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):
February 28, 2012
MAGELLAN HEALTH SERVICES, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE |
|
1-6639 |
|
58-1076937 |
(State or Other Jurisdiction |
|
(Commission File |
|
(IRS Employer |
of Incorporation) |
|
Number) |
|
Identification No.) |
55 NOD ROAD |
|
|
AVON, CONNECTICUT |
|
06001 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrants telephone number, including area code: (860) 507-1900
N/A
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 February 28, 2012, Magellan Health Services, Inc. (the Company) reported operating results for the fourth quarter and full year ended December 31, 2011.
Attached and incorporated herein by reference as Exhibit 99.1 is a copy of the press release dated February 28, 2012.
Item 8.01. Other Events
As previously disclosed in a Form 8-K dated January 21, 2012, included in the Companys Commercial segment is a significant customer that has more than one contract, and the contract for one market was extended through December 31, 2012. There are indications suggesting that the customer (WellCare Health Plans, Inc.) will not elect to renew the contract for this market beyond such date. The contract for this market has annual revenues of approximately $50 million.
Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of business acquired: Not applicable.
(b) Pro forma financial information: Not applicable.
(d) Exhibits:
Exhibit Number |
|
Description |
99.1 |
|
Registrants press release dated February 28, 2012. |
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.
MAGELLAN HEALTH SERVICES, INC.
Date: February 28, 2012 |
By: |
/s/ Jonathan N. Rubin | |
|
|
Name: |
Jonathan N. Rubin |
|
|
Title: |
Executive Vice President and Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
Media Contact: David W. Carter, dwcarter@magellanhealth.com, (860) 507-1909 Investor Contact: Renie Shapiro, rshapiro@magellanhealth.com, (877) 645-6464 |
MAGELLAN HEALTH SERVICES REPORTS
FOURTH QUARTER AND FULL YEAR 2011 FINANCIAL RESULTS
AVON, Conn. February 28, 2012 Magellan Health Services Inc. (NASDAQ: MGLN) today reported financial results for the fourth quarter and full year 2011, as summarized below. For the year ended December 31, 2011, the company reported net revenue of $2,799.4 million, segment profit of $270.4 million, and net income of $129.6 million or $4.17 per diluted common share. Segment profit represents income from operations before stock compensation expense, depreciation and amortization, interest expense, interest income, gain on sale of assets, special charges or benefits, and income taxes.
Financial Results
|
|
Three Months Ended December 31 |
|
Year Ended December 31 |
| ||||||||||||
(Millions, except per share results) |
|
2011 |
|
2010 |
|
Increase/ |
|
2011 |
|
2010 |
|
Increase/ |
| ||||
Revenue |
|
$ |
721.5 |
|
$ |
749.2 |
|
(3.7 |
)% |
$ |
2,799.4 |
|
$ |
2,969.2 |
|
(5.7 |
)% |
Segment Profit |
|
63.2 |
|
61.2 |
|
3.3 |
% |
270.4 |
|
291.1 |
|
(7.1 |
)% | ||||
Net Income |
|
29.7 |
|
32.9 |
|
(9.7 |
)% |
129.6 |
|
138.7 |
|
(6.6 |
)% | ||||
Earnings per Share |
|
1.05 |
|
0.95 |
|
10.5 |
% |
4.17 |
|
4.03 |
|
3.5 |
% | ||||
As of December 31, 2011, the company had unrestricted cash and investments of $183.2 million.
Magellan had a strong fourth quarter, which completed a successful 2011, said René Lerer, M.D., chairman and chief executive officer. In addition to achieving solid financial results, our accomplishments during the year included attracting new customers, retaining existing customers and implementing a focused growth strategy in Medicaid and Pharmacy. Contributing to Magellans success was strong performance in our Radiology Benefits Management and Medicaid Administration business segments. Additionally, our Public Sector and Commercial behavioral health segments had important customer wins that are being implemented in the first quarter of 2012.
We are moving aggressively in our two leading strategic initiatives expanding more broadly into the Medicaid market and providing comprehensive management of the total drug spend. These are essential components of our growth strategy, and have been and will continue to be a focus for investment. We have significant capabilities and experience in serving the Medicaid population and managing pharmaceutical costs, and we will continue to invest to grow those capabilities to meet the needs of customers and ensure our success.
There is a significant level of activity across our business lines to achieve growth, retention and profitability objectives, while maintaining our track record of product innovation, said Karen S. Rohan, Magellans president. We successfully implemented new contracts with Blue Shield of California and the Central Region of New York State on January 1, and will go live with the state of Louisiana on March 1. These contracts expand our presence in the marketplace by serving millions of new members.
