0001157523-13-003748.txt : 20130731 0001157523-13-003748.hdr.sgml : 20130731 20130731162112 ACCESSION NUMBER: 0001157523-13-003748 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130731 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130731 DATE AS OF CHANGE: 20130731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDASSETS INC CENTRAL INDEX KEY: 0001254419 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 510391128 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33881 FILM NUMBER: 13999305 BUSINESS ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 200 CITY: ALPHARETTA STATE: GA ZIP: 30022 BUSINESS PHONE: 6783232500 MAIL ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 200 CITY: ALPHARETTA STATE: GA ZIP: 30022 8-K 1 a50682242.htm MEDASSETS, INC. 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):

July 31, 2013

 

MedAssets, Inc.

 
(Exact name of registrant as specified in its charter)


Delaware

 

001-33881

 

51-0391128

 

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)


100 North Point Center E, Suite 200,

Alpharetta, Georgia

 

30022

 

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

678-323-2500

  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:

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 July 31, 2013, MedAssets, Inc. (the "Company") issued a press release describing financial results of the Company for the second quarter ended June 30, 2013.  A copy of the press release is attached as Exhibit 99.1 and is being incorporated herein by reference.

The Item 2.02 of this Form 8-K and the information incorporated by reference herein, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (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 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01     Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

 

Description

 
99.1 Press Release, dated July 31, 2013.
 
 
This exhibit is furnished pursuant to Item 2.02 and shall not be deemed to be “filed.”

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.

MedAssets, Inc.
 
 

July 31, 2013

By:

/s/ Charles O. Garner

Name: Charles O. Garner

 

Title: Executive Vice President and Chief Financial Officer


EXHIBIT INDEX


Exhibit No.

Description

 

99.1

Press release dated July 31, 2013.

EX-99.1 2 a50682242ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

MedAssets Reports Second Quarter and Six-Month 2013 Financial Results

ATLANTA--(BUSINESS WIRE)--July 31, 2013--MedAssets, Inc. (NASDAQ: MDAS) today announced results for its second quarter and six-month periods ended June 30, 2013. Second quarter results are summarized in the table below:

  ($ in millions, except per share)     2Q’13     2Q’12   % Change  
Net Revenue:
Spend and Clinical Resource Mgmt (SCM) $ 105.3 $ 102.1 3.1 %
Revenue Cycle Management (RCM)   65.4   60.9 7.5  
Total Net Revenue 170.7 163.0 4.7
Net income 5.1 2.3 125.9
Earnings per share (EPS) – diluted 0.08 0.04 100.0
Non-GAAP adjusted EBITDA 52.5 49.0 7.2
Non-GAAP adjusted EPS - diluted $ 0.30 $ 0.28 7.1
Weighted average shares – diluted 60.7 58.7 3.4 %

Net Revenue

Second Quarter

Total net revenue for the second quarter of 2013 increased 4.7% to $170.7 million from $163.0 million for the second quarter of 2012. Net revenue in the SCM segment increased 3.1% to $105.3 million from net revenue of $102.1 million for the second quarter of 2012, due primarily to group purchasing net administrative fee growth, partially offset by an expected year-over-year decrease in performance-related fees. Net revenue in the RCM segment increased 7.5% to $65.4 million from $60.9 million for the second quarter of 2012 as technology-related revenue increased 6.5% while services-related revenue grew 9.7%.

Six-Month Period

Total net revenue for the first half of 2013 increased 9.8% to $343.6 million from $312.9 million for the first half of 2012. Net revenue in the SCM segment grew 9.9% to $214.8 million from net revenue of $195.4 million for the first half of 2012. Net revenue in the RCM segment increased 9.6% to $128.8 million from $117.5 million for the first half of 2012 as technology-related revenue grew 7.3% and services-related revenue increased 14.9%.

Non-GAAP Adjusted EBITDA

Second Quarter

Total non-GAAP adjusted EBITDA was $52.5 million, or 30.8% of total net revenue, for the second quarter of 2013, a 7.2% increase from total non-GAAP adjusted EBITDA of $49.0 million, or 30.1% of total net revenue, for the second quarter of 2012. The 71 basis point margin increase was due to higher RCM segment margin and relatively flat corporate expenses, partially offset by an expected year-over-year decrease in performance-related fees.

