-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GfCXgiUdNRtSriYqPZVKvnG9cZL1I3l3m9/TxpjE0OKA68uvirxeGzB7hS+IQB3/ IuDAd1GSU4LDxDSiuUKAYA== 0001157523-09-003626.txt : 20090507 0001157523-09-003626.hdr.sgml : 20090507 20090507171600 ACCESSION NUMBER: 0001157523-09-003626 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090507 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090507 DATE AS OF CHANGE: 20090507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDICAL STAFFING NETWORK HOLDINGS INC CENTRAL INDEX KEY: 0001163958 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 650865171 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31299 FILM NUMBER: 09806540 MAIL ADDRESS: STREET 1: 901 YAMATO ROAD STREET 2: SUITE 110 CITY: BOCA RATON STATE: FL ZIP: 33431 8-K 1 a5959876.htm MEDICAL STAFFING NETWORK 8-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 7, 2009


MEDICAL STAFFING NETWORK HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

Delaware

 

001-31299

 

65-0865171

(State or other jurisdiction of
incorporation)

(Commission File Number)

(IRS Employer
Identification No.)


 

901 Yamato Road, Suite 110, Boca Raton, FL  33431

(Address of principal executive offices)


Registrant’s telephone number, including area code: 561-322-1300


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))


Item 2.02.     Results of Operations and Financial Condition.

On May 7, 2009, the Company issued a press release announcing its results of operations for the first quarter ended March 29, 2009.  A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.


Item 9.01.     Financial Statements and Exhibits.

(a)  Exhibits:

  Exhibit   Description
99.1 Press Release of Medical Staffing Network Holdings, Inc., dated May 7, 2009.


SIGNATURE

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.

Date:

May 7, 2009

 

MEDICAL STAFFING NETWORK

HOLDINGS, INC.

 

 

 

 

By:

/s/ Kevin S. Little

 

Kevin S. Little

 

President and Chief Financial Officer




EXHIBIT INDEX

Exhibit No.   Description
 
99.1 Press Release of Medical Staffing Network Holdings, Inc., dated May 7, 2009.

EX-99.1 2 a5959876ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Medical Staffing Network Holdings Announces First Quarter 2009 Operating Results

BOCA RATON, Fla.--(BUSINESS WIRE)--May 7, 2009--Medical Staffing Network Holdings, Inc. (OTCQX: MSNW) today reported revenue of $98.6 million for the first quarter of 2009, a decrease of 32.1% from the first quarter 2008 revenue of $145.2 million. The net loss for the first quarter of 2009 was $3.7 million, or $0.12 per diluted share, compared with net income of $0.8 million, or $0.03 per diluted share, for the first quarter of 2008. Adjusted net loss (a non-GAAP financial measure that is reconciled in an accompanying schedule) was $1.3 million, or $0.04 per diluted share, for the first quarter of 2009 as compared with adjusted net income of $0.9 million, or $0.03 per diluted share, for the first quarter of 2008. The Company’s AEBITDA (as defined later, is a non-GAAP financial measure that is reconciled in an accompanying schedule) for the first quarter of 2009, was $3.4 million (3.4% of revenue), as compared with $6.1 million (4.2% of revenue) for the first quarter of 2008. Cash flow generated from operations was $7.5 million for the first quarter of 2009, as compared with $2.6 million for the first quarter of 2008. As a result of continued strong cash flow, during the first quarter of 2009, the Company used the cash generated from operations and cash-on-hand to repay $10.6 million of long-term debt.

Commenting on the first quarter’s results, Robert J. Adamson, chairman and chief executive officer, stated, “Weak hospital volumes, and in some cases declining admissions, have caused hospitals to focus more intently on reducing variable costs, including temporary staffing. Hospitals have seen attrition rates decline as more nurses stay in their jobs and others return to the full time workforce. This year’s graduates from nursing schools are having great difficulty obtaining job offers. Not surprisingly, this has resulted in softening of demand for our services, and we expect further contraction in the next two quarters.

“In order to maximize our earnings potential in light of the current dynamics that our industry is facing, we are continuing to focus on reducing our variable administrative costs. The measures we took in the first quarter of 2009 included the closure/merger of three per diem branches and the elimination of approximately 100 corporate, branch and operations personnel. We expect that we will have to consider further reductions in our operating expenses in subsequent quarters in response to weakening demand.”

Adamson concluded, “We continue to experience success in our vendor managed services operations and were awarded several new contracts to date in fiscal 2009. These agreements provide us with the opportunity to partner with our clients, as their sole coordinator of all of their staffing needs, in these difficult economic times. While the healthcare staffing industry is likely to continue to experience turbulent conditions for the near future, we remain confident in the long-term drivers of the industry.”


For the three months ended March 29, 2009 and March 30, 2008, approximately $68.9 million (69.9% of the Company’s revenues) and $102.6 million (70.7% of revenues), respectively, were derived from per diem staffing (inclusive of short-term contracts and allied health business staffed through local per diem branches), $17.7 million (17.9% of revenues) and $25.6 million (17.6% of revenues), respectively, were derived from travel nurse staffing, and $12.0 million (12.2% of revenues) and $17.0 million (11.7% of revenues), respectively, were derived from allied health staffing.

