EX-99.1 2 e600604_ex99-1.txt PRESS RELEASE Contact: Wayne A. Schellhammer Chairman & Chief Executive Officer American CareSource Holdings, Inc. Tel. 214-596-2400 FOR IMMEDIATE RELEASE AMERICAN CARESOURCE HOLDINGS, INC. ANNOUNCES FIRST QUARTER 2006 FINANCIAL RESULTS Irving, TX, May 15, 2006 - American CareSource Holdings, Inc. (OTCBB: ACSH.OB) today announced financial results for the quarter ended March 31, 2006. Net revenue increased to $2.5 million in the first quarter of 2006 from $1.3 million in the first quarter of 2005. The contribution margin from these sales increased from $48 thousand in 2005 to $419 thousand in 2006. Net loss for the quarter ended March 31, 2006 was $260 thousand, or $0.02 per share, compared to $518 thousand, or $0.04 per share in the prior year. Cash used in operations decreased from $578 thousand in the first quarter of 2005 to $184 thousand in the first quarter of 2006. "We are building momentum and have demonstrated that our platform is working," stated Wayne A. Schellhammer, Chief Executive Officer and Chairman of the Board for American CareSource Holdings, Inc. "Over the past year we have improved our automation software, implemented a direct Network Value comparison tool, expanded our network and we are seeing the benefits of that today. We are prepared to implement new clients with our automated scalability and remain focused on key expansion to our network. We continue to look forward to a robust 2006." About American CareSource Holdings, Inc.: American CareSource Holdings, Inc., the first national, publicly traded ancillary care benefit management company, is a comprehensive ancillary care service provider offering a national network of more than 21,000 ancillary provider sites. American CareSource Holdings, Inc.'s ancillary network management provides a complete outsourced solution for a wide variety of healthcare payors and plan sponsors including self-insured employers, indemnity insurers, PPOs, HMOs, third party administrators and both the Federal and local governments. Through its product offerings, American CareSource Holdings, Inc. offers its clients substantial discounts on services rendered through its network of ancillary care providers in more than 30 service categories. For more information on American CareSource, visit www.anci-care.com. (more) Page 2 Any statements that are not historical facts contained in this release are forward-looking statements. It is possible that the assumptions made by management for purposes of such statements may not materialize. Actual results may differ materially from those projected or implied in any forward-looking statements. Such statements may involve risks and uncertainties, including but not limited to those relating to product demand, pricing, market acceptance, the effect of economic conditions, and intellectual property rights, and the outcome of competitive products, risks in product development, the results of financing effort, the ability to complete transactions, and other risks identified in this release, and the Securities and Exchange Commission filings of American CareSource Holdings, Inc. ### (Tables to Follow) Page 3 AMERICAN CARESOURCE HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (UNAUDITED)
As of ASSETS March 31, 2006 December 31, 2005 CURRENT ASSETS: Current Assets Cash and cash equivalent $ 5,469,640 $ 23,399 Accounts Receivable 1,312,636 482,159 Other 21,022 30,151 Total Current Assets 6,803,298 535,709 Net Property, Plant, and Equipment 168,456 175,608 Intangible Assets 1,868,006 1,921,401 Goodwill 4,361,299 4,361,299 Total Assets $ 13,201,059 $ 6,994,017 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities Due to Service Providers $ 1,043,267 $ 386,217 Accounts Payable and Accrued Liabilities 446,130 352,383 Current Maturities of Long-Term Debt 356,865 20,231 Total Current Liabilities 1,846,262 758,831 Long-Term Debt 54,401 3,845,929 Total Liabilities 1,900,663 4,604,760 STOCKHOLDERS' EQUITY: Common Stock-par value $0.01, 40,000,000 shares authorized and 144,348 123,713 14,434,815 and 12,371,309 shares issued and outstanding as of March 31, 2006 and 2005 respectively Preferred Stock-par value $0.01, 10,000,000 shares authorized and none outstanding as of March 31, 2006 and 2005 -- -- Additional Paid in Capital 16,839,240 7,734,800 Deferred Debt Issuance Cost (185,199) (231,500) Accumulated (Deficit) (5,497,993) (5,237,756) Total Stockholders' Equity 11,300,396 2,389,257 Total Liabilities and Equity $ 13,201,059 $ 6,994,017
