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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): May 9, 2024

 

AMN HEALTHCARE SERVICES, INC.
(Exact name of registrant as specified in its charter)
 
Delaware 001-16753 06-1500476
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
     

2999 Olympus Boulevard, Suite 500

Dallas, Texas 75019

(Address of principal executive offices) (Zip Code)
 
(866) 871-8519
(Registrant’s Telephone Number, Including Area Code)
 
Not Applicable
(Former Name or Former Address, if Changed Since 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 (see General Instruction A.2. below):

 

  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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class   Trading Symbol(s)  

Name of each exchange

on which registered

Common Stock, par value $0.01 per share   AMN   NYSE

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

  

 

 

Item 2.02.Results of Operations and Financial Condition.

On May 9, 2024, AMN Healthcare Services, Inc. reported its results for the fiscal quarter ended March 31, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, 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.

Exhibit No.   Description
   
99.1   Press Release issued on May 9, 2024
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

  

 

 

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: May 9, 2024

By: /s/ Cary Grace  
  Name:

Cary Grace

 
  Title:  Chief Executive Officer  

 

 

 

 

  

EXHIBIT 99.1

 

 

AMN HEALTHCARE ANNOUNCES FIRST QUARTER 2024 RESULTS

Quarterly revenue of $821 million;

GAAP EPS of $0.45 and adjusted EPS of $0.97

DALLAS — AMN Healthcare Services, Inc. (NYSE: AMN), the leader and innovator in total talent solutions for healthcare organizations across the United States, today announced its first quarter 2024 financial results. Financial highlights are as follows:

 

Dollars in millions, except per share amounts.

 

   Q1 2024  % Change Q1 2023
Revenue  $820.9    (27%)
Gross profit  $257.5    (30%)
Net income  $17.3    (79%)
GAAP diluted EPS  $0.45    (78%)
Adjusted diluted EPS*  $0.97    (61%)
Adjusted EBITDA*  $97.7    (46%)

 

*

See “Non-GAAP Measures” below for a discussion of our use of non-GAAP items and the table entitled “Non-GAAP Reconciliation Tables” for a reconciliation of non-GAAP items.

 

Business Highlights

First quarter revenue was in line with expectations with all business segments in line with or slightly better than expectations. Earnings were better than expected, driven primarily by proactive expense management.

 

AMN made progress in the first quarter, with year-over-year volume growth in language services, allied therapy, imaging and schools, and stabilizing trends in interim leadership.

 

Rollout of our ShiftWise Flex platform surpassed 36% of our VMS clients' spend, and Technology and Workforce Solutions produced 37% of total segment operating income.

 

Cash flow from operations was strong at $81 million in the first quarter.

 

Our net leverage ratio at quarter end was 2.4:1.

 

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“While we see healthy trends in some key businesses in our diversified set of solutions, this is overshadowed by weaker demand and a continued competitive environment in our largest business, nurse staffing,” said Cary Grace, President and Chief Executive Officer of AMN Healthcare. “AMN continues to innovate and modify our solutions to partner with health systems as they make transformational changes that include new labor models. This includes broadening our market reach to help more clients develop and implement cost-effective, high-quality workforce solutions to enable them to meet the growth in healthcare demand.”

 

Ms. Grace continued, “We continue to proactively manage expenses and capital spending in the near term amidst lower travel nurse demand, while maintaining progress on key long-term objectives that will build value for all our stakeholders.”

 

First Quarter 2024 Results

Consolidated revenue for the quarter was $821 million, a 27% decrease from prior year and flat compared with prior quarter. Net income was $17 million (2.1% of revenue), or $0.45 per diluted share, compared with $84 million (7.5% of revenue), or $2.02 per diluted share, in the first quarter of 2023. Adjusted diluted EPS in the first quarter was $0.97 compared with $2.49 in the same quarter a year ago.

 

Revenue for the Nurse and Allied Solutions segment was $519 million, lower by 37% year over year and down 3% from the prior quarter. Travel nurse staffing revenue dropped by 44% year over year and 5% sequentially. Allied division revenue declined 13% year over year and was up 4% versus prior quarter.

