business (excluding EMR staffing) experienced revenue growth of 13% year-over-year, driven by continued higher demand trends and solid execution. |
| Gross margin of 30.4% represented a year-over-year improvement of 100 basis points. |
All segments experienced stronger market trends, resulting in better than anticipated revenue growth in the third quarter. The continued strengthening in travel nurse and allied
demand is expected to fuel volume growth in the future. These trends, combined with new MSP clients and expansions, have bolstered our leadership position in workforce solutions and give us a positive outlook going into the new year, said Susan R. Salka, President and Chief Executive Officer of AMN Healthcare. To ensure the delivery of a best-in-class client and clinician experience, we continue to make long-term strategic investments to innovate our workforce solution offerings and our recruitment and infrastructure technologies.
Third Quarter 2014 Results
For the third quarter of 2014 consolidated revenue was $265 million, an increase of 3% from the same quarter last year and an increase of 5% sequentially. Third quarter revenue for the Nurse and Allied Healthcare Staffing segment was $174 million, up 2% from the same quarter last year and 5% sequentially. Locum Tenens Staffing segment revenue in the third quarter was $79 million, an increase of 5% from the same quarter last year and 6% sequentially. Third quarter Physician Permanent Placement Services segment revenue was $11 million, an increase of 5% from the same quarter last year and 7% sequentially.
Third quarter gross margin of 30.4% was 100 basis points higher than the same quarter last year and 40 basis points lower sequentially. The year-over-year increase was due to gross margin improvements in our Nurse and Allied Healthcare Staffing and Physician Permanent Placement Services segments. The sequential decrease was due primarily to an unfavorable workers compensation actuarial adjustment recorded in the third quarter.
SG&A expenses for the third quarter were $60 million, representing 22.8% of revenue, compared to $56 million in both the same quarter last year and the prior quarter. The year-over-year increase in SG&A expenses was due to the inclusion of ShiftWise, which was acquired in November of last year, higher expenses associated with our information technology initiatives, and higher expenses to support our current demand and future growth initiatives. The sequential increase in SG&A expenses was due primarily to a favorable professional liability actuarial adjustment recorded in the second quarter, increased commission and bonus expenses associated with higher revenue, and other expenses to support growth.
Third quarter net income was $8 million and net income per diluted share was $0.18. Third quarter adjusted EBITDA was $22 million, compared to $22 million in the same quarter
2
last year and $23 million in the prior quarter. Adjusted EBITDA margin of 8.2% was 20 basis points lower than the same quarter last year and 110 basis points lower sequentially. The year-over-year decrease was due primarily to the unfavorable workers compensation actuarial adjustment recorded in the third quarter of 2014, and the sequential decrease was due primarily to that same adjustment as well as a favorable professional liability adjustment in the second quarter of 2014.
At September 30, 2014, cash and cash equivalents totaled $10 million. Third quarter cash flow provided by operations was $15 million and capital expenditures were $4 million. The Company ended the quarter with total debt outstanding of $146 million, with a leverage ratio of 1.7 to 1.
Business Trends and Outlook
The Company expects consolidated fourth quarter 2014 revenue of $265 million to $269 million. Gross margin is expected to be seasonally lower at approximately 30.0%. SG&A expenses as a percentage of revenue are expected to be approximately 22.5%. Adjusted EBITDA margin is expected to be between 8.0% and 8.5%.
About AMN Healthcare
AMN Healthcare is the innovator in healthcare workforce solutions and staffing services to healthcare facilities across the nation. AMN Healthcares workforce solutions - including managed services programs, vendor management systems, and recruitment process outsourcing - enable providers to successfully reduce complexity, increase efficiency and improve patient outcomes within the rapidly evolving healthcare environment. The Company provides unparalleled access to the most comprehensive network of quality healthcare professionals through its innovative recruitment strategies and breadth of career opportunities. Clients include acute-care hospitals, community health centers and clinics, physician practice groups, retail and urgent care centers, home health facilities, and many other healthcare settings. AMN Healthcare disseminates news and information about the Company through its website, which can be found at www.amnhealthcare.com.
