8-K

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): November 2, 2009

TEAM FINANCE LLC

(Exact name of registrant as specified in its charter)

Delaware	333-132495	20-3818106
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

HEALTH FINANCE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	333-132495-53		20-3818041
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)
1900 Winston Road Knoxville, Tennessee 37919		37919
(Address of principal executive offices)		(Zip Code)

(800) 342-2898

(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))

Item 2.02. Results of Operations and Financial Condition

On November 2, 2009, Team Finance LLC and Health Finance Corporation issued a press release announcing financial results for their third quarter ended September 30, 2009.

A copy of the press release is attached hereto as Exhibit 99.1. All information in the press release is furnished but not filed.

Item 7.01 Regulation FD Disclosure

Attached as Exhibit 99.1 to this Current Report on Form 8-K is a copy of the press release dated November 2, 2009. The information being furnished pursuant to Item 7.01 on this Current Report on Form 8-K and the information contained in Exhibit 99.1 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 liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

99.1 Press release of Team Finance LLC and Health Finance Corporation dated November 2, 2009.

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.

	TEAM FINANCE LLC
Date: November 3, 2009	By:	/s/    David P. Jones
	Name:	David P. Jones
	Title:	Chief Financial Officer

	HEALTH FINANCE CORPORATION
Date: November 3, 2009	By:	/s/    David P. Jones
	Name:	David P. Jones
	Title:	Chief Financial Officer

EXHIBIT INDEX

Exhibit Number	Subject Matter
99.1	Press release of Team Finance LLC and Health Finance Corporation dated November 2, 2009.

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE	Contact:
	Team Health, Inc.
	Knoxville, Tennessee
	David Jones, CFO
	(865) 693-1000

Team Finance LLC Announces Third Quarter 2009 Results

KNOXVILLE, Tenn. – November 2, 2009 – TeamHealth Inc.’s parent company, Team Finance LLC (the “Company”), today announced results for the third quarter of 2009.

Net revenue less provision for uncollectibles (“revenue less provision”) in the third quarter of 2009 increased 8.6% to $363.0 million from $334.3 million in the third quarter of 2008. Same contract revenue less provision for the quarter increased 7.5% to $331.0 million from $307.9 million in the same period a year ago. During the third quarter of 2009, growth in same contract revenue less provision was positively impacted by increases in billed patient volume, which contributed approximately 4.9% of growth between quarters. Increases in estimated collections per visit contributed approximately 2.2% of same contract growth between quarters. New sales, net of contracts that terminated in the period, and acquisitions contributed $3.1 million and $2.4 million of growth between periods, respectively. Net earnings were $13.5 million in the third quarter of 2009, compared to $22.9 million in the same quarter of 2008. Financial results for the third quarter 2008 reflected reductions of professional liability reserves related to prior years of $26.5 million, while in the third quarter of 2009, no adjustments to professional liability reserves associated with prior years were recorded. This factor was primarily responsible for the increased level of net earnings in the third quarter of 2008 versus the same quarter of 2009.

Net revenue less provision for the nine months ended September 30, 2009 increased 7.5% to $1.1 billion from $999.8 million in the same period of 2008. Same contract revenue less provision for the nine months ended September 30, 2009 increased 5.7% to $946.3 million from $895.1 million in the corresponding period of 2008. Same contract revenue growth during the nine month period benefited 3.2% from increases in patient volume and 2.1% from growth in estimated collections per visit. New sales, net of contracts that terminated in the period and acquisitions contributed $15.6

million and $8.0 million of growth between periods, respectively. Net earnings increased 10.3% to $55.2 million for the nine months ended September 30, 2009, compared to $50.1 million in the corresponding period of 2008. Financial results for the nine months ended September 30, 2009 and 2008 reflected reductions of professional liability reserves related to prior years of $18.8 million and $40.4 million, respectively.