 

The Physician and Leadership Solutions segment reported revenue of $189 million, up 14% year over year and 12% sequentially. Locum tenens revenue was $145 million, 36% higher

 

 

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year over year and 17% higher sequentially, with growth coming primarily from the MSDR acquisition. Interim leadership revenue was down by 25% year over year, though it grew 3% from prior quarter. Our physician and leadership search businesses saw revenue decline by 29% year over year and 12% quarter over quarter.

 

Technology and Workforce Solutions segment revenue was $113 million, a decrease of 17% year over year and flat sequentially. Language services revenue was $71 million in the quarter, 16% higher than the prior year and up 4% sequentially. Vendor management systems revenue was $29 million, 46% lower year over year and down 5% from the prior quarter.

 

Consolidated gross margin was 31.4%, 140 basis points lower year over year and down 50 basis points sequentially. Gross margin dropped year over year primarily because of the growth of lower-margin locum tenens revenue, lower nurse staffing margin, and less revenue from the higher-margin business lines. That change was offset in part by a revenue mix shift toward higher-margin segments.

 

Consolidated SG&A expenses were $175 million, or 21.3% of revenue, compared with $206 million, or 18.3% of revenue, in the same quarter last year. SG&A was $185 million, or 22.7% of revenue, in the previous quarter. The year-over-year decrease in SG&A costs was driven primarily by lower employee compensation amid lower placement volumes. Compared with the prior quarter, SG&A expenses were lower as fourth quarter 2023 expenses were increased by acquisition, integration and other costs associated with the MSDR acquisition.

 

Income from operations was $40 million with an operating margin of 4.9%, compared with $126 million and 11.2%, respectively, in the same quarter last year. Adjusted EBITDA was $98 million, a year-over-year decrease of 46%. Adjusted EBITDA margin was 11.9%, 400 basis points lower than the year-ago period.

 

At March 31, 2024, cash and cash equivalents totaled $51 million. Cash flow from operations was $81 million for the first quarter, and capital expenditures were $18 million. The Company ended the quarter with total debt outstanding of $1.275 billion and a net leverage ratio of 2.4 to 1 as calculated under the terms of our credit agreement.

 

 

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Second Quarter 2024 Outlook

 

Metric   Guidance*
Consolidated revenue   $730 - $750 million
Gross margin   30.7% - 31.2%
SG&A as percentage of revenue   21.5% - 22.0%
Operating margin   3.0% - 3.7%
Adjusted EBITDA margin   11.0% - 11.5%

*Note: Guidance percentage metrics are approximate. For a reconciliation of adjusted EBITDA margin, see the table entitled “Reconciliation of Guidance Operating Margin to Guidance Adjusted EBITDA Margin” below.

 

Revenue in the second quarter of 2024 is expected to be 24-26% lower than prior year and 9-11% lower sequentially. Nurse and Allied Solutions segment revenue is expected to be down 36-38% year over year. Physician and Leadership Solutions segment revenue is expected to grow approximately 10% year over year. Technology and Workforce Solutions segment revenue is projected to be approximately 12% lower year over year.

 

Second quarter estimates for certain other financial items include depreciation of $18 million, depreciation in cost of revenue of $1.8 million, non-cash amortization expense of $25 million, share-based compensation expense of $7 million, integration and other expenses of $7 million, interest expense of $16 million, an adjusted tax rate of 30%, and 38.3 million diluted average shares outstanding.

 

 

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Conference Call on May 9, 2024

AMN Healthcare Services, Inc. (NYSE: AMN) will host a conference call to discuss its first quarter 2024 financial results and second quarter 2024 outlook on Thursday, May 9, 2024 at 5:00 p.m. Eastern Time. A live webcast of the call can be accessed through AMN Healthcare’s website at http://ir.amnhealthcare.com. Interested parties may participate live via telephone by registering at this link. Registrants will receive confirmation and dial-in details. Following the conclusion of the call, a replay of the webcast will be available at the Company’s investor relations website.