Gross profit was $24.5 million for the first quarter of 2009, a decrease of 30.0% from the gross profit of $35.1 million for the first quarter of 2008. Gross margin (gross profit compared to service revenues) for the first quarter of 2009 was 24.9%, compared with 24.1% for the first quarter of 2008. The 80 basis point gross margin improvement over the comparable prior year period was primarily attributable to continued focus on gross margin expansion, partially offset by declining revenues. Selling, general and administrative expenses were $21.3 million, or 21.6% of revenues, in the first quarter of 2009 as compared with $29.0 million, or 20.0% of revenues, for the comparable prior year period.

Company Summary

Medical Staffing Network Holdings, Inc. is one of the largest diversified healthcare staffing companies in the United States as measured by revenues. The Company is the leading provider of per diem nurse staffing services and is also a leading provider of travel, allied health and vendor managed services.

Reasons for Presentation of Non-GAAP Financial Measures

Statements made in this press release include non-GAAP financial measures. Such information is provided as additional information, not as an alternative to our consolidated financial statements presented in accordance with generally accepted accounting principles (GAAP), and is intended to enhance an overall understanding of our current financial performance. We believe the non-GAAP financial measures discussed in this press release provide useful information to management, investors and prospective investors by excluding certain charges and other amounts that we believe are not indicative of our core operating results. These non-GAAP measures are included to provide management, our investors and prospective investors with an alternative method for assessing our operating results in a manner that, we believe, is focused on the performance of our ongoing operations and to provide a more consistent basis for comparison between quarters. One of the non-GAAP financial measures presented is Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (AEBITDA), which consists of net income (loss) before income taxes, interest, loss on early extinguishment of debt, depreciation and amortization, stock based compensation expense, restructuring and other charges, non-cash impairment of goodwill, and other income which might not be calculated in the same manner as, and thus might not be comparable to, similarly titled measures reported by other companies. A second non-GAAP financial measure presented is Adjusted Net Income (Loss), which consists of net income (loss) attributable to MSN adjusted for: (i) restructuring and other charges, (ii) non-cash impairment charges related to goodwill, and (iii) the provision for income taxes. The financial statements included below contain a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measure.


This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include all statements other than those made solely with respect to historical fact. These statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. These factors include the following: our ability to attract and retain qualified nurses and other healthcare personnel; our ability to maintain demand for services provided by temporary healthcare professionals if lower than expected levels of patient occupancy at our hospital and healthcare facility clients continue; the effect of higher unemployment rates on our ability to successfully recruit additional healthcare professionals; the effect of the general level of economic activity on our business as such activity is impacted by factors beyond our control (i.e. inflation, recession, weather conditions, acts of war); our ability to remain competitive in obtaining and retaining hospital and healthcare facility clients and temporary healthcare professionals; our continued ability to secure and fill new orders from our hospital and healthcare facility clients; the effect of fluctuations in hospital and healthcare facility patient occupancy on our business; our clients’ ability or inability to pay us for our services; the effects of future healthcare reform on our business; our exposure to increased costs and risks associated with increasing and new corporate governance regulation compliance; the effect of existing or future government regulation and federal and state legislative and enforcement initiatives on our business; the proper functioning of our information systems; our continuing ability to borrow under the Revolver portion of our Amended and Restated Senior Credit Facility; our ability to continue to remain in compliance with the financial covenants contained in our Amended and Restated Senior Credit Facility; our ability to successfully integrate completed acquisitions into our current operations; our ability to obtain additional financing, if required, in future periods; our ability to leverage our cost structure; the effect of significant legal actions and other claims asserted against us on our business; our ability to sustain our self-insurance claims experience; our continued ability to attract, develop and retain sales and recruitment personnel; the adverse impact of unanticipated departures of key officers and senior management personnel; the effect of our recognition of any impairment to goodwill on our earnings; the effect of higher than anticipated travel business housing costs on our margins; the ability of our executive officers, directors and significant stockholders to influence matters requiring stockholder approval; the impact on our business and our stock price of our December 2008 delisting from the New York Stock Exchange; the provisions in our corporate documents and Delaware law that could delay or prevent a transaction considered favorable by our stockholders; and the possible decline in value of our stock price. Additional information concerning these and other important factors can be found within the Company’s filings with the Securities and Exchange Commission. Forward-looking statements in this press release should be evaluated in light of these important factors. Although the Company believes that these statements are based upon reasonable assumptions, the Company cannot provide any assurances regarding future results. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.