Magellan Health Services55 Nod Road, Avon CT 06001www.MagellanHealth.com
Throughout 2012, we will intensify our effort to renew key accounts and accelerate initiatives to improve business outcomes. We have already taken decisive steps to position Magellan to be successful for the rebid of the Maricopa County, Ariz., account. Our recently announced joint venture with Phoenix Health Plan is a clear demonstration of our ability to adapt and innovate in a changing marketplace where customers are seeking new solutions. Additionally, driving operational excellence remains a priority, and we are executing targeted initiatives to address cost pressures in our Commercial behavioral health segment.
Outlook
Overall we completed a strong 2011, exceeding our segment profit guidance for the year, said Jonathan N. Rubin, chief financial officer. In addition to delivering good results, we returned significant capital to shareholders through our share repurchase program. Magellans strong cash flow and the availability of a previously announced credit facility give us the financial flexibility to support our strategy for growth.
We are reaffirming our guidance for 2012, which calls for net revenue in the range of $3.2 billion to $3.4 billion, and net income in the range of $91 million to $109 million, which translates into diluted earnings per share in the range of $3.25 to $3.89. Additionally, we expect segment profit for 2012 to be in the range of $240 million to $260 million.
Earnings Results Conference Call
Management will host a conference call at 10:00 a.m. Eastern Time on Tuesday, February 28, 2012. To participate in the conference call, interested parties should call 1-888-566-8408 and reference the pass code Fourth Quarter Earnings Call 2011 approximately 15 minutes before the start of the call. The conference call will also be available via a live Webcast at Magellans investor relations page at www.MagellanHealth.com.
About Magellan Health Services: Headquartered in Avon, Conn., Magellan Health Services Inc. is a leading specialty health care management organization with expertise in managing behavioral health, radiology and specialty pharmaceuticals, as well as public sector pharmacy benefits programs. Magellan delivers innovative solutions to improve quality outcomes and optimize the cost of care for those we serve. Magellans customers include health plans, employers and government agencies, serving approximately 31.1 million members in our behavioral health business, 15.6 million members in our radiology benefits management segment, and 6 million members in our medical pharmacy management product. In addition, the specialty pharmaceutical segment serves 41 health plans and several pharmaceutical manufacturers and state Medicaid programs. The companys Medicaid Administration segment serves 25 states and the District of Columbia. For more information, visit www.MagellanHealth.com.
Cautionary Statement
This release contains forward-looking statements within the meaning of the Securities Exchange Act of 1934 and the Securities Act of 1933, as amended, which involve a number of risks and uncertainties. All statements, other than statements of historical information provided herein, may be deemed to be forward-looking statements including, without limitation, statements regarding estimates of 2012 net revenue, net income, segment profit, earnings per share, and strategy. These statements are based on managements analysis, judgment, belief and expectation only as of the date hereof, and are subject to uncertainty and changes in circumstances. Without limiting the foregoing, the words believes, anticipates, plans, expects, may, should, could, estimate, intend and other similar expressions are intended to identify forward-looking statements. Actual results could differ materially due to, among other things, the possible election of certain of the companys customers to manage the health care services of their members directly; changes in rates paid to and/or by the company by customers and/or providers; higher utilization of health care services by the companys risk
members; delays, higher costs or inability to implement new business or other company initiatives; the impact of changes in the contracting model for Medicaid contracts; termination or non-renewal of customer contracts; the impact of new or amended laws or regulations; governmental inquiries; litigation; competition; operational issues; health care reform; and general business conditions. Additional factors that could cause actual results to differ materially from those reflected in the forward-looking statements include, but are not limited to, the risks discussed in the Risk Factors section included within the companys Annual Report on Form 10-K for the year ended December 31, 2010, filed with the Securities and Exchange Commission on February 25, 2011, and the companys subsequent Quarterly Reports on Form 10-Q filed during 2011 and the companys Annual Report on Form 10-K for the year ended December 31, 2011, expected to be filed with the Securities and Exchange Commission and posted on the companys website later today. Readers are cautioned not to place undue reliance on these forward-looking statements. The company undertakes no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date of this release. Segment profit information referred to herein may be considered a non-GAAP financial measure. Further information regarding this measure, including the reasons management considers this information useful to investors, are included in the companys most recent Annual Report on Form 10-K and on subsequent Form 10-Qs.