Six-Month Period

For the first half of 2013, total non-GAAP adjusted EBITDA was $114.2 million, or 33.2% of total net revenue, a 19.7% increase over total non-GAAP adjusted EBITDA of $95.4 million, or 30.5% of total net revenue, for the first half of 2012.

Net Income and Non-GAAP Adjusted Earnings Per Share (EPS)

Second Quarter

The Company reported net income for the second quarter of 2013 of $5.1 million, or $0.08 per share, compared to net income of $2.3 million, or $0.04 per share, for the second quarter of 2012.

Non-GAAP adjusted EPS (defined as EPS excluding non-cash acquisition-related intangible amortization and depreciation, non-cash share-based compensation, certain acquisition and integration-related expenses and non-recurring items on a tax-adjusted basis) was $0.30 per share for the second quarter of 2013, a 7.1% increase when compared with non-GAAP adjusted EPS of $0.28 per share for the second quarter of 2012.


Six-Month Period

Net income for the first half of 2013 was $12.8 million, or $0.21 per share, versus net income of $2.0 million, or $0.03 per share, for the first half of 2012. Non-GAAP adjusted EPS was $0.71 per share for the first half of 2013, a 39.2% increase over non-GAAP adjusted EPS of $0.51 per share for the first half of 2012.

Cash Flow and Capital Resources

Cash provided by operating activities in the first half of 2013 was $67.6 million versus $62.7 million for the same period of 2012. Non-GAAP free cash flow (defined as cash provided by operating activities less purchases of property, equipment and software and capitalized software development costs) increased 25.4% to $43.4 million versus $34.6 million for the first six months of 2012. The Company prepaid an additional $40.0 million of its Term Loan B in the second quarter of 2013 along with its scheduled principal payments. Its balance sheet at June 30, 2013 included $821.5 million in total bank and bond debt, net of cash and cash equivalents. Total net debt equates to leverage of approximately 3.6 times non-GAAP adjusted EBITDA for the trailing twelve-month period.

Non-GAAP Contracted Revenue

At June 30, 2013, MedAssets rolling 12-month non-GAAP contracted revenue estimate was $616.8 million (SCM segment - $378.4 million; RCM segment - $238.4 million), a year-over-year increase of 2.2%. Non-GAAP contracted revenue is the Company’s estimate of contractually committed revenue to be generated under existing client contracts in the forward 12-month period.

2013 Financial Guidance Updated

MedAssets updated its full-year 2013 financial guidance ranges, as follows:

($ in millions, except per share)   FY 2013     Y-Y % change
Net Revenue:
SCM segment $416.0 - 424.0 5.7 - 7.7%
RCM segment 255.0 - 261.0 3.4 - 5.9
Total Net Revenue 673.0 - 683.0 5.1 - 6.7
Non-GAAP adjusted EBITDA 217.0 - 225.0 4.7 - 8.5%
GAAP EPS – diluted 0.38 - 0.44 nm
Non-GAAP adjusted EPS – diluted $1.26 - 1.32 11.5 -16.8%

Conference Call Information

Time/Date:   5:00 p.m. ET today, Wednesday, July 31, 2013
Phone: 855-410-0553 (or 646-583-7389 for international/local callers), PIN code 816274
Webcast:

http://ir.medassets.com, “Events & Presentations” page; Archive will be available for at least 30 days

Replay: Call 877-764-8714 or 646-583-7395 (PIN code 338589)

Note: The live webcast will include a slide presentation, a copy of which is available on http://ir.medassets.com in the “Events & Presentations” section in conjunction with today’s event.

About MedAssets

MedAssets (NASDAQ: MDAS) partners with healthcare providers to improve their financial strength by implementing revenue cycle, spend and clinical resource management solutions that help capture revenue, control cost, improve margins and cash flow, increase regulatory compliance, and optimize operational efficiency. MedAssets serves more than 4,200 hospitals and 122,000 non-acute healthcare providers. The company currently manages more than $50 billion in supply spend and touches over $365 billion in gross patient revenue annually through its revenue cycle solutions. For more information, go to www.medassets.com.