About AMN Healthcare

AMN Healthcare is the leader and innovator in total talent solutions for healthcare organizations across the nation. The Company provides access to the most comprehensive network of quality healthcare professionals through its innovative recruitment strategies and breadth of career opportunities. With insights and expertise, AMN Healthcare helps providers optimize their workforce to successfully reduce complexity, increase efficiency and improve patient outcomes. AMN total talent solutions include managed services programs, clinical and interim healthcare leaders, temporary staffing, permanent placement, executive search, vendor management systems, recruitment process outsourcing, predictive modeling, language services, revenue cycle solutions, and other services. Clients include acute-care hospitals, community health centers and clinics, physician practice groups, retail and urgent care centers, home health facilities, schools and many other healthcare settings. AMN Healthcare is committed to fostering and maintaining a diverse team that reflects the communities we serve. Our commitment to the inclusion of many different backgrounds, experiences and perspectives enables our innovation and leadership in the healthcare services industry.

 

The Company’s common stock is listed on the New York Stock Exchange under the symbol “AMN.” For more information about AMN Healthcare, visit www.amnhealthcare.com, where the Company posts news releases, investor presentations, webcasts, SEC filings and other material

 

 

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information. The Company also utilizes email alerts and Really Simple Syndication (“RSS”) as routine channels to supplement distribution of this information. To register for email alerts and RSS, visit http://ir.amnhealthcare.com.

 

Non-GAAP Measures

This earnings release and the non-GAAP reconciliation tables included with the earnings release contain certain non-GAAP financial information, which the Company provides as additional information, and not as an alternative, to the Company’s condensed consolidated financial statements presented in accordance with GAAP. These non-GAAP financial measures include (1) adjusted EBITDA, (2) adjusted EBITDA margin, (3) adjusted net income, and (4) adjusted diluted EPS. The Company provides such non-GAAP financial measures because management believes that they are useful to both management and investors as a supplement, and not as a substitute, when evaluating the Company’s operating performance. Additionally, management believes that adjusted EBITDA, adjusted EBITDA margin, and adjusted diluted EPS serve as industry-wide financial measures. The Company uses adjusted EBITDA for making financial decisions, allocating resources and for determining certain incentive compensation objectives. The non-GAAP measures in this release are not in accordance with, or an alternative to, GAAP measures and may be different from non-GAAP measures, or may be calculated differently than other similarly titled non-GAAP measures, reported by other companies. They should not be used in isolation to evaluate the Company’s 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 “Non-GAAP Reconciliation Tables” under the caption entitled “Reconciliation of Non-GAAP Items” and the footnotes thereto or on the Company’s website at https://ir.amnhealthcare.com/financials/quarterly-results. Additionally, from time to time, additional information regarding non-GAAP financial measures, including pro forma measures, may be made available on the Company’s website.

 

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

 

 

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1934, as amended. Forward-looking statements include, among others, statements concerning future demand for staffing and other services, wage and bill rates, our ability to modify our solutions and meet the needs of our markets or align with our clients, the competitive environment in nurse staffing, our ability to manage expenses, our long-term growth opportunities and sales pipeline, second quarter 2024 financial projections for consolidated and segment revenue, consolidated gross margin, operating margin, SG&A as a percent of revenue, adjusted EBITDA margin, depreciation expense, non-cash amortization expense, share-based compensation expense, integration and other expenses, interest expense, adjusted tax rate, and number of diluted shares outstanding. The Company bases 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 also identified by words such as “believe,” "project," “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.

 

The targets and expectations noted in this release depend upon, among other factors, (i) the ability of our clients to increase the efficiency and effectiveness of their staffing management and recruiting efforts, through predictive analytics, online recruiting, internal travel agencies and float pools, telemedicine or otherwise and successfully hire and retain permanent staff, (ii) the duration and extent to which hospitals and other healthcare entities adjust their utilization of temporary nurses and allied healthcare professionals, physicians, healthcare leaders and other healthcare professionals and workforce technology applications as a result of the labor market or economic conditions, (iii) the magnitude and duration of the effects of the post-COVID-19 pandemic environment or any future pandemic or health crisis on demand and supply trends, our business, its financial condition and our results of operations, (iv) our ability to effectively address client demand by attracting and placing nurses and other clinicians, (v) our ability to recruit and retain sufficient quality healthcare professionals at reasonable costs, (vi) our ability to anticipate and quickly respond to changing marketplace conditions, such as alternative modes of healthcare delivery, reimbursement, or client needs and requirements, including implementing changes that will make our services more tech-enabled and integrated, (vii) our ability to manage the pricing impact that the labor market or consolidation of healthcare delivery organizations may have on our