3
Conference Call on October 30, 2014
AMN Healthcare Services, Inc.s third quarter 2014 conference call will be held on Thursday, October 30, 2014, at 5:00 p.m. Eastern Time. A live webcast of the call can be accessed through AMN Healthcares website at http://amnhealthcare.investorroom.com/presentations. Please log in at least 10 minutes prior to the conference call in order to download the applicable audio software. Interested parties may participate live via telephone by dialing (800) 288-8975 in the U.S. or (612) 332-0228 internationally. Following the conclusion of the call, a replay of the webcast will be available at the Companys website. A telephonic replay of the call will be available at 7:30 p.m. Eastern Time on October 30, 2014, and can be accessed until 11:59 p.m. Eastern Time on November 13, 2014, by calling (800) 475-6701 in the U.S. or (320) 365-3844 internationally, with access code 338051.
Non-GAAP Measures
This earnings release contains certain non-GAAP financial information, which the Company provides as additional information, and not as an alternative, to the Companys condensed consolidated financial statements presented in accordance with GAAP. These non-GAAP financial measures include (1) adjusted EBITDA, (2) adjusted EBITDA margin, and (3) adjusted diluted EPS. The Company provides such non-GAAP financial measures because management believes that they are useful both to management and investors as a supplement, and not as a substitute, when evaluating the Companys operating performance. Additionally, management believes that adjusted EBITDA and adjusted EBITDA margin serve as industry-wide financial measures, and it uses adjusted EBITDA for making financial decisions and allocating resources. The non-GAAP measures in this release are not in accordance with, or an alternative to, GAAP, and may be different from non-GAAP measures, or may be calculated differently than other similarly title captioned non-GAAP measures, reported by other companies. They should not be used in isolation to evaluate the Companys performance. A reconciliation of non-GAAP measures identified in this release, along with further detail about the use and limitations of certain of these non-GAAP measures, may be found below in the table entitled Supplemental Financial and Operating Data under the caption entitled Reconciliation of Non-GAAP Items or on the Companys website at http://amnhealthcare.investorroom.com/financialreports. Additionally, from time to time, additional information regarding non-GAAP financial measures, including pro forma measures, may be made available on the Companys website.
4
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements include expectations regarding future volume growth and 2014 fourth quarter revenue, gross margin, SG&A expenses and adjusted EBITDA margin. The Company based these forward-looking statements on its current expectations, estimates and projections about future events and the industry in which it operates using information currently available to it. Actual results could differ materially from those discussed in, or implied by, these forward-looking statements. Forward-looking statements are identified by words such as believe, anticipate, expect, intend, plan, will, may, estimates, variations of such words and other similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements. Factors that could cause actual results to differ from those implied by the forward-looking statements contained in this press release are set forth in the Companys Annual Report on Form 10-K for the year ended December 31, 2013 and its other periodic reports as well as the Companys current and other reports filed from time to time with the Securities and Exchange Commission. Be advised that developments subsequent to this press release are likely to cause these statements to become outdated with the passage of time.
Contact:
Amy C. Chang
Vice President, Investor Relations
866.861.3229
5
AMN Healthcare Services, Inc.