# # #
MAGELLAN HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
|
|
Three Months Ended December 31, |
|
Years Ended December 31, |
| ||||||||
|
|
2010 |
|
2011 (1) |
|
2010 |
|
2011 (1) |
| ||||
|
|
(unaudited) |
|
(unaudited) |
|
|
|
|
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net revenue |
|
$ |
749,210 |
|
$ |
721,464 |
|
$ |
2,969,240 |
|
$ |
2,799,400 |
|
|
|
|
|
|
|
|
|
|
| ||||
Cost and expenses: |
|
|
|
|
|
|
|
|
| ||||
Cost of care |
|
491,668 |
|
461,527 |
|
1,907,985 |
|
1,784,724 |
| ||||
Cost of goods sold |
|
52,492 |
|
64,479 |
|
218,630 |
|
232,038 |
| ||||
Direct service costs and other operating expenses (2) |
|
147,130 |
|
136,250 |
|
566,582 |
|
529,634 |
| ||||
Depreciation and amortization |
|
13,075 |
|
15,335 |
|
54,682 |
|
58,623 |
| ||||
Interest expense |
|
482 |
|
1,080 |
|
2,233 |
|
2,502 |
| ||||
Interest income |
|
(809 |
) |
(516 |
) |
(3,275 |
) |
(2,781 |
) | ||||
|
|
704,038 |
|
678,155 |
|
2,746,837 |
|
2,604,740 |
| ||||
Income before income taxes |
|
45,172 |
|
43,309 |
|
222,403 |
|
194,660 |
| ||||
Provision for income taxes |
|
12,244 |
|
13,570 |
|
83,744 |
|
65,037 |
| ||||
Net income |
|
32,928 |
|
29,739 |
|
138,659 |
|
129,623 |
| ||||
Other comprehensive (loss) income |
|
(126 |
) |
143 |
|
(105 |
) |
(159 |
) | ||||
Comprehensive income |
|
$ |
32,802 |
|
$ |
29,882 |
|
$ |
138,554 |
|
$ |
129,464 |
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average number of common shares outstanding basic |
|
33,971 |
|
27,724 |
|
33,779 |
|
30,478 |
| ||||
Weighted average number of common shares outstanding diluted |
|
34,730 |
|
28,300 |
|
34,441 |
|
31,058 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income per common share basic |
|
$ |
0.97 |
|
$ |
1.07 |
|
$ |
4.10 |
|
$ |
4.25 |
|
Net income per common share diluted |
|
$ |
0.95 |
|
$ |
1.05 |
|
$ |
4.03 |
|
$ |
4.17 |
|
(1) For a more detailed discussion of Magellans results for the year ended December 31, 2011, refer to the Companys Annual Report on Form 10-K, which will be filed with the SEC on February 28, 2012, and the live broadcast or taped replay of the Companys earnings conference call on Tuesday, February 28, 2012, which will be available at www.MagellanHealth.com.
(2) Includes stock compensation expense of $3,272 and $4,010 for the three months ended December 31, 2010 and 2011, respectively, and $15,102 and $17,418 for the years ended December 31, 2010 and 2011, respectively.
MAGELLAN HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
|
|
Years Ended December 31, |
| ||||
|
|
2010 |
|
2011 (1) |
| ||
|
|
|
|
|
| ||
Cash flows from operating activities: |
|
|
|
|
| ||
Net income |
|
$ |
138,659 |
|
$ |
129,623 |
|
|
|
|
|
|
| ||
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
54,682 |
|
58,623 |
| ||
Non-cash interest expense |
|
569 |
|
1,033 |
| ||
Non-cash stock compensation expense |
|
15,102 |
|
17,418 |
| ||
Non-cash income tax expense |
|
42,251 |
|
8,308 |
| ||
Non-cash amortization on investments |
|
10,155 |
|
12,309 |
| ||
Cash flows from changes in assets and liabilities, net of effects from acquisitions of businesses: |
|
|
|
|
| ||
Restricted cash (2) |
|
42,925 |
|
(69,060 |
) | ||
Accounts receivable, net |
|
3,262 |
|
(15,609 |
) | ||
Inventory |
|
(2,347 |
) |
(11,657 |
) | ||
Other assets |
|
(14,847 |
) |
(5,672 |
) | ||
Accounts payable and accrued liabilities |
|
14,447 |
|
(7,251 |
) | ||
Medical claims payable and other medical liabilities |
|
3,638 |
|
(7,905 |
) | ||
Other |
|
445 |
|
1,843 |