 

 

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business, (viii) the effects of economic downturns, inflation or slow recoveries, which could result in less demand for our services, increased client initiatives designed to contain costs, including reevaluating their approach as it pertains to contingent labor and managed services programs, other solutions and providers, pricing pressures and negatively impact payments terms and collectability of accounts receivable, (ix) our ability to develop and evolve our current technology offerings and capabilities and implement new infrastructure and technology systems to optimize our operating results and manage our business effectively, (x) our ability and the expense to comply with extensive and complex federal and state laws and regulations related to the conduct of our operations, costs and payment for services and payment for referrals as well as laws regarding employment practices, (xi) our ability to consummate and effectively incorporate acquisitions into our business, (xii) the negative effects that intermediary organizations may have on our ability to secure new and profitable contracts, (xiii) the extent to which the Great Resignation or a future spike in the COVID-19 pandemic or other pandemic or health crisis may disrupt our operations due to the unavailability of our employees or healthcare professionals due to burnout, illness, risk of illness, quarantines, travel restrictions, mandatory vaccination requirements, or other factors that limit our existing or potential workforce and pool of candidates, (xiv) security breaches and cybersecurity incidents, including ransomware, that could compromise our information and systems, which could adversely affect our business operations and reputation and could subject us to substantial liabilities and (xv) the severity and duration of the impact the labor market, economic downturn or COVID-19 pandemic has on the financial condition and cash flow of many hospitals and healthcare systems such that it impairs their ability to make payments to us, timely or otherwise, for services rendered.

 

For a discussion of additional risk factors and a more complete discussion of some of the cautionary statements noted above that could cause actual results to differ from those implied by the forward-looking statements contained in this press release, please refer to our most recent Annual Report on Form 10-K for the year ended December 31, 2023. Be advised that developments subsequent to this press release are likely to cause these statements to become outdated and the Company is under no obligation (and expressly disclaims any such obligation) to update or revise any forward-looking statements whether as a result of new information, future events, or otherwise.

 

 

Contact:

Randle Reece

Senior Director, Investor Relations & Strategy

866.861.3229

 

 

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AMN Healthcare Services, Inc.

Condensed Consolidated Statements of Comprehensive Income

(in thousands, except per share amounts)

(unaudited)

 

   Three Months Ended
   March 31,  December 31,
   2024  2023  2023
Revenue  $820,878   $1,126,223   $818,269 
Cost of revenue   563,372    757,377    557,321 
Gross profit   257,506    368,846    260,948 
Gross margin   31.4%   32.8%   31.9%
Operating expenses:               
Selling, general and administrative (SG&A)   174,842    205,599    185,463 
SG&A as a % of revenue   21.3%   18.3%   22.7%
                
Depreciation and amortization (exclusive of depreciation included in cost of revenue)   42,719    37,577    41,315 
Total operating expenses   217,561    243,176    226,778 
Income from operations   39,945    125,670    34,170 
Operating margin (1)   4.9%   11.2%   4.2%
                
Interest expense, net, and other (2)   16,628    10,259    20,165 
                
Income before income taxes   23,317    115,411    14,005 
                
Income tax expense   5,989    31,301    1,516 
Net income  $17,328   $84,110   $12,489 
Net income as a % of revenue   2.1%   7.5%   1.5%
                
Other comprehensive income:               
Unrealized gains on available-for-sale securities, net, and other   84    146    187 
Other comprehensive income   84    146    187 
                
Comprehensive income  $17,412   $84,256   $12,676 
                
Net income per common share:               
Basic  $0.45   $2.03   $0.33 
Diluted  $0.45   $2.02   $0.33 
Weighted average common shares outstanding:               
Basic   38,114    41,378    38,063 
Diluted   38,197    41,570    38,167 

 

 

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AMN Healthcare Services, Inc.