Condensed Consolidated Statements of Comprehensive Income
(in thousands, except per share amounts)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, | June 30, | September 30, | ||||||||||||||||||
2014 | 2013 | 2014 | 2014 | 2013 | ||||||||||||||||
Revenue |
$ | 264,584 | $ | 257,095 | $ | 250,913 | $ | 756,378 | $ | 763,158 | ||||||||||
Cost of revenue |
184,278 | 181,428 | 173,754 | 524,957 | 540,071 | |||||||||||||||
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Gross profit |
80,306 | 75,667 | 77,159 | 231,421 | 223,087 | |||||||||||||||
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30.4 | % | 29.4 | % | 30.8 | % | 30.6 | % | 29.2 | % | |||||||||||
Operating expenses: |
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Selling, general and administrative |
60,319 | 55,605 | 55,567 | 170,553 | 163,763 | |||||||||||||||
22.8 | % | 21.6 | % | 22.1 | % | 22.5 | % | 21.5 | % | |||||||||||
Depreciation and amortization |
4,086 | 3,317 | 4,010 | 11,916 | 9,847 | |||||||||||||||
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Total operating expenses |
64,405 | 58,922 | 59,577 | 182,469 | 173,610 | |||||||||||||||
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Income from operations |
15,901 | 16,745 | 17,582 | 48,952 | 49,477 | |||||||||||||||
Interest expense, net, and other |
1,433 | 1,840 | 4,629 | 7,908 | 7,829 | |||||||||||||||
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Income before income taxes |
14,468 | 14,905 | 12,953 | 41,044 | 41,648 | |||||||||||||||
Income tax expense |
5,969 | 6,290 | 5,760 | 17,722 | 17,071 | |||||||||||||||
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Net income |
$ | 8,499 | $ | 8,615 | $ | 7,193 | $ | 23,322 | $ | 24,577 | ||||||||||
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Other comprehensive income (loss) |
75 | (84 | ) | (37 | ) | 29 | (19 | ) | ||||||||||||
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Comprehensive income |
$ | 8,574 | $ | 8,531 | $ | 7,156 | $ | 23,351 | $ | 24,558 | ||||||||||
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Net income per common share: |
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Basic |
$ | 0.18 | $ | 0.19 | $ | 0.15 | $ | 0.50 | $ | 0.53 | ||||||||||
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Diluted |
$ | 0.18 | $ | 0.18 | $ | 0.15 | $ | 0.49 | $ | 0.51 | ||||||||||
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Weighted average common shares outstanding: |
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Basic |
46,546 | 45,986 | 46,479 | 46,460 | 45,947 | |||||||||||||||
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Diluted |
48,122 | 47,810 | 47,836 | 47,959 | 47,776 | |||||||||||||||
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6
AMN Healthcare Services, Inc.
Supplemental Financial and Operating Data
(dollars in thousands, except per share data)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, | June 30, | September 30, | ||||||||||||||||||
2014 | 2013 | 2014 | 2014 | 2013 | ||||||||||||||||
Revenue |
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Nurse and allied healthcare staffing |
$ | 174,292 | $ | 170,955 | $ | 165,894 | $ | 503,636 | $ | 517,858 | ||||||||||
Locum tenens staffing |
78,816 | 75,253 | 74,309 | 219,996 | 213,417 | |||||||||||||||
Physician permanent placement services |
11,476 | 10,887 | 10,710 | 32,746 | 31,883 | |||||||||||||||
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$ | 264,584 | $ | 257,095 | $ | 250,913 | $ | 756,378 | $ | 763,158 | |||||||||||
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Reconciliation of Non-GAAP Items: |
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Segment operating income(1) |
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Nurse and allied healthcare staffing |
$ | 21,279 | $ | 20,392 | $ | 22,032 | $ | 63,283 | $ | 62,994 | ||||||||||
Locum tenens staffing |
8,139 | 7,547 | 7,818 | 22,830 | 17,347 | |||||||||||||||
Physician permanent placement services |
2,756 | 2,205 | 2,187 | 7,074 | 6,735 | |||||||||||||||
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32,174 | 30,144 | 32,037 | 93,187 | 87,076 | ||||||||||||||||
Unallocated corporate overhead |
10,396 | 8,595 | 8,694 | 26,958 | 23,085 | |||||||||||||||
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Adjusted EBITDA(2) |
21,778 | 21,549 | 23,343 | 66,229 | 63,991 | |||||||||||||||
Adjusted EBITDA margin(3) |
8.2 | % | 8.4 | % | 9.3 | % | 8.8 | % | 8.4 | % | ||||||||||
Depreciation and amortization |