As of September 30, 2009, the Company had cash and cash equivalents of approximately $113.0 million and a revolving credit facility of $110.0 million (without giving effect to $7.5 million of undrawn letters of credit). Of the $110.0 million revolving credit facility, $10.0 million is held by CIT Lending Services Corporation (“CIT Lending Services”), a subsidiary of CIT Group, Inc. CIT Group, Inc and CIT Group Funding Company of Delaware LLC filed for Chapter 11 bankruptcy protection on November 1, 2009. Although CIT Lending Services is not currently a party to this filing, at this time it is not certain if this portion of the revolving credit facility will be available to the Company. The Company does not believe any potential reduction in available capacity under the revolving credit facility will have a material impact on its liquidity or the liquidity of its subsidiaries. During the nine months ended September 30, 2009, the Company made scheduled debt payments of $3.2 million. As a result, the Company’s total outstanding debt as of September 30, 2009 was $612.1 million and there were no amounts outstanding under the revolving credit facility. Cash flow provided by operations for the nine months ended September 30, 2009 increased to $84.6 million compared to $62.9 million for the same period in 2008. Contributing to the increase in operating cash flow between years were improvements in profitability, lower levels of accounts receivable funding, and reductions in interest payments during the first nine months of 2009 compared to the same period in 2008.

Greg Roth, President and Chief Executive Officer of TeamHealth commented, “Though we are pleased with these results, given the challenges presented by the current economic environment, we will remain focused on managing our cost structure and enhancing our revenue cycle process in order to improve our operating leverage and cost margins. As an organization, we continue our commitment to working closely with all of our 6,100 affiliated providers, who share our long-term vision of continuous quality improvement, to enable them to deliver exceptional patient care and service throughout the United States.”

Lynn Massingale, M.D., Executive Chairman of TeamHealth, added, “TeamHealth continues to seek out innovative solutions to enhance and improve the overall patient experience and to support

our affiliated physicians and clinicians in the provision of these services. The stability, and financial strength of TeamHealth, as well as the dedication of all our employees, provides us with a strong foundation to continue to make investments in the areas of patient safety, physician satisfaction and efficiency in the delivery of care.”

Conference Call

As previously announced, TeamHealth will hold an investor conference call at 9:00 a.m. Eastern Time on November 3, 2009. All interested parties may listen to the call by calling (888) 290-3292. A taped replay of the call will be available after 1:00 p.m. Eastern Time Tuesday, November 3, 2009, through midnight on Tuesday, November 10, 2009, by calling (800) 642-1687, access code 38716140.

About TeamHealth

Founded in 1979, TeamHealth is headquartered in Knoxville, Tennessee. TeamHealth is affiliated with more than 6,100 healthcare professionals who provide emergency medicine, radiology, hospital medicine, urgent care and pediatric staffing and management services to more than 550 civilian and military hospitals, and clinics and physician groups in 46 states. For more information about TeamHealth, visit www.teamhealth.com or call 800.818.1498.

Statements made in this communication that are not historical facts and that reflect the current view of Team Finance LLC or TeamHealth, Inc. (collectively the “Company”) about future events and financial performance are hereby identified as “forward looking statements.” Some of these statements can be identified by terms and phrases such as “anticipate,” “believe,” “intend,” “estimate,” “expect,” “continue,” “could,” “should,” “may,” “plan,” “project,” “predict” and similar expressions and include references to assumptions that we believe are reasonable and relate to our future prospects, developments and business strategies. The Company cautions readers of this communication that such “forward looking statements,” including without limitation, those relating to the Company’s future business prospects, revenue, working capital, professional liability expense, liquidity, capital needs, interest costs and income, wherever they occur in this communication or in other statements attributable to the Company, are necessarily estimates reflecting the judgment of the Company’s senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the

“forward looking statements.” Factors that could cause our actual results to differ materially from those expressed or implied in such forward-looking statements, include, but are not limited to those factors detailed from time to time in the Company’s filings with the Securities and Exchange Commission, including filings on Forms 10-Q and 10-K.

The Company’s forward-looking statements speak only as of the date they are made. The Company disclaims any intent or obligation to update any “forward looking statement” made in this communication.