Condensed Consolidated Balance Sheets

(dollars in thousands)

(unaudited)

 

   March 31, 2024  December 31, 2023  March 31, 2023
Assets               
Current assets:               
Cash and cash equivalents  $50,560   $32,935   $28,516 
Accounts receivable, net   578,647    623,488    687,645 
Accounts receivable, subcontractor   97,516    117,703    276,655 
Prepaid and other current assets   64,023    67,559    78,248 
Total current assets   790,746    841,685    1,071,064 
Restricted cash, cash equivalents and investments   71,912    68,845    67,594 
Fixed assets, net   194,537    191,385    155,276 
Other assets   252,397    236,796    197,325 
Goodwill   1,114,757    1,111,549    935,319 
Intangible assets, net   449,248    474,134    454,485 
Total assets  $2,873,597   $2,924,394   $2,881,063 
                
Liabilities and stockholders’ equity               
Current liabilities:               
Accounts payable and accrued expenses  $316,016   $343,847   $473,764 
Accrued compensation and benefits   280,513    278,536    269,237 
Other current liabilities   27,374    33,738    60,600 
Total current liabilities   623,903    656,121    803,601 
Revolving credit facility   425,000    460,000    140,000 
Notes payable, net   844,984    844,688    843,801 
Deferred income taxes, net   15,472    23,350    16,113 
Other long-term liabilities   110,047    108,979    121,774 
Total liabilities   2,019,406    2,093,138    1,925,289 
                
Commitments and contingencies               
                
Stockholders’ equity:   854,191    831,256    955,774 
                
Total liabilities and stockholders’ equity  $2,873,597   $2,924,394   $2,881,063 

 

 

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AMN Healthcare Services, Inc.

Summary Condensed Consolidated Statements of Cash Flows

(dollars in thousands)

(unaudited)

 

   Three Months Ended
   March 31,  December 31,
   2024  2023  2023
          
Net cash provided by (used in) operating activities  $81,386   $43,434   $(41,130)
Net cash used in investing activities   (21,399)   (32,431)   (323,731)
Net cash provided by (used in) financing activities   (38,973)   (44,457)   363,495 
Net increase (decrease) in cash, cash equivalents and restricted cash   21,014    (33,454)   (1,366)
Cash, cash equivalents and restricted cash at beginning of period   108,273    137,872    109,639 
Cash, cash equivalents and restricted cash at end of period  $129,287   $104,418   $108,273 

 

 

 

 

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AMN Healthcare Services, Inc.

Non-GAAP Reconciliation Tables

(dollars in thousands, except per share data)

(unaudited)

 

   Three Months Ended
   March 31,  December 31,
   2024  2023  2023
Reconciliation of Non-GAAP Items:         
          
Net income  $17,328   $84,110   $12,489 
Income tax expense   5,989    31,301    1,516 
Income before income taxes   23,317    115,411    14,005 
Interest expense, net, and other   16,628    10,259    20,165 
Income from operations   39,945    125,670    34,170 
Depreciation and amortization   42,719    37,577    41,315 
Depreciation (included in cost of revenue) (3)   1,798    1,257    1,817 
Share-based compensation   7,739    10,318    2,578 
Acquisition, integration, and other costs (4)   5,465    4,742    24,124 
Adjusted EBITDA (5)  $97,666   $179,564   $104,004 
                
Adjusted EBITDA margin (6)   11.9%   15.9%   12.7%
                
Net income  $17,328   $84,110   $12,489 
Adjustments:               
Amortization of intangible assets   24,886    21,657    23,416 
Acquisition, integration, and other costs (4)   5,465    4,742    24,124 
Fair value changes of equity investments and instruments (2)   —      —      6,701 
Cumulative effect of change in accounting principle (7)   —      2,974    —   
Tax effect on above adjustments   (7,891)   (7,637)   (14,103)
Tax effect of COLI fair value changes (8)   (2,734)   (1,807)   (3,446)
Excess tax deficiencies (benefits) related to equity awards (9)   174    (682)   1,174 
Adjusted net income (10)  $37,228   $103,357   $50,355 
                
GAAP diluted net income per share (EPS)  $0.45   $2.02   $0.33 
Adjustments   0.52    0.47    0.99 
Adjusted diluted EPS (11)  $0.97   $2.49   $1.32 

 

 

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AMN Healthcare Services, Inc.