4,086 | 3,317 | 4,010 | 11,916 | 9,847 | |||||||||||||||
Share-based compensation |
1,791 | 1,487 | 1,751 | 5,361 | 4,667 | |||||||||||||||
Interest expense, net, and other |
1,433 | 1,840 | 4,629 | 7,908 | 7,829 | |||||||||||||||
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Income before income taxes |
14,468 | 14,905 | 12,953 | 41,044 | 41,648 | |||||||||||||||
Income tax expense |
5,969 | 6,290 | 5,760 | 17,722 | 17,071 | |||||||||||||||
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Net income |
$ | 8,499 | $ | 8,615 | $ | 7,193 | $ | 23,322 | $ | 24,577 | ||||||||||
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GAAP based diluted net income per share (EPS) |
$ | 0.18 | $ | 0.18 | $ | 0.15 | $ | 0.49 | $ | 0.51 | ||||||||||
Adjustments: |
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Loss on debt extinguishment |
0.00 | 0.00 | 0.04 | 0.04 | 0.01 | |||||||||||||||
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Adjusted diluted EPS (4) |
N/A | N/A | $ | 0.19 | $ | 0.53 | $ | 0.52 | ||||||||||||
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7
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, | June 30, | September 30, | ||||||||||||||||||
2014 | 2013 | 2014 | 2014 | 2013 | ||||||||||||||||
Gross Margin |
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Nurse and allied healthcare staffing |
28.7 | % | 27.4 | % | 29.1 | % | 28.9 | % | 27.4 | % | ||||||||||
Locum tenens staffing |
29.0 | % | 29.3 | % | 29.8 | % | 29.5 | % | 28.8 | % | ||||||||||
Physician permanent placement services |
64.9 | % | 62.6 | % | 63.5 | % | 63.8 | % | 62.6 | % | ||||||||||
Operating Data: |
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Nurse and allied healthcare staffing |
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Average clinicians on assignment (5) |
5,632 | 5,771 | 5,565 | 5,610 | 5,970 | |||||||||||||||
Locum tenens staffing |
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Days filled (6) |
49,982 | 50,993 | 49,049 | 143,780 | 146,477 | |||||||||||||||
As of September 30, | As of June 30, | |||||||||||||||||||
2014 | 2013 | 2014 | ||||||||||||||||||
Leverage Ratio (7) |
1.7 | 1.9 | 1.9 |
8
AMN Healthcare Services, Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands)
(unaudited)
September 30, | June 30, | December 31, | ||||||||||
2014 | 2014 | 2013 (8) | ||||||||||
Assets |
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Current assets: |
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Cash and cash equivalents |
$ | 9,663 | $ | 5,501 | $ | 15,580 | ||||||
Accounts receivable, net |
164,078 | 151,505 | 147,477 | |||||||||
Accounts receivable, subcontractor |
21,569 | 22,512 | 18,271 | |||||||||
Deferred income taxes, net |
24,970 | 27,983 | 24,938 | |||||||||
Prepaid and other current assets |
28,844 | 27,662 | 26,631 | |||||||||
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Total current assets |
249,124 | 235,163 | 232,897 | |||||||||
Restricted cash, cash equivalents and investments |
21,012 | 20,606 | 23,115 | |||||||||
Fixed assets, net |
29,202 | 27,066 | 21,158 | |||||||||
Other assets |
40,045 | 37,502 | 32,279 | |||||||||
Goodwill |
144,937 | 144,937 | 144,642 | |||||||||
Intangible assets, net |
144,498 | 146,418 | 150,197 | |||||||||
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Total assets |
$ | 628,818 | $ | 611,692 | $ | 604,288 | ||||||
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Liabilities and stockholders equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
$ | 66,949 | $ | 65,130 | $ | 71,081 | ||||||
Accrued compensation and benefits |
64,574 | 56,046 | 55,949 | |||||||||
Revolving credit facility |
0 | 6,500 | 10,000 | |||||||||
Current portion of notes payable |
7,500 | 7,500 | 0 | |||||||||
Other current liabilities |
8,746 | 4,097 | 6,060 | |||||||||
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Total current liabilities |
147,769 | 139,273 | 143,090 | |||||||||
Notes payable, net of discount |
138,750 | 140,625 | 148,672 | |||||||||
Other long-term liabilities |
96,881 | 98,188 | 94,784 | |||||||||
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Total liabilities |
383,400 | 378,086 | 386,546 | |||||||||
Commitments and contingencies |
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Stockholders equity |
245,418 | 233,606 | 217,742 | |||||||||
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Total liabilities and stockholders equity |
$ | 628,818 | $ | 611,692 | $ | 604,288 | ||||||
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9
AMN Healthcare Services, Inc.
