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 27, 2014
AIR METHODS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 000-16079 | 84-0915893 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
7301 South Peoria, Englewood, Colorado | 80112 | |||
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (303) 792-7400
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: | ||
[ ] | 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)) |
SECTION 2
Item 2.02. Results of Operations and Financial Condition.
On February 27, 2014, Air Methods Corporation (the "Company") announced financial results for the quarter and year ended December 31, 2013. A copy of the press release is furnished as Exhibit 99.1 to this Current Report. The information contained in this report, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall information be deemed incorporated by reference in any registration statement, proxy statement, or other report filed under the Securities Act of 1933 or the Securities Exchange Act of 1934, unless the Company specifically incorporates that information into those documents by reference.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibit is filed as part of this report:
99.1 Press Release dated February 27, 2014.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AIR METHODS CORPORATION (Registrant) |
||
February 27, 2014 (Date) |
/s/ TRENT J. CARMAN Trent J. Carman Chief Financial Officer |
EXHIBIT 99.1
DENVER, Feb. 27, 2014 (GLOBE NEWSWIRE) -- Air Methods Corporation (Nasdaq:AIRM), the global leader in air medical transportation, reported financial results for the year and fourth quarter ended December 31, 2013.
For the year, revenue increased 4% to $881.6 million compared to $850.8 million in the prior year. Net income decreased 33% to $62.3 million, or $1.54 per diluted share, in the current year from $93.2 million, or $2.39 per diluted share, in the prior year. Earnings before interest, depreciation and amortization, and income tax expenses (EBITDA) decreased 21% to $202.3 million compared to $257.4 million in the prior year. (See the table at the end of this release for a reconciliation of EBITDA, a non-GAAP measure, to net income, a GAAP measure.)
For the fourth quarter, revenue increased 3% to $223.8 million as compared with $216.2 million during the prior-year period. Net income decreased 38% to $13.3 million, or $0.29 per diluted share, compared to net income of $21.4 million, or $0.55 per diluted share, in the prior-year period. EBITDA decreased 22% to $47.1 million compared to $60.0 million in the prior-year quarter.
The 2013 fourth quarter includes $2.4 million in pre-tax charges associated with severance for certain terminated employees, reserves for pending legal matters, impairment/disposition losses on aircraft and certain intangible assets, and transaction costs associated with acquisition activities.
Basic and diluted earnings per share for the quarter and year ended December 31, 2013 were reduced by $0.05 for the impact of an equity put option related to one of our redeemable non-controlling interests in one of our consolidated subsidiaries. The equity put option allows the non-controlling interest party to sell its ownership interest in a joint venture to the Company at a future date for a minimum pre-established amount. While net income on the consolidated statement of comprehensive income was not reduced by the amount of this equity put option, earnings per share are required to be calculated after reducing net income by the amount of the equity put option.
On December 13, 2013, via a newly formed subsidiary Blue Hawaiian Holdings, LLC, the Company acquired 100% of the membership interests of Helicopter Consultants of Maui, LLC (doing business as Blue Hawaiian Helicopters) and certain of its affiliates (collectively, BHH). The former owners of BHH hold a 10% ownership interest in Blue Hawaiian Holdings, LLC, which the Company can redeem at any time for a price based on BHH's current operating results. On December 31, 2012, the Company acquired all of the outstanding common stock of Sundance Helicopters, Inc. and all of the aircraft owned by two affiliated entities (collectively, Sundance). The results of operations for the year and quarter ended December 31, 2013 include the operations of Sundance and of BHH from the date of acquisition.
Fourth Quarter Highlights
Net patient transport revenue increased less than 1% to $153.3 million from $152.9 million in the prior-year quarter. Net revenue per patient transport increased 2% to $11,686 from $11,448 in the prior-year quarter. Total patient transports from community-based locations decreased 3% to 12,881 from 13,334. Patient transports from community-based locations open greater than one year (Same-Base Transports) decreased 789 transports, as compared with the prior-year quarter. Weather cancellations for these same-base locations increased by 84 transports compared with the prior-year quarter. Air medical services contract revenue decreased by 18% to $45.8 million from $56.1 million.
Maintenance expense (excluding tour operations) for the fourth quarter of 2013 compared to the prior-year period decreased by 13%, or $3.7 million, while flight volume decreased by 9%. Fuel costs (excluding tour operations) remained unchanged at $6.5 million compared with the prior-year quarter.
Revenue and divisional net income from tour operations were $14.2 million and $1.3 million, respectively, for the quarter ended December 31, 2013.