| ||
Net cash provided by operating activities |
|
308,941 |
|
112,003 |
| ||
|
|
|
|
|
| ||
Cash flows from investing activities: |
|
|
|
|
| ||
Capital expenditures |
|
(46,162 |
) |
(54,394 |
) | ||
Acquisitions and investments in businesses, net of cash acquired |
|
|
|
(376 |
) | ||
Purchase of investments |
|
(291,289 |
) |
(259,552 |
) | ||
Maturity of investments |
|
226,957 |
|
330,583 |
| ||
Net cash (used in) provided by investing activities |
|
(110,494 |
) |
16,261 |
| ||
|
|
|
|
|
| ||
Cash flows from financing activities: |
|
|
|
|
| ||
Payments on long-term debt and capital lease obligations |
|
(1,120 |
) |
(559 |
) | ||
Payments to acquire treasury stock |
|
(149,805 |
) |
(407,645 |
) | ||
Proceeds from issuance of equity |
|
|
|
20,000 |
| ||
Proceeds from exercise of stock options and warrants |
|
92,876 |
|
41,796 |
| ||
Tax benefit from exercise of stock options and vesting of stock awards |
|
1,121 |
|
2,038 |
| ||
Other |
|
(847 |
) |
(1,211 |
) | ||
Net cash used in financing activities |
|
(57,775 |
) |
(345,581 |
) | ||
|
|
|
|
|
| ||
Net increase (decrease) in cash and cash equivalents |
|
140,672 |
|
(217,317 |
) | ||
Cash and cash equivalents at beginning of period |
|
196,507 |
|
337,179 |
| ||
Cash and cash equivalents at end of period |
|
$ |
337,179 |
|
$ |
119,862 |
|
(1) The Companys Annual Report on Form 10-K for the year ended December 31, 2011 will be filed with the SEC on February 28, 2012.
(2) Includes the net shift of restricted funds between cash and investments that results in an operating cash flow change that is directly offset by an investing cash flow change. During the year ended December 31, 2010, restricted cash of $36,701 was shifted to restricted investments that resulted in an operating cash flow source. During the year ended December 31, 2011, restricted investments of $62,298 were shifted to restricted cash that resulted in an operating cash flow use.
MAGELLAN HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED OPERATING RESULTS BY BUSINESS SEGMENT
(In thousands)
|
|
Three Months Ended December 31, |
|
Years Ended December 31, |
| ||||||||||
|
|
2010 |
|
|
2011 (1) |
|
2010 |
|
|
2011 (1) |
| ||||
|
|
(unaudited) |
|
|
(unaudited) |
|
|
|
|
|
| ||||
Net revenue |
|
|
|
|
|
|
|
|
|
|
| ||||
- Commercial |
|
$ |
164,267 |
|
|
$ |
136,694 |
|
$ |
652,221 |
|
|
$ |
561,780 |
|
- Public Sector |
|
360,512 |
|
|
384,755 |
|
1,442,093 |
|
|
1,459,659 |
| ||||
- Radiology Benefits Management |
|
123,006 |
|
|
85,856 |
|
454,105 |
|
|
344,335 |
| ||||
- Specialty Pharmaceutical Management |
|
65,906 |
|
|
82,555 |
|
270,646 |
|
|
295,943 |
| ||||
- Medicaid Administration (2) |
|
54,980 |
|
|
52,831 |
|
176,283 |
|
|
220,453 |
| ||||
- Elimination (2) |
|
(19,461 |
) |
|
(21,227 |
) |
(26,108 |
) |
|
(82,770 |
) | ||||
Total net revenue |
|
749,210 |
|
|
721,464 |
|
2,969,240 |
|
|
2,799,400 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
| ||||
Cost of care |
|
|
|
|
|
|
|
|
|
|
| ||||
- Commercial |
|
99,375 |
|
|
78,240 |
|
365,115 |
|
|
314,178 |
| ||||
- Public Sector (2) |
|
315,847 |
|
|
337,870 |
|
1,246,779 |
|
|
1,271,532 |
| ||||
- Radiology Benefits Management |
|
78,305 |
|
|
47,509 |
|
298,516 |
|
|
205,240 |
| ||||
- Medicaid Administration |
|
17,602 |
|
|
19,135 |
|
23,683 |
|
|
76,544 |
| ||||
- Elimination (2) |
|
(19,461 |
) |
|
(21,227 |
) |
(26,108 |
) |
|
(82,770 |
) | ||||
Total cost of care |
|
491,668 |
|
|
461,527 |
|
1,907,985 |
|
|
1,784,724 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