Use of Non-GAAP Financial Information

In order to provide investors with greater insight, promote transparency and allow for a more comprehensive understanding of the information used by management and the board of directors in their financial and operational decision-making, the Company supplements its condensed consolidated financial statements presented on a GAAP basis herein with the following non-GAAP financial information: gross fees; gross administrative fees; revenue share obligation; EBITDA; adjusted EBITDA; adjusted EBITDA margin; adjusted net income; diluted adjusted EPS; free cash flow; and contracted revenue. Reconciliations of these non-GAAP measures to their most directly comparable GAAP measures, where possible, are included in the accompanying financial schedules. Also, see "Use of Non-GAAP Financial Measures" following the financial schedules for more information.


Safe Harbor Statement

This Press Release contains forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, and include the intent, belief or current expectations of the Company and its management team with respect to the Company’s future business operations that include, but are not limited to: 2013 financial guidance, revenue growth and other financial projections and forecasts; and the Company’s ability to successfully integrate and capitalize on synergies associated with acquisitions. Any forward-looking statements are not guarantees of future performance, involve risks and uncertainties, and actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those contemplated by the forward-looking statements in this Press Release include, but are not limited to: failure to realize improvements in performance, efficiency and profitability; failure to complete anticipated sales under negotiations; failure to successfully implement revenue backlog; lack of revenue growth; customer losses; and adverse developments with respect to the operation or performance of the Company’s business units or the market price of its common stock. Additional factors that could cause actual results to differ materially from those contemplated within this Press Release can also be found in the Company’s Risk Factor disclosures in its Form 10-K for the year ended December 31, 2012 filed with the Securities and Exchange Commission and available at http://ir.medassets.com. The Company disclaims any responsibility to update any forward-looking statements.

mdas/F


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
                       
In 000s, except per share data Three Months Ended Six Months Ended
June 30, June 30,
2013 2012 % Change 2013 2012 % Change
Revenue:
Administrative fees, net $ 70,502 $ 66,695 5.7% $ 147,021 $ 132,111 11.3%
Other service fees   100,240   96,315 4.1%   196,558   180,789 8.7%
 
Total net revenue   170,742   163,010 4.7%   343,579   312,900 9.8%
 
Operating expenses:
Cost of revenue (inclusive of certain amortization expense) 37,496 34,730 8.0% 71,764 66,013 8.7%
Product development expenses 7,975 6,638 20.1% 16,476 13,560 21.5%
Selling and marketing expenses 20,285 19,178 5.8% 34,027 33,726 0.9%
General and administrative expenses 57,199 56,574 1.1% 115,819 110,410 4.9%
Acquisition and integration-related expenses 1,435 2,028 -29.2% 9,465 3,277 188.8%
Depreciation 9,876 7,281 35.6% 19,053 13,695 39.1%
Amortization of intangibles   16,115   18,481 -12.8%   32,616   37,411 -12.8%
 
Total operating expenses   150,381   144,910 3.8%   299,220   278,092 7.6%
 
Operating income 20,361 18,100 12.5% 44,359 34,808 27.4%
Other income (expense):
Interest expense (12,381) (16,871) -26.6% (23,730) (34,050) -30.3%
Other income   276   228 21.1%   317   335 -5.4%
 
Income before income taxes 8,256 1,457 466.6% 20,946 1,093 1816.4%
Income tax expense (benefit)   3,172   (794) nm   8,158   (919) nm
 
Net income 5,084 2,251 125.9% 12,788 2,012 535.6%
 
Basic net income per share   0.09   0.04 125.0%   0.22   0.04 450.0%
 
Diluted net income per share $ 0.08 $ 0.04 100.0% $ 0.21 $ 0.03 600.0%
 
Weighted average shares — basic 59,387 57,174 59,198 57,102
Weighted average shares — diluted 60,665 58,678 3.4% 60,628 58,637 3.4%
 
 

CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
       
June 30, December 31,
In 000s, except share and per share amounts 2013 2012
 
ASSETS
Current assets
Cash and cash equivalents $ 716 $ 13,734

Accounts receivable, net of allowances of $2,458 and $3,046 as of June 30, 2013 and December 31, 2012, respectively

95,569 96,346
Deferred tax asset, current 5,113 11,126
Prepaid expenses and other current assets   21,545   21,791
 
Total current assets 122,943 142,997
 
Property and equipment, net 151,994 134,361
Other long term assets
Goodwill 1,027,847 1,027,847
Intangible assets, net 297,547 330,163
Other   41,626   42,869
Other long term assets   1,367,020   1,400,879
 