Page 4 AMERICAN CARESOURCE HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
Three Months Ended March 31, 2006 2005 REVENUES Net Ancillary Health $ 2,432,232 $ 1,208,862 Patient Claims Processing 32,149 100,322 Net Revenue 2,464,381 1,309,184 Total Cost of Revenues 2,045,474 1,261,639 Contribution Margin 418,907 47,545 Selling, General, and Administrative Expense 531,266 455,079 Depreciation and Amortization 78,247 76,512 Total Operating Expenses 609,513 531,591 Operating (Loss) (190,606) (484,046) Other Expenses: 2,632 -- Debt Issuance Cost 46,301 23,832 Net Interest and Finance Cost 20,699 10,617 Total Other Expenses 69,631 34,449 Net (Loss) Before Income Tax (260,237) (518,495) Income Tax Expense -- -- Net (Loss) $ (260,237) $ (518,495) NET LOSS PER SHARE - BASIC AND DILUTED $ (0.02) $ (0.04) WEIGHTED AVERAGE COMMON SHARES 13,278,649 12,371,309
Page 5 AMERICAN CARESOURCE HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND MARCH 31, 2005 (UNAUDITED)
Deferred Accum Shares Amount APIC Debt Deficit Total ------ ------ ---- ---- ------- ----- Balance December 31, 2004 10,091,899 $ 100,919 $ 7,180,948 $ -- $ (2,831,238) $ 4,450,629 Issue & Amortization of Warrants -- -- 214,489 (190,657) 23,832 Net Loss -- -- -- -- (518,496) (518,496) Balance March 31, 2005 10,091,899 $ 100,919 $ 7,395,437 $ (190,657) $ (3,349,734) $ 3,955,965 ------------ ------------ ------------ ------------ ------------ ------------ Balance December 31, 2005 12,371,309 $ 123,713 $ 7,734,800 $ (231,500) $ (5,237,756) $ 2,389,257 Issue of 2,063,506 Common Stock Shares 2,063,506 20,635 9,082,210 -- -- 9,102,845 Option Compensation Expense 22,230 -- -- 22,230 Amortization of Warrants Associated with Deferred Debt 46,301 -- 46,301 Net Loss -- -- -- -- (260,237) (260,237) ------------ ------------ ------------ ------------ ------------ ------------ Balance March 31, 2005 14,434,815 $ 144,348 $ 16,839,240 $ (185,199) $ (5,497,993) $ 11,300,396 ============ ============ ============ ============ ============ ============
Page 6 AMERICAN CARESOURCE HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three Months Three Months Ended Ended March 31, 2006 March 31, 2005 OPERATING ACTIVITIES: Net loss $ (260,237) $ (518,496) Adjustments to reconcile net loss to net cash used in operating activities: Stock Option Compensation Expense 22,230 -- Depreciation and amortization 78,247 76,512 Compensation expense related to warrants 46,301 23,832 Changes in operating assets and liabilities: Increase in accounts receivable (830,477) (167,662) Increase (decrease) in prepaid expenses and other current assets 9,129 (7,341) Increase (decrease) in accounts payable and accrued liabilities 93,747 (58,453) Increase in amounts payable to services providers 657,050 73,796 ----------- ----------- Net cash used in operating activities $ (184,010) $ (577,812) ----------- ----------- INVESTING ACTIVITIES: Property and equipment additions (17,700) (41,211) ----------- ----------- Net cash used in investing activities $ (17,700) $ (41,211) ----------- ----------- FINANCING ACTIVITIES: Borrowings from Line of Credit 200,000 1,600,000 Payment on line of credit or long term debt (3,654,894) (5,445) Net proceeds from the sale of capital stock 9,102,845 -- Net cash provided by financing activities $ 5,647,951 $ 677,592 ----------- ----------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 5,446,241 $ 58,569 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 23,399 16,749 ----------- ----------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,469,640 $ 75,318 Supplemental disclosures cash flow information Cash paid for interest expense $ 88,805 $ 10,172