Revenue from our United Rotorcraft Division, excluding revenue generated from internal projects, increased to $9.3 million from $5.6 million in the prior-year quarter, a 66% increase. Excluding internal projects, the division generated a net loss of $1.0 million in the current-year quarter compared to net loss of $0.6 million in the prior-year quarter.
The Company also provided an update on preliminary January 2014 flight volume and net revenue per patient transport. Total community-based transports during January 2014 were 4,479 compared with 3,989 during January 2013, reflecting a 12% increase. Same-Base Transports for January increased 317 transports, or 8%, while weather cancellations for these same bases decreased by 362 transports. Preliminary net revenue per patient transport during January 2014 increased to $11,235 compared with $10,168 during January 2013, an 11% increase. The Company also announced that community-based transports for February to-date reflect a 4% increase, despite a 2% increase in weather cancellations.
Aaron Todd, Chief Executive Officer, stated, "We are pleased to see a return to growth in our community-based transports year-to-date in 2014, while also realizing healthy growth in net revenue per patient transport in January. With 2013 reflecting the first year of our diversification into tour operations, we are especially pleased to have generated accretive results with segment net income of $6.3 million on revenue of $56.6 million. We anticipate that our recent acquisition of Blue Hawaiian Helicopters will further supplement this accretion in 2014."
The Company will discuss these results in a conference call scheduled today at 4:15 p.m. Eastern. Interested parties can access the call by dialing (855) 601-0049 (domestic) or (720) 398-0100 (international) or by accessing the web cast at www.airmethods.com. A replay of the call will be available at (855) 859-2056 (domestic) or (404) 537-3406 (international), access number 53212166, for 3 days following the call and the web cast can be accessed at www.airmethods.com for 30 days.
Air Methods Corporation (www.airmethods.com) is the global leader in air medical transportation. The Air Medical Services Division is the largest provider of air medical transport services in the United States. The United Rotorcraft Division specializes in the design and manufacture of aeromedical and aerospace technology. The Tourism Division is comprised of Sundance Helicopters, Inc. and Blue Hawaiian Helicopters, which provides helicopter tours and charter flights in the Las Vegas/Grand Canyon region and Hawaii, respectively. Air Methods' fleet of owned, leased or maintained aircraft features over 400 helicopters and fixed wing aircraft.
Forward Looking Statements: Forward-looking statements in this news release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements in this press release that are "forward-looking statements", including statements we make with regard to anticipated results from the acquisition of Blue Hawaiian Helicopters and the Company's preliminary January and February 2014 operational and financial results, including those related to (i) total community-based patient transports, (ii) same base transports, (iii) weather cancellations, and (iv) net revenue per patient transport, are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors, including but not limited to, the size, structure and growth of the Company's air medical services, United Rotorcraft Division and Tourism Division; the collection rates for patient transports; the continuation and/or renewal of air medical service contracts; weather conditions across the U.S.; development and changes in laws and regulations, including, without limitation, the impact of the Patient Protection and Affordable Care Act; increased regulation of the health care and aviation industry through legislative action and revised rules and standards; and other matters set forth in the Company's filings with the SEC. The Company is under no obligation (and expressly disclaims any obligation) to update or alter its forward-looking statements, whether as a result of new information, future events or otherwise.
About Non-GAAP Financial Information: This press release discusses EBITDA, which is not calculated in conformity with U.S. Generally Accepted Accounting Principles (GAAP). The Company defines EBITDA as earnings before interest, income taxes, depreciation, amortization and gain or loss on disposition of assets. A table is provided in this press release to reconcile such non-GAAP financial measure to net income, which is the most directly comparable financial measure prepared in accordance with GAAP. Such table below includes all information reasonably available to the Company at the date of this press release and adjustments that the Company can reasonably predict. Events that could cause the reconciliation to change include, but are not limited to, acquisitions and divestitures of businesses and goodwill and other asset impairments.
To supplement the Company's consolidated financial statements presented on a GAAP basis, management believes that this non-GAAP measure provides useful information about the Company's core operating results and thus is appropriate to enhance the overall understanding of the Company's past financial performance and its prospects for the future. Management believes the additions and subtractions from net income used to calculate EBITDA reflect the measurements that its bank creditors and third party stock analysts use in evaluating the Company. These adjustments to the Company's GAAP results are made with the intent of providing both management and investors a more complete understanding of the Company's underlying operational results and trends and performance. Management uses this non-GAAP measure to evaluate the Company's financial results. The presentation of non-GAAP measures is not meant to be considered in isolation or as a substitute for or superior to financial results determined in accordance with GAAP.
