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): November 29, 2011
UNIVERSAL HOSPITAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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000-20086 |
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41-0760940 |
(State or other jurisdiction of |
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(Commission |
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(IRS Employer |
incorporation or organization) |
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File Number) |
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Identification No.) |
7700 France Avenue South, Suite 275
Edina, Minnesota 55435-5228
(Address of principal executive offices)
(Zip Code)
952-893-3200
(Registrants 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:
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 7.01 REGULATION FD DISCLOSURE
On November 30, 2011, Universal Hospital Services, Inc. is scheduled to present at the Bank of America Merrill Lynch Leveraged Finance Conference in Orlando, FL.
Attached as Exhibit 99.1 to this report, and incorporated herein by reference, is a copy of the slide presentation to be made during the above noted conference to discuss Universal Hospital Services, Inc.s overall business strategy and financial results for the quarter and nine months ended September 30, 2011.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
99.1 Slides to be presented during Universal Hospital Services, Inc.s presentation at the Bank of America Merrill Lynch Leveraged Finance Conference in Orlando, FL
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Universal Hospital Services, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 29, 2011 |
UNIVERSAL HOSPITAL SERVICES, INC. | ||
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By: |
/s/ Rex T. Clevenger |
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Rex T. Clevenger | |
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Executive Vice President and | |
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Chief Financial Officer |
Exhibit 99.1
Universal Hospital Services, Inc. Investor Presentation 2011 Fourth Quarter |
2 Forward Looking Statements Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Universal Hospital Services, Inc. believes statements in this presentation looking forward in time involve risks and uncertainties based on managements current views and assumptions. Actual events may differ materially. Please refer to the cautionary statement regarding forward-looking statements and risk factors that appear in the Companys Annual Report on Form 10-K for the year ended December 31, 2010, and other filings with the SEC, which can be accessed at www.UHS.com under Financials. This presentation contains non-GAAP measures as defined by SEC rules. Reconciliations of these measures to the most directly comparable GAAP measures are contained in the appendix. |
3 Wave of baby boomers will increase healthcare volumes Challenging economics for State & Federal Governments Increasing costly and complex technology is difficult to make work in the care setting We make it work for Healthcare! UHS Is at the Center of Solutions for Todays Healthcare Challenges Demand for accountable, measurable and better outcomes Accountable Care UHS brings People, Process & Technology to bear to: |
4 UHS is a Leading Provider of Medical Equipment Lifecycle Based Solutions Seattle Spokane Portland Sacramento Oakland San Francisco Fresno Las Vegas Pasadena San Bernardino Anaheim San Diego Phoenix Tucson Albuquerque Salt Lake City Denver Lubbock Midland Dallas Bryan Austin San Antonio Houston New Orleans Shreveport Jackson Birmingham Mobile Little Rock Oklahoma City Tulsa Wichita Kansas City St. Louis Springfield Memphis Nashville Knoxville Atlanta Jacksonville Orlando Tampa West Palm Beach Ft. Lauderdale West Columbia Charlotte Raleigh Louisville Norfolk Richmond Charleston Cincinnati Columbus Indianapolis Bloomington Iowa City Omaha Sioux Falls Fargo Duluth Minneapolis Rochester Rockford Madison Green Bay Milwaukee Marquette Grand Rapids Chicago Detroit Toledo Pittsburgh Cleveland Rochester Boston Hartford Long Island Philadelphia Baltimore / Washington DC Lancaster Honolulu District Office District Office and Center of Excellence Center of Excellence McAllen >80 offices serving >8,600 Customers No direct Medicare / Medicaid reimbursement risk Medical Equipment Fleet of >0.5 million Units Owned or Managed Nationwide Footprint Solutions |