Total assets $ 1,641,957 $ 1,678,237
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable $ 28,808 $ 25,487
Accrued revenue share obligation and rebates 78,087 74,274
Accrued payroll and benefits 29,819 40,085
Other accrued expenses 15,427 14,145
Current portion of deferred revenue 52,292 55,756
Current portion of notes payable 15,500 15,500
Current portion of finance obligation   244   233
 
Total current liabilities 220,177 225,480
 
Notes payable, less current portion 481,750 544,500
Bonds payable 325,000 325,000
Finance obligation, less current portion 8,916 9,046
Deferred revenue, less current portion 14,676 14,393
Deferred tax liability 117,037 125,394
Other long term liabilities   15,081   801
 
Total liabilities 1,182,637 1,244,614
 
Commitments and contingencies
 
Stockholders’ equity

Common stock, $0.01 par value, 150,000,000 shares authorized; 61,032,000 and 59,324,000 shares issued and outstanding as of June 30, 2013 and December 31, 2012, respectively

610 593
Additional paid in capital 701,323 688,431
Accumulated deficit   (242,613)   (255,401)
 
Total stockholders’ equity   459,320   433,623
 
Total liabilities and stockholders’ equity $ 1,641,957 $ 1,678,237
 
 

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
 
    Six Months Ended
In 000s June 30,     June 30,
2013 2012
 
Operating activities:
Net income $ 12,788 $ 2,012
 
Adjustments to reconcile net income from continuing operations to net cash provided by operating activities:
Bad debt expense - 275
Depreciation 20,222 14,512
Amortization of intangibles 32,616 37,689
Impairment of assets 2,403 -
(Gain) loss on sale of assets (123) 338
Noncash stock compensation expense 7,422 5,015
Excess tax benefit from exercise of equity awards (3,035) (295)
Amortization of debt issuance costs 1,908 3,791
Noncash interest expense, net 239 270
Deferred income tax benefit (2,560) (1,384)
 
Changes in assets and liabilities   (4,296)   470
 
Cash provided by operating activities   67,584   62,693
 
Investing activities:
Purchases of property, equipment, and software (5,328) (7,892)
Capitalized software development costs   (18,861)   (20,208)
 
Cash used in investing activities   (24,189)   (28,100)
 
Financing activities:
Borrowings from revolving credit facility - 55,000
Repayment of notes payable (62,750) (28,175)
Repayment of finance obligations (338) (338)
Payment of deferred purchase consideration - (120,136)
Excess tax benefit from exercise of equity awards 3,035 295
Issuance of common stock, net of offering costs 3,640 1,796
Purchase of treasury shares   -   (600)
 
Cash used in financing activities   (56,413)   (92,158)
 
Net decrease in cash and cash equivalents (13,018) (57,565)
Cash and cash equivalents, beginning of period   13,734   62,947
 
Cash and cash equivalents, end of period $ 716 $ 5,382
 
 

SUPPLEMENTAL REVENUE REPORTING
RECONCILIATION OF GROSS FEES (A NON-GAAP MEASURE) TO NET REVENUE
(UNAUDITED)
               
In 000s Three Months Ended June 30,
2013 2012 % Change
Non-GAAP gross administrative fees $ 115,488 $ 107,512 7.4%
Other service fees   100,240   96,315 4.1%
Non-GAAP gross fees 215,728 RSO % 203,827 RSO % 5.8%
Non-GAAP revenue share obligation (RSO)   (44,986) 39.0%   (40,817) 38.0% 10.2%
Net revenue $ 170,742 $ 163,010 4.7%
 
In 000s
Six Months Ended June 30,
2013 2012 % Change
Non-GAAP gross administrative fees $ 236,124 $ 212,016 11.4%
Other service fees   196,558   180,789 8.7%
Non-GAAP gross fees 432,682 RSO % 392,805 RSO % 10.2%
Non-GAAP RSO   (89,103) 37.7%   (79,905) 37.7% 11.5%
Net revenue $ 343,579 $ 312,900 9.8%
 
SUPPLEMENTAL SEGMENT REPORTING
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
 
In 000s Three Months Ended June 30,
2013 2012 % Change
Net revenue
Spend and Clinical Resource Management (SCM) $ 105,308 $ 102,115 3.1%
Revenue Cycle Management (RCM)   65,434   60,895 7.5%
Total net revenue 170,742 163,010 4.7%
 