Please contact Christina Brodsly at (303) 256-4122 to be included on the Company's e-mail distribution list.
– FINANCIAL STATEMENTS ATTACHED –
AIR METHODS CORPORATION AND SUBSIDIARIES | ||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
(Amounts in thousands) | ||
(unaudited) | ||
December 31, 2013 | December 31, 2012 | |
ASSETS | ||
Current assets: | ||
Cash and cash equivalents | $ 9,862 | $ 3,818 |
Trade receivables, net | 237,856 | 232,929 |
Other current assets | 92,832 | 70,058 |
Total current assets | 340,550 | 306,805 |
Net property and equipment | 664,842 | 597,238 |
Other assets, net | 247,149 | 214,820 |
Total assets | $ 1,252,541 | $ 1,118,863 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Current liabilities: | ||
Notes payable related to aircraft pending long-term financing | $ 2,616 | $ 3,570 |
Current portion of indebtedness | 68,531 | 63,139 |
Accounts payable, accrued expenses and other | 91,171 | 76,743 |
Total current liabilities | 162,318 | 143,452 |
Long-term indebtedness | 608,287 | 581,019 |
Other non-current liabilities | 105,864 | 94,782 |
Total liabilities | 876,469 | 819,253 |
Redeemable non-controlling interests | 8,113 | - |
Total stockholders' equity | 367,959 | 299,610 |
Total liabilities and stockholders' equity | $ 1,252,541 | $ 1,118,863 |
AIR METHODS CORPORATION AND SUBSIDIARIES | ||||
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
(Amounts in thousands, except share and per share amounts) | ||||
(unaudited) | ||||
Quarter Ended December 31, |
Year Ended December 31, |
|||
2013 | 2012 | 2013 | 2012 | |
Revenue: | ||||
Patient transport revenue, net | $ 153,331 | 152,853 | 587,899 | 590,718 |
Air medical services contract revenue | 45,769 | 56,102 | 204,512 | 224,956 |
Tourism revenue | 14,206 | - | 56,591 | - |
Product operations | 9,279 | 5,594 | 24,305 | 28,832 |
Other | 1,197 | 1,679 | 8,294 | 6,306 |
Total revenue | 223,782 | 216,228 | 881,601 | 850,812 |
Expenses: | ||||
Operating expenses | 146,866 | 130,449 | 568,230 | 500,632 |
General and administrative | 30,455 | 26,913 | 113,035 | 97,324 |
Depreciation and amortization | 19,865 | 20,064 | 79,655 | 82,524 |
197,186 | 177,426 | 760,920 | 680,480 | |
Operating income | 26,596 | 38,802 | 120,681 | 170,332 |
Interest expense | (5,154) | (4,764) | (20,323) | (20,651) |
Other, net | 172 | 624 | 1,136 | 3,263 |
Income before income taxes | 21,614 | 34,662 | 101,494 | 152,944 |
Income tax expense | (8,610) | (13,241) | (39,425) | (59,792) |
Net income | 13,004 | 21,421 | 62,069 | 93,152 |
Loss attributable to redeemable non-controlling interests | (270) | - | (270) | - |
Net income attributable to Air Methods Corporation and subsidiaries | $ 13,274 | 21,421 | 62,339 | 93,152 |
Income per common share: | ||||
Basic | $ 0.29 | 0.55 | 1.55 | 2.41 |
Diluted | $ 0.29 | 0.55 | 1.54 | 2.39 |
Weighted average common shares outstanding: | ||||
Basic | 39,042,683 | 38,721,452 | 38,923,206 | 38,594,286 |
Diluted | 39,273,193 | 39,064,823 | 39,210,392 | 39,044,468 |
AIR METHODS CORPORATION AND SUBSIDIARIES | ||||
RECONCILIATION OF NET INCOME TO EBITDA | ||||
(Amounts in thousands) | ||||
(unaudited) | ||||
Quarter Ended December 31, |
Year Ended December 31, |
|||
2013 | 2012 | 2013 | 2012 | |
Net income attributable to Air Methods Corporation and subsidiaries | $ 13,274 | 21,421 | 62,339 | 93,152 |
Interest expense | 5,154 | 4,764 | 20,323 | 20,651 |
Income tax expense | 8,610 | 13,241 | 39,425 | 59,792 |
Depreciation and amortization | 19,865 | 20,064 | 79,655 | 82,524 |
Loss on disposition of assets, net | 193 | 555 | 519 | 1,329 |
EBITDA | $ 47,096 | 60,045 | 202,261 | 257,448 |
CONTACT: Trent J. Carman, Chief Financial Officer, (303) 792-7591