Supplemental Segment Financial and Operating Data

(dollars in thousands, except operating data)

(unaudited)

 

   Three Months Ended
   March 31,  December 31,
   2024  2023  2023
Revenue         
Nurse and allied solutions  $519,297   $824,480   $537,588 
Physician and leadership solutions   188,797    165,757    168,161 
Technology and workforce solutions   112,784    135,986    112,520 
   $820,878   $1,126,223   $818,269 
                
Segment operating income (12)               
Nurse and allied solutions  $53,342   $113,445   $62,838 
Physician and leadership solutions   22,222    25,100    21,801 
Technology and workforce solutions   44,270    67,010    41,439 
    119,834    205,555    126,078 
Unallocated corporate overhead (13)   22,168    25,991    22,074 
Adjusted EBITDA (5)  $97,666   $179,564   $104,004 
                
Gross Margin               
Nurse and allied solutions   25.1%   25.9%   25.5%
Physician and leadership solutions   31.6%   35.2%   33.3%
Technology and workforce solutions   59.9%   71.4%   60.5%
                
                
Operating Data:               
Nurse and allied solutions               
Average travelers on assignment (14)   11,524    15,122    11,869 
                
Physician and leadership solutions               
Days filled (15)   56,849    46,900    49,645 
Revenue per day filled (16)  $2,555   $2,275   $2,491 

 

   As of March 31,  As of December 31,
   2024  2023  2023
Leverage ratio (17)   2.4    1.3    2.2 

 

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AMN Healthcare Services, Inc.

Additional Supplemental Non-GAAP Disclosure

Reconciliation of Guidance Operating Margin to Guidance

Adjusted EBITDA Margin

(unaudited)

 

   Three Months Ended
   June 30, 2024
   Low(18)   High(18) 
           
Operating margin   3.0%   3.7%
Depreciation and amortization (total)   6.1%   6.0%
EBITDA margin   9.1%   9.7%
Share-based compensation   0.9%   0.9%
Acquisition, integration, and other costs   1.0%   0.9%
Adjusted EBITDA margin   11.0%   11.5%

 

(1)Operating margin represents income from operations divided by revenue.
(2)Changes in the fair value of equity investments and instruments are recognized in interest expense, net, and other. Since the changes in fair value are unrelated to the Company’s operating performance, we exclude the impact from the calculation of adjusted net income and adjusted diluted EPS.
(3)A portion of depreciation expense for AMN Language Services is included in cost of revenue. We exclude the impact of depreciation included in cost of revenue from the calculation of adjusted EBITDA.
(4)Acquisition, integration, and other costs include acquisition and integration costs, net changes in the fair value of contingent consideration liabilities for recently acquired companies, certain legal expenses, restructuring expenses and other costs associated with exit or disposal activities, and certain nonrecurring expenses, which we exclude from the calculation of adjusted EBITDA, adjusted net income, and adjusted diluted EPS because we believe that these expenses are not indicative of the Company’s operating performance. For the three months ended March 31, 2024, acquisition and integration costs were approximately $0.8 million, expenses related to the closures of certain office leases were approximately $0.5 million, certain legal expenses of approximately $1.2 million, restructuring expenses and other costs associated with exit or disposal activities were approximately $1.0 million, and other nonrecurring expenses were approximately $2.0 million. For the three months ended March 31, 2023, acquisition and integration costs were approximately $1.0 million, expenses related to the closures of certain office leases were approximately $1.1 million, certain legal expenses were approximately $1.0 million, restructuring expenses and other costs associated with exit or disposal activities were approximately $1.8 million, and other nonrecurring expenses were approximately $(0.2) million. For the three months ended December 31, 2023, acquisition and integration costs were approximately $10.4 million, expenses related to the closures of certain office leases were approximately $1.1 million, certain legal expenses were approximately $(0.1) million, restructuring expenses and other costs associated with exit or disposal activities were approximately $10.2 million, and other nonrecurring expenses were approximately $2.5 million.
(5)Adjusted EBITDA represents net income plus interest expense (net of interest income) and other, income tax expense (benefit), depreciation and amortization, depreciation (included in cost of revenue), acquisition, integration, and other costs, restructuring expenses, certain legal expenses, and share-based compensation. Management believes that adjusted EBITDA provides an effective measure of the Company’s results, as it excludes certain items that management believes are not indicative of the Company’s operating performance. 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 Company’s 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.
(6)Adjusted EBITDA margin represents adjusted EBITDA divided by revenue.
(7)As a result of a change in accounting principle on January 1, 2023 related to forfeitures of share-based awards, the Company recognized the cumulative effect of the change in share-based compensation expense during the three months ended March 31, 2023. The cumulative effect of the change in accounting principle is immaterial to prior periods and, therefore, was recognized in the current period. Since the cumulative effect is unrelated to the Company’s operating performance for the three months ended March 31, 2023, we excluded its impact in the calculation of adjusted net income and adjusted diluted EPS.
(8)The Company records net tax expense (benefit) related to the income tax treatment of the fair value changes in the cash surrender value of its company owned life insurance. Since this change in fair value is unrelated to the Company’s operating performance, we excluded the impact on adjusted net income and adjusted diluted EPS.
(9)The consolidated effective tax rate is affected by the recording of excess tax benefits and tax deficiencies relating to equity awards vested during the period. As a result of the adoption of a new accounting pronouncement on January 1, 2017, the Company no longer records excess tax benefits and tax deficiencies to additional paid-in capital, but such excess tax benefits and tax deficiencies are now recognized in income tax expense. The magnitude of the impact of excess tax benefits and tax deficiencies generated in the future, which may be favorable or unfavorable, is dependent upon the Company’s future grants of share-based compensation and the Company’s future stock price on the date awards vest in relation to the fair value of the awards on the grant date. Since these excess tax benefits and tax deficiencies are largely unrelated to our income before taxes and are unrepresentative of our normal effective tax rate, we excluded their impact in the calculation of adjusted net income and adjusted diluted EPS.