Non-GAAP Adjusted EBITDA % margin   % margin
SCM $ 42,942 40.8% $ 44,558 43.6% -3.6%
RCM 17,022 26.0% 12,079 19.8% 40.9%
Corporate   (7,427)   (7,631) -2.7%
Total non-GAAP Adjusted EBITDA 52,537 30.8% 49,006 30.1% 7.2%
 
In 000s Six Months Ended June 30,
2013 2012 % Change
Net revenue
SCM $ 214,816 $ 195,380 9.9%
RCM   128,763   117,520 9.6%
Total net revenue 343,579 312,900 9.8%
 
Non-GAAP Adjusted EBITDA % margin % margin
SCM $ 96,654 45.0% $ 86,506 44.3% 11.7%
RCM 31,712 24.6% 23,697 20.2% 33.8%
Corporate   (14,183)   (14,791) -4.1%
Total non-GAAP Adjusted EBITDA 114,183 33.2% 95,412 30.5% 19.7%
See "Use of Non-GAAP Financial Measures" following financial schedules for more information on non-GAAP measures.
 
 

SUPPLEMENTAL REPORTING OF ADJUSTED EBITDA
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
               
In 000s Three Months Ended June 30, Six Months Ended June 30,
2013 2012 2013 2012
 
Net income $ 5,084 $ 2,251 $ 12,788 $ 2,012
 
Depreciation 9,876 7,281 19,053 13,695
Depreciation (included in cost of revenue) 571 407 1,169 817
Amortization of intangibles 16,115 18,481 32,616 37,411
Amortization of intangibles (included in cost of revenue) - 139 - 278
Interest expense, net 12,382 16,866 23,731 34,045
Income tax expense (benefit)   3,172     (794 )   8,158     (919 )
 
Non-GAAP EBITDA $ 47,200 $ 44,631 $ 97,515 $ 87,339
 
Share-based compensation 4,011 2,456 7,422 5,015
Rental income from capitalized building lease (109 ) (109 ) (219 ) (219 )
Acquisition and integration-related expenses   1,435     2,028     9,465     3,277  
 
Non-GAAP Adjusted EBITDA $ 52,537 $ 49,006 $ 114,183 $ 95,412
See "Use of Non-GAAP Financial Measures" following financial schedules for more information on non-GAAP measures.
 
 

SUPPLEMENTAL NET INCOME AND EARNINGS PER SHARE REPORTING
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
 
    Three Months Ended June 30,     Six Months Ended June 30,
In 000s, except per share data 2013     2012 2013     2012
 
Net income $ 5,084 $ 2,251 $ 12,788 $ 2,012
 
Pre-tax non-cash, acquisition-related intangible amortization and depreciation 16,589 19,093 33,564 38,635
Pre-tax non-cash, share-based compensation 4,011 2,456 7,422 5,015
Pre-tax acquisition and integration-related expenses   1,435     2,028     9,465     3,277  
Tax effect on pre-tax adjustments a   (8,814 )   (9,430 )   (20,180 )   (18,770 )
 
Non-GAAP adjusted net income $ 18,305   $ 16,398   $ 43,059   $ 30,169  
 
Income Per Share (EPS) - diluted $ 0.08 $ 0.04 $ 0.21 $ 0.03
 
Pre-tax non-cash, acquisition-related intangible amortization and depreciation 0.27 0.33 0.55 0.66
Pre-tax non-cash, share-based compensation 0.07 0.04 0.12 0.09
Pre-tax acquisition and integration-related expenses   0.02     0.03     0.16     0.06  
Tax effect on pre-tax adjustments a   (0.14 )   (0.16 )   (0.33 )   (0.33 )
 
Non-GAAP adjusted EPS - diluted $ 0.30   $ 0.28   $ 0.71   $ 0.51  
 
Weighted average shares - diluted (in 000s) 60,665 58,678 60,628 58,637
(a) The Company used a tax rate of 40.0% for the three and six months ended June 30, 2013 and 2012 to calculate the tax effect of each adjustment since it believes 40.0% will be the Company's normalized long-term tax rate.
 
See "Use of Non-GAAP Financial Measures" following financial schedules for more information on non-GAAP measures.
 