5 Gateway Solutions Satisfy Peak Need and Fast Response Needs Rental 10% Owned Equipment 90% Winter Spring Summer Fall Hospital Equipment Needs Peak Need Rental BioMed Services Gateway Solutions also Serve as the Springboard for Other Offerings |
6 UHS is Full Time Resident in the Hospital in Comprehensive Solutions Rental 10% Owned Equipment 90% Winter Spring Summer Fall Hospital Equipment Needs Asset360TM BioMed360TM Multi-billion $ Addressable Market |
7 Asset360 Pump Efficiency Program Operations Inefficiencies Stranded Capital Current Scenario Asset360 Economic Savings Caregiver Improvements Caregiver Satisfaction Patient Outcomes Costs & Revenue Alignment Operations Improvements Caregiver Issues Wasted time (45 min. per Nurse per shift) Infection control violations Hoarding Fixed Costs, Variable Revenue Equipment Ownership Costs Revenue & Patient Census Hoarding Low equipment utilization Lost & broken equipment No dedicated process Equipment Rental Costs Revenue & Patient Census Pay-per-use Variable Costs Lost Equipment Improved Utilization Typical Utilization 35% 70% Typical Utilization 35% 70% After Asset360 Cash Infusion / Capital Avoidance Income Impact Over 5 Years Neutral to Positive |
8 Comprehensive Programs Are More Deeply Penetrated with the Customer and a Channel for Pull-Through Opportunities Peak Need Outsourcing Asset360TM BioMed360TM Average Revenue per Customer ~$20,000 >$800,000 ~$150,000 Wound Therapy Services Patient Handling Rental Agreements Equipment Upgrades Pull-Through Opportunities |
9 Gateway & Comprehensive Solutions Establish Credibility to Bring Vertical Solutions Negative Pressure Wound Therapy ~$500 million Market Patient Handling (Beds/Surfaces) >$800 million Market Asset360TM BioMed360TM Peak Need Rental BioMed Services Gateway Solutions Vertical Solutions Comprehensive Solutions Acquisition Opportunities Tremendous Capacity for More Verticals Via UHSs Established Infrastructure and ~ 8,600 Customers! Surgical Equipment ~$200 million Market Established Multi-billion $ markets New Multi-billion $ markets 9 |
10 Negative Pressure Wound Therapy Negative Pressure Wound Therapy ~$500 million Market Asset360TM BioMed360TM Peak Need Rental BioMed Services Gateway Solutions Vertical Solutions Comprehensive Solutions Established Multi-billion $ markets New Multi-billion $ markets Market is evolving with new entrants and new business models Market has a high service need and UHS remains optimistic that we will continue to bring value as the market evolves Relationship with Smith & Nephew continues through contract expiration in October 2012 10 |
11 Emergent provides laser equipment rental, technician and / or disposable product to ~800 hospitals and surgery centers Growth Through Vertical Product Extension UHS Acquired Emergent on April 1, 2011 Transaction Overview Expands UHSs presence in the operating room Leverages Emergents offerings into UHS national footprint Key Benefits to UHS Emergent market presence |
12 2011 Performance & Outlook |
13 UHS continues to Build Customers Despite the Economy Total Outsourcing Customers 3,000 4,000 5,000 6,000 7,000 8,000 9,000 10,000 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 2004 2005 2006 2007 2008 2009 2010 2011 Customer Count |
14 2011 Outlook Growth in asset management, patient handling and surgical services offset headwinds noted below Headwinds: Economy Hospital census & expense control Weak hospital admissions Health Care Reform uncertainties Bottom Line: UHS continues to drive growth despite the messy economic conditions! Forecasted Adj. EBITDA Growth Fiscal 2011 > 6% Refer to appendix for reconciliation of Adjusted EBITDA to Cash Flows from Operations |