| ||||
Cost of goods sold - Specialty Pharmaceutical Management |
|
52,492 |
|
|
64,479 |
|
218,630 |
|
|
232,038 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
| ||||
Direct service costs and other operating expenses |
|
|
|
|
|
|
|
|
|
|
| ||||
- Commercial |
|
40,938 |
|
|
39,258 |
|
156,278 |
|
|
152,760 |
| ||||
- Public Sector |
|
17,018 |
|
|
17,024 |
|
67,577 |
|
|
67,227 |
| ||||
- Radiology Benefits Management |
|
20,067 |
|
|
14,401 |
|
67,672 |
|
|
61,681 |
| ||||
- Specialty Pharmaceutical Management |
|
6,831 |
|
|
5,686 |
|
26,368 |
|
|
24,344 |
| ||||
- Medicaid Administration |
|
29,757 |
|
|
25,198 |
|
124,312 |
|
|
103,254 |
| ||||
- Corporate |
|
32,519 |
|
|
34,683 |
|
124,375 |
|
|
120,368 |
| ||||
Total direct service costs and other operating expenses |
|
147,130 |
|
|
136,250 |
|
566,582 |
|
|
529,634 |
| ||||
|
|
|
|
|
|
|
|
|
|
|
| ||||
Stock compensation expense (3) |
|
|
|
|
|
|
|
|
|
|
| ||||
- Commercial |
|
(158 |
) |
|
(162 |
) |
(714 |
) |
|
(839 |
) | ||||
- Public Sector |
|
(160 |
) |
|
(218 |
) |
(714 |
) |
|
(872 |
) | ||||
- Radiology Benefits Management |
|
(362 |
) |
|
(325 |
) |
(1,485 |
) |
|
(1,563 |
) | ||||
- Specialty Pharmaceutical Management |
|
(59 |
) |
|
(54 |
) |
(424 |
) |
|
(693 |
) | ||||
- Medicaid Administration |
|
2 |
|
|
(24 |
) |
(74 |
) |
|
(124 |
) | ||||
- Corporate |
|
(2,535 |
) |
|
(3,227 |
) |
(11,691 |
) |
|
(13,327 |
) | ||||
Total stock compensation expense |
|
(3,272 |
) |
|
(4,010 |
) |
(15,102 |
) |
|
(17,418 |
) | ||||
|
|
|
|
|
|
|
|
|
|
|
| ||||
Segment profit (loss) |
|
|
|
|
|
|
|
|
|
|
| ||||
- Commercial |
|
24,112 |
|
|
19,358 |
|
131,542 |
|
|
95,681 |
| ||||
- Public Sector |
|
27,807 |
|
|
30,079 |
|
128,451 |
|
|
121,772 |
| ||||
- Radiology Benefits Management |
|
24,996 |
|
|
24,271 |
|
89,402 |
|
|
78,977 |
| ||||
- Specialty Pharmaceutical Management |
|
6,642 |
|
|
12,444 |
|
26,072 |
|
|
40,254 |
| ||||
- Medicaid Administration |
|
7,619 |
|
|
8,522 |
|
28,362 |
|
|
40,779 |
| ||||
- Corporate and Elimination |
|
(29,984 |
) |
|
(31,456 |
) |
(112,684 |
) |
|
(107,041 |
) | ||||
Total segment profit |
|
$ |
61,192 |
|
|
$ |
63,218 |
|
$ |
291,145 |
|
|
$ |
270,422 |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||
Reconciliation of segment profit to income before income taxes: |
|
|
|
|
|
|
|
|
|
|
| ||||
Segment profit |
|
$ |
61,192 |
|
|
$ |
63,218 |
|
$ |
291,145 |
|
|
$ |
270,422 |
|
Stock compensation expense |
|
(3,272 |
) |
|
(4,010 |
) |
(15,102 |
) |
|
(17,418 |
) | ||||
Depreciation and amortization |
|
(13,075 |
) |
|
(15,335 |
) |
(54,682 |
) |
|
(58,623 |
) | ||||
Interest expense |
|
(482 |
) |
|
(1,080 |
) |
(2,233 |
) |
|
(2,502 |
) | ||||
Interest income |
|
809 |
|
|
516 |
|
3,275 |
|
|
2,781 |
| ||||
Income before income taxes |
|
$ |
45,172 |
|
|
$ |
43,309 |
|
$ |
222,403 |
|
|
$ |
194,660 |
|
(1) The Companys Annual Report on Form 10-K for the year ended December 31, 2011 will be filed with the SEC on February 28, 2012.
(2) Effective September 1, 2010, Public Sector has subcontracted with Medicaid Administration to provide pharmacy benefits management services on a limited risk basis for one of Public Sectors customers. As such, revenue and cost of care related to this intersegment arrangement are eliminated.
(3) Stock compensation expense is included in direct service costs and other operating expenses; however, this amount is excluded from the computation of segment profit since it is managed on a consolidated basis.