 

SUPPLEMENTAL 2013 ADJUSTED EBITDA GUIDANCE
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
 
Guidance Range for
Twelve Months Ending
In 000s December 31, 2013
(Low)     (High)
 
Net Income $ 22,900 $ 26,600
 
Depreciation 41,200 42,000
Depreciation (included in cost of revenue) 2,200 2,200
Amortization of intangibles, acquisition-related 62,700 62,700
Interest expense, net 48,100 49,100
Income tax expense   15,200     17,700  
 
Non-GAAP EBITDA 192,300 200,300
 
Share-based compensation 15,600 15,600
Acquisition and integration-related expenses 9,500 9,500
Rental income from capitalized building lease   (400 )   (400 )
 
Non-GAAP adjusted EBITDA $ 217,000   $ 225,000  
 
SUPPLEMENTAL 2013 EARNINGS PER SHARE GUIDANCE
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
 
Guidance Range for
Twelve Months Ending
In 000s, except per share data December 31, 2013
(Low) (High)
 
Net Income $ 22,900 $ 26,600
 
EPS - diluted 0.38 0.44
 
Pre-tax non-cash, acquisition-related intangible amortization and depreciation 1.06 1.06
Pre-tax non-cash, share-based compensation 0.26 0.26
Pre-tax acquisition and integration-related expenses   0.16     0.16  
 
Tax effect on pre-tax adjustments b   (0.59 )   (0.59 )
 
Non-GAAP adjusted EPS - diluted c $ 1.26 $ 1.32
 
Fully diluted weighted average shares outstanding 61,000 61,000
(b) The Company used a tax rate of 40.0% for the full year ending December 31, 2013 to calculate the tax effect of each adjustment since it believes 40.0% will be the Company's normalized long-term tax rate.
 
(c) Column amounts may not add to total due to rounding.
 
See "Use of Non-GAAP Financial Measures" following financial schedules for more information on non-GAAP measures.
 
 

SUPPLEMENTAL NON-GAAP CONTRACTED REVENUE ESTIMATES
(UNAUDITED)
               
Twelve Months Ended
In Millions June 30, March 31, Dec. 31, Sept. 30, June 30,

2013

2013

2012

2012

2012

 
SCM segment $ 378.4 $ 374.0 $ 364.7 $ 370.6 $ 373.1
RCM segment   238.4     227.7     236.0   232.8   230.3
Total $ 616.8 $ 601.7 $ 600.7 $ 603.4 $ 603.4
 
 
 
SUPPLEMENTAL REPORTING OF SHARE-BASED COMPENSATION
EXPENSE INCLUDED IN OPERATING EXPENSES
(UNAUDITED)
 
In 000s Three Months Ended Six Months Ended
June 30, June 30,
2013 2012 2013 2012
Amount of share-based compensation included in:
Cost of revenue $ 1,463 $ 362 $ 2,176 $ 863
Product development expense 225 (4 ) 343 89
Selling & marketing expense 590 329 969 787
General & administrative expense   1,733     1,769     3,934   3,276
 
Total $ 4,011 $ 2,456 $ 7,422 $ 5,015
 
 
SUPPLEMENTAL REPORTING OF FREE CASH FLOW
RECONCILIATION OF SELECTED NON-GAAP MEASURES TO GAAP MEASURES
(UNAUDITED)
 
In 000s Six Months Ended
June 30,
2013 2012
 
Cash provided by operating activities $ 67,584 $ 62,693
Purchases of property, equipment and software (5,328 ) (7,892 )
Capitalized software development costs   (18,861 )   (20,208 )
 
Non-GAAP free cash flow $ 43,395 $ 34,593
See "Use of Non-GAAP Financial Measures" following financial schedules for more information on non-GAAP measures.