 

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(10)Adjusted net income represents GAAP net income excluding the impact of the (A) amortization of intangible assets, (B) acquisition, integration, and other costs, (C) certain legal expenses, (D) changes in fair value of equity investments and instruments, (E) deferred financing related costs, (F) cumulative effect of change in accounting principle, (G) tax effect, if any, of the foregoing adjustments, (H) excess tax benefits and tax deficiencies relating to equity awards vested and exercised since January 1, 2017, and (I) net tax expense (benefit) related to the income tax treatment of fair value changes in the cash surrender value of its company owned life insurance, and (J) restructuring tax benefits. Management included this non-GAAP measure to provide investors and prospective investors with an alternative method for assessing the Company’s operating results in a manner that is focused on its operating performance and to provide a more consistent basis for comparison between periods. However, investors and prospective 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 in the calculation of adjusted net income). Although management believes the items in the calculation of adjusted net income are not indicative of the Company’s operating performance, these items do impact the statement of comprehensive income, and management therefore utilizes adjusted net income as an operating performance measure in conjunction with GAAP measures such as GAAP net income.
(11)Adjusted diluted EPS represents adjusted net income divided by diluted weighted average common shares outstanding. Management included this non-GAAP measure to provide investors and prospective investors with an alternative method for assessing the Company’s operating results in a manner that is focused on its operating performance and to provide a more consistent basis for comparison between periods. However, investors and prospective 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 in the calculation of adjusted net income). Although management believes the items in the calculation of adjusted net income are not indicative of the Company’s operating performance, these items do impact the statement of comprehensive income, and management therefore utilizes adjusted diluted EPS as an operating performance measure in conjunction with GAAP measures such as GAAP diluted EPS.
(12)Segment operating income represents net income plus interest expense (net of interest income) and other, income tax expense (benefit), depreciation and amortization, depreciation (included in cost of revenue), unallocated corporate overhead, acquisition, integration, and other costs, legal settlement accrual changes, and share-based compensation.
(13)Unallocated corporate overhead (as presented in the tables above) consists of unallocated corporate overhead (as reflected in our quarterly and annual financial statements filed with the SEC) less acquisition, integration, and other costs and legal settlement accrual changes.
(14)Average travelers on assignment represents the average number of nurse and allied healthcare professionals on assignment during the period presented.
(15)Days filled is calculated by dividing the locum tenens hours filled during the period by eight hours.
(16)Revenue per day filled represents revenue of the Company’s locum tenens business divided by days filled for the period presented.
(17)Leverage ratio represents the ratio of the consolidated funded indebtedness (as calculated per the Company’s credit agreement) at the end of the subject period to the consolidated adjusted EBITDA (as calculated per the Company’s credit agreement) for the 12-month period ended at the end of the subject period.
(18)Guidance percentage metrics are approximate.

 

 

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