 
 
 

MEDICAL STAFFING NETWORK HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited; in thousands, except per share data)

 
  Three Months Ended
March 29, 2009   March 30, 2008
Service revenues $ 98,631 $ 145,223
Cost of services rendered   74,090     110,167
Gross profit   24,541     35,056
 
Operating expenses:
Selling, general and administrative 21,344 28,999
Depreciation and amortization 1,596 1,492
Restructuring and other charges 681 310
Impairment of goodwill   969    
Total operating expenses   24,590     30,801
 
Income (loss) from operations (49 ) 4,255
Loss on early extinguishment of debt 1,808
Interest expense, net 2,537 3,041

Other income1

  (719 )  
 
Income (loss) before provision for income taxes (3,675 ) 1,214
Provision for income taxes       383
Consolidated net income (loss) (3,675 ) 831
Net income – noncontrolling interest in subsidiary   72     55
Net income (loss) attributable to MSN $ (3,747 ) $ 776
 
Basic and diluted net income (loss) per share attributable to MSN $ (0.12 ) $ 0.03
 
Weighted average common shares outstanding:
Basic 30,474 30,314
Diluted 30,474 30,341
 
Summary Cash Flow Information:
Cash flow provided by operating activities $ 7,510 $ 2,592
 
Operating Statistics:
Hours worked 2,155 3,218
 

1 Other income relates to the recovery of an accounts receivable during the first quarter of 2009 from a bankruptcy claim.  The account receivable associated with this claim was written off in a prior period.


 
 
 

MEDICAL STAFFING NETWORK HOLDINGS, INC. AND SUBSIDIARIES

Reconciliation to AEBITDA1 and Adjusted Net Income1

(unaudited; in thousands, except per share data)

 
  Three Months Ended
March 29,

2009

  March 30,

2008

Reconciliation to AEBITDA1:

Net income (loss) attributable to MSN $ (3,747 ) $ 776
Provision for income taxes 383
Interest expense, net 2,537 3,041
Loss on early extinguishment of debt 1,808
Depreciation and amortization expense 1,596 1,492
Stock based compensation expense 92 125
Restructuring and other charges 681 310
Impairment of goodwill 969
Taxes included within selling, general and administrative expenses 164
Other income   (719 )    

AEBITDA1

$ 3,381   $ 6,127  
 

Reconciliation to Adjusted Net Income (Loss)1:

Income (loss) from operations, as reported $ (49 ) $ 4,255
Restructuring and other charges 681 310
Impairment of goodwill   969      

Adjusted income from operations1

1,601 4,565
Loss on early extinguishment of debt (1,808 )
Interest expense, net (2,537 ) (3,041 )
Other income   719      

Adjusted income (loss) before income taxes1

(2,025 ) 1,524

Adjusted provision for (benefit from) income taxes2

  (810 )   610  

Adjusted consolidated net income (loss)1

(1,215 ) 914
Net income – noncontrolling interest in subsidiary   (72 )   (55 )
Adjusted income (loss) attributable to MSN $ (1,287 ) $ 859  

Basic and diluted adjusted net income (loss) per share1

$ (0.04 ) $ 0.03  
 
Weighted average common shares outstanding:
Basic 30,474 30,314
Diluted 30,474 30,341
 

1 Certain non-GAAP financial measures are being provided, as management believes they are a useful supplement to actual operating performance and for comparison to prior year periods.  These measurements are not intended to represent actual operating results and they should not be considered in isolation or as a substitute for measures of performance in accordance with United States GAAP.  These measurements have certain material limitations as compared with the use of the most directly comparable GAAP financial measures.  We compensate for these limitations by using these measurements as only one of several comparative tools, together with GAAP measurements, to assist in the evaluation of our operating performance and comparisons to prior year periods.

 

2 The provision for income taxes for the three months ended March 29, 2009 and March 30, 2008, is being calculated assuming there was no need to record a valuation allowance against the Company’s net deferred income tax assets.  As such, an effective income tax rate of 40% was used in calculating the adjusted net income for the three months ended March 29, 2009 and March 30, 2008.


 
 
 

MEDICAL STAFFING NETWORK HOLDINGS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(unaudited; in thousands)

 
 

March 29,

2009

 

Dec. 28,

2008

ASSETS
Current assets:
Cash and cash equivalents $ 5,346 $ 14,344
Accounts receivable, net 59,696 70,375
Other current assets   4,155     4,768
Total current assets 69,197 89,487
 
Furniture and equipment, net 13,348 11,751
Goodwill 58,947 59,916
Intangible assets, net 7,472 8,043
Other assets, net   4,625     4,732
 
Total assets $ 153,589   $ 173,929
 
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses $ 36,478 $ 40,378
Accrued payroll and other current liabilities 6,472 8,339
Current portion of long-term debt   1,519     11,762
Total current liabilities 44,469 60,479
 
Long-term debt 104,588 104,988
Other long-term obligations   5,892     6,373
Total liabilities 154,949 171,840
 
Commitments and contingencies
 
Total MSN stockholders’ equity (deficit) (1,762 ) 1,687
 
Noncontrolling interest   402     402
 
Total stockholders’ equity (deficit)   (1,360 )   2,089
 
Total liabilities and stockholders’ equity (deficit) $ 153,589   $ 173,929

CONTACT:
Medical Staffing Network Holdings, Inc.
Jeff Yesner, Chief Accounting Officer, 561-322-1303

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