Summary Condensed Consolidated Statements of Cash Flows
(dollars in thousands)
(unaudited)
Three Months Ended | Nine Months Ended | |||||||||||||||||||
September 30, | June 30, | September 30, | ||||||||||||||||||
2014 | 2013 (8) | 2014 | 2014 | 2013 (8) | ||||||||||||||||
Net cash provided by operating activities |
$ | 15,489 | $ | 27,092 | $ | 6,159 | $ | 22,639 | $ | 44,349 | ||||||||||
Net cash used in investing activities |
(4,511 | ) | (1,018 | ) | (1,100 | ) | (10,320 | ) | (7,050 | ) | ||||||||||
Net cash used in financing activities |
(6,891 | ) | (4,856 | ) | (8,790 | ) | (18,265 | ) | (11,308 | ) | ||||||||||
Effect of exchange rates on cash |
75 | (84 | ) | (37 | ) | 29 | (19 | ) | ||||||||||||
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Net increase (decrease) in cash and cash equivalents |
4,162 | 21,134 | (3,768 | ) | (5,917 | ) | 25,972 | |||||||||||||
Cash and cash equivalents at beginning of period |
5,501 | 10,519 | 9,269 | 15,580 | 5,681 | |||||||||||||||
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Cash and cash equivalents at end of period |
$ | 9,663 | $ | 31,653 | $ | 5,501 | $ | 9,663 | $ | 31,653 | ||||||||||
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(1) | Segment operating income represents net income plus interest expense (net of interest income) and other, income taxes, depreciation and amortization, unallocated corporate overhead and share-based compensation expense. |
(2) | Adjusted EBITDA represents net income plus interest expense (net of interest income) and other, income taxes, depreciation and amortization and share-based compensation expense. Management believes that adjusted EBITDA provides an effective measure of the Companys results, as it excludes certain items that management believes are not indicative of the Companys operating performance and considers measures used in credit facilities. Adjusted EBITDA is not intended to represent cash flows for the period, nor has it been presented as an alternative to income from operations or net income as an indicator of operating performance. Although management believes that some of the items excluded from adjusted EBITDA are not indicative of the Companys operating performance, these items do impact the statement of comprehensive income, and management therefore utilizes adjusted EBITDA as an operating performance measure in conjunction with GAAP measures such as net income. |
(3) | Adjusted EBITDA margin represents adjusted EBITDA divided by revenue. |
(4) | Adjusted diluted EPS represents GAAP diluted EPS excluding the impact of loss on debt extinguishment of $3,113 and $434 for the nine months ended September 30, 2014 and 2013, respectively, and $3,113 for the three months ended June 30, 2014. Management believes such a measure provides a picture of the Companys results that is more comparable among periods since it excludes the impact of items that may recur occasionally, but tend to be irregular as to timing, thereby distorting comparisons between periods. However, investors should note that this non-GAAP measure involves judgment by management (in particular, judgment as to what is classified as a special item to be excluded from adjusted EPS). Although management believes the item excluded from adjusted EPS is not indicative of the Companys operating performance, this item does impact the statement of comprehensive income, and management therefore utilizes adjusted EPS as an operating performance measure in conjunction with GAAP measures such as GAAP EPS. |
(5) | Average clinicians on assignment represents the average number of nurse and allied healthcare professionals on assignment during the period presented. |
(6) | Days filled is calculated by dividing the locum tenens hours filled during the period by eight hours. |
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(7) | Leverage ratio represents the ratio of the consolidated funded indebtedness (as calculated per the Companys credit agreement) at the end of the period to the consolidated adjusted EBITDA (as calculated per the Companys credit agreement) for the last twelve months. |
(8) | Certain reclassifications have been made to the prior periods consolidated financial statements to conform to the current year presentation. |
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