- tables attached -

Team Finance LLC

Financial Highlights

	Three Months Ended September 30,
	2008			2009
	(Unaudited)
	(In thousands)
Net revenue	$	582,749		$	637,480
Provision for uncollectibles		248,447			274,499
Net revenue less provision for uncollectibles		334,302			362,981
Cost of services rendered
Professional service expenses		265,633			281,185
Professional liability (benefit) costs		(15,535	)		13,479
Gross profit		84,204			68,317
General and administrative expenses		29,318			32,348
Management fee and other expenses		960			804
Depreciation and amortization		4,553			4,696
Interest expense, net		10,438			8,549
Transaction costs		19			419
Earnings before income taxes		38,916			21,501
Provision for income taxes		15,986			8,001
Net earnings	$	22,930		$	13,500

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Team Finance LLC

Financial Highlights

	Nine Months Ended September 30,
	2008			2009
	(Unaudited)
	(In thousands)
Net revenue	$	1,720,775		$	1,868,002
Provision for uncollectibles		720,968			793,345
Net revenue less provision for uncollectibles		999,807			1,074,657
Cost of services rendered
Professional service expenses		779,426			828,268
Professional liability (benefit) costs		(2,986	)		19,145
Gross profit		223,367			227,244
General and administrative expenses		88,277			93,182
Management fee and other expenses		2,745			2,324
Depreciation and amortization		12,559			14,028
Interest expense, net		34,033			27,671
Transaction costs		1,805			578
Earnings before income taxes		83,948			89,461
Provision for income taxes		33,885			34,230
Net earnings	$	50,063		$	55,231

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Team Finance LLC

Financial Highlights

Under the indenture governing the Company’s 11.25% senior subordinated notes (the “Notes”), our ability to engage in certain activities such as incurring certain additional indebtedness, making certain investments, and paying certain dividends is tied to ratios based on Adjusted EBITDA (which is defined as “EBITDA” in the indenture). Adjusted EBITDA under the indenture is defined as net earnings before interest expense, taxes, depreciation and amortization, as further adjusted to exclude unusual items, non-cash items and the other adjustments shown in the table below. We believe that the disclosure of the calculation of Adjusted EBITDA provides information that is useful to an investor’s understanding of our liquidity and financial flexibility. Adjusted EBITDA is not a measurement of financial performance or liquidity under generally accepted accounting principles. It should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating, investing or financing activities, or any other measure calculated in accordance with generally accepted accounting principles. Adjusted EBITDA as calculated under the indenture for the Notes is as follows (in thousands):

	Three Months Ended September 30,						Nine Months Ended September 30,
	2008			2009			2008		2009
Net earnings	$	22,930		$	13,500		$	50,063	$	55,231
Interest expense, net		10,438			8,549			34,033		27,671
Provision for income taxes		15,986			8,001			33,885		34,230
Depreciation and amortization		4,553			4,696			12,559		14,028
Management fee and other expenses (a)		960			804			2,745		2,324
Restricted unit expense (b)		163			187			439		558
Insurance subsidiary interest income		1,173			640			3,040		2,138
Severance and other charges		(118	)		(22	)		1,340		301
Transaction costs (c)		19			419			1,805		578
Adjusted EBITDA *	$	56,104		$	36,774		$	139,909	$	137,059

* Adjusted EBITDA totals are not adjusted for the favorable effects of professional liability loss reserve adjustments associated with prior years of $0 and $26,529 for the three months ended September 30, 2009 and 2008, respectively, and $18,824 and $40,364 for the nine months ended September 30, 2009 and 2008, respectively. Adjusting for the effects of professional liability loss reserve adjustments associated with prior years, Adjusted EBITDA would have been reduced to $36,774 and $29,575 for the three months ended September 30, 2009 and 2008, respectively, and $118,235 and $99,545 for the nine months ended September 30, 2009 and 2008, respectively.

(a) Reflects sponsor management fee, loss on disposal of assets and realized gain on investments.

(b) Reflects costs related to the recognition of expense in connection with the issuance of restricted units under the 2005 Unit Plan.

(c) Reflects expenses associated with acquisition transaction fees.

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Team Finance LLC

Financial Highlights

Balance Sheet Data

	As of December 31, 2008		As of September 30, 2009
	(Unaudited)
	(In thousands)
Cash and cash equivalents	$	46,398	$	112,994
Accounts receivable, net		237,790		237,563
Long term debt, including current portion		615,275		612,088

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