Use of Non-GAAP Financial Measures

In order to provide investors with greater insight, promote transparency and allow for a more comprehensive understanding of the information used by management and the board of directors in their financial and operational decision-making, the Company supplements its condensed consolidated financial statements presented on a GAAP basis herein with the following non-GAAP financial information: gross fees; gross administrative fees; revenue share obligation; EBITDA; adjusted EBITDA; adjusted EBITDA margin; adjusted net income; diluted adjusted EPS; free cash flow; and contracted revenue.
These non-GAAP financial measures may have limitations as analytical tools and should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP. The Company compensates for such limitations by relying primarily on the Company’s GAAP results and using non-GAAP financial measures only supplementally. Where possible, the Company provides reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures. Investors are encouraged to carefully review those reconciliations. In addition, because these non-GAAP measures are not measures of financial performance under GAAP and are susceptible to varying calculations, these measures, as defined by the Company, may differ from and may not be comparable to similarly titled measures used by other companies.
Gross fees include gross administrative fees the Company receives pursuant to its vendor contracts and all other fees the Company receives from clients. The Company's revenue share obligation represents the portion of the gross administrative fees the Company is contractually obligated to share with certain of its GPO clients. Net administrative fees (a GAAP measure) are the Company's gross administrative fees net of its revenue share obligation. Total net revenue (a GAAP measure) reflects the Company's gross fees net of its revenue share obligation. These non-GAAP measures assist management and the board of directors and may be helpful to investors in analyzing the Company's growth in its Spend and Clinical Resource Management segment given that administrative fees constitute a material portion of the Company's revenue and are paid to the Company by approximately 1,150 suppliers and other vendors contracted by its GPO, and that the Company's revenue share obligation constitutes a significant outlay to certain of its GPO clients.
The Company defines: EBITDA as net income (loss) before net interest expense, income tax expense (benefit), depreciation and amortization; and adjusted EBITDA as net income (loss) before net interest expense, income tax expense (benefit), depreciation and amortization and other non-recurring, non-cash or non-operating items. EBITDA and adjusted EBITDA are used by the Company to facilitate a comparison of its operating performance on a consistent basis from period to period and provides for a more complete understanding of factors and trends affecting our business. These measures assist management and the board of directors and may be useful to investors in comparing the Company's operating performance consistently over time as it removes the impact of its capital structure (primarily interest charges and amortization of debt issuance costs), asset base (primarily depreciation and amortization) and items outside the control of the management team (taxes), as well as other non-cash (purchase accounting adjustments and imputed rental income) and non-recurring items, from the Company’s operational results. Adjusted EBITDA also removes the impact of non-cash share-based compensation expense and certain acquisition-related charges. EBITDA and adjusted EBITDA are not measures of liquidity under GAAP, or otherwise, and are not alternatives to cash flow from continuing operating activities.
The Company defines adjusted net income as earnings excluding non-cash acquisition-related intangible amortization and non-recurring expense items on a tax-adjusted basis, non-cash tax-adjusted shared-based compensation expense and certain acquisition and integration-related expenses on a tax-adjusted basis and diluted adjusted EPS as earnings per share excluding non-cash acquisition-related intangible amortization and non-recurring expense items on a tax-adjusted basis, non-cash tax-adjusted shared-based compensation expense and certain acquisition and integration-related expenses on a tax-adjusted basis. Adjusted net income and diluted adjusted EPS are not measures of liquidity under GAAP, or otherwise, and are not alternatives to cash flow from continuing operating activities. Use of this measure for this purpose allows management and the board of directors to analyze the Company’s operating performance on a consistent basis by removing the impact of certain non-cash and non-recurring items from our operations, and by rewarding organic growth and accretive business transactions. As a significant portion of senior management’s incentive based compensation has historically been based on the achievement of certain diluted adjusted EPS growth over time, investors may find such information useful.
The Company defines free cash flow as cash provided by operating activities less purchases of property, equipment and software and capitalized software development costs. Management believes free cash flow is an important measure because it represents the cash that the Company is able to generate after spending capital on infrastructure to maintain its business and investing in new and upgraded products and services to support future growth. Free cash flow is important because it allows the Company to pursue opportunities that are intended to enhance shareholder value, which could include debt reduction, share repurchases, partnerships, alliances and acquisitions, and/or dividend payments. The Company's definition of free cash flow does not consider non-discretionary cash payments, such as debt.
Contracted revenue is a forward-looking operating measure used by management and the board of directors to better understand revenue growth trends within the Company's business segments as it reflects the Company’s current estimate of contractually committed revenue to be generated under existing client contracts in the forward 12-month period. Such information may be useful to investors in their analysis of the Company's revenue growth trends. A reconciliation to the most directly comparable GAAP measure cannot be performed without unreasonable effort.

CONTACT:
MedAssets
Robert Borchert, 678-248-8194
rborchert@medassets.com