Additional Commitment = ~ $7 $195 Bank Line (as of September 30th) Proforma Available Liquidity = ~ $182 Used = ~ $4 Liquidity Profile Remains Solid ($ millions) Borrowing Base = $188 (Includes LOCs of $4) Excludes capital lease maturities Available Liquidity = ~ $184 Cash on Hand at 9/30/2011 $13.1M 15 Debt Maturities $- $100 $200 $300 $400 $500 $600 $700 2010 2011 2012 2013 2014 2015 $195 Revolver |
Leverage Trend Refer to Appendix for reconciliation of Adjusted EBIDTA to Cash Flow from Operations Note that our calculations include accrued interest for conservatism 16 Total Net Debt and Accrued Interest / LTM Adjusted EBITDA 2.5 3.0 3.5 4.0 4.5 5.0 5.5 6.0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Recap Recap Proforma for Equity Payout |
17 2009 2010 2011 E Adjusted EBITDA $108 $121.6 Low to Mid $130s (Including LTM proforma effect of Emergent and Rental Equipment acquisitions) Accrual CAPEX $51 $85 ~ $80 Year-end Leverage 4.8x 4.3x ~ 5.0x (Including the Emergent and Rental Equipment acquisitions, and absent further acquisitions) Guidance for 2011 Remains Unchanged ($ in Millions) |
Outlook: UHS Expects Another Solid Growth Year in 2011 Refer to appendix for reconciliation of Adjusted EBITDA to Cash Flows from Operations $175 million Notes Issuance in June ensures adequate liquidity for growth 18 Adj. EBITDA $0 $20,000 $40,000 $60,000 $80,000 $100,000 $120,000 $140,000 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011E |
Leverage EBITDA Reconciliation: 1998 LTM Q3 2011 Consolidating Reconciliations Other Reconciliations Appendix Adjusted EBITDA Reconciliation. Adjusted EBITDA is defined by UHS as Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), before management, board and strategic fees, stock option expense, ASC 805 impact, loss on extinguishment of debt, transaction and related costs and other. In addition to using Adjusted EBITDA internally as a measure of operational performance, we disclose Adjusted EBITDA externally to assist analysts, investors and lenders in their comparisons of operational performance, valuation and debt capacity across companies with differing capital, tax and legal structures. Management also understands that some industry analysts and investors consider Adjusted EBITDA as a supplementary non-GAAP financial measure useful in analyzing a companys ability to service debt. Adjusted EBITDA, however, is not a measure of financial performance under Generally Accepted Accounting Principals (GAAP) and should not be considered as an alternative to, or more meaningful than, net income as a measure of operating performance or to cash flows from operating, investing or financing activities or as a measure of liquidity. Since Adjusted EBITDA is not a measure determined in accordance with GAAP and is thus susceptible to varying interpretations and calculations, Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA does not represent an amount of funds that is available for managements discretionary use. A reconciliation of operating cash flows to EBITDA and Adjusted EBITDA is included below. 19 |
Leverage Note that our calculations include accrued interest for conservatism * Refer to EBITDA Reconciliation on later slide for the Proforma calculations 20 12/31/2010 9/30/2011 Floating Rate Notes 230.0 $ 230.0 $ PIK Toggle Notes 230.0 405.0 Unamortized Bond Premium - 3.7 Bank Line 52.9 - Consolidated Capital Leases 12.1 15.8 Total Debt 525.0 $ 654.5 $ Less: Cash 9/30/11 - (13.1) Add: Accrued Interest 3.6 18.7 Net Debt 528.6 $ 660.1 $ Consolidated LTM Adj EBITDA 121.6 $ 136.5 $ * Leverage 4.3 4.8 UHS Debt Structure ($ in millions) |
LTM $ in Millions 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Q3 Net Cash provided by Operating Activities $9.7 $15.2 $28.2 $31.7 $40.2 $16.0 $38.0 $44.0 $48.9 $29.8 $56.2 $56.0 $76.2 $63.6 Changes in Operating Assets and Liabilities 1.4 3.7 (3.5) 0.4 4.1 7.9 2.2 2.3 0.7 6.7 3.6 6.2 (2.1) 3.4 Other and Non-Cash Expenses 0.9 0.7 (2.3) (3.7) (11.7) (7.9) (3.4) (3.3) (4.1) (28.5) 6.5 6.3 (11.5) 3.6 Income Tax Expense (1.1) (1.7) 0.1 0.1 0.1 0.3 1.2 0.8 0.6 (9.7) (15.4) (11.5) 1.7 (3.6) Interest Expense 11.2 18.0 20.7 19.6 18.1 20.2 30.5 31.1 31.6 40.2 46.9 46.5 46.5 51.0 EBITDA 22.1 35.9 43.2 48.1 50.8 36.5 68.5 75.0 77.7 38.5 97.8 103.5 110.8 118.0 Recapitalization, company sale, stock compensation and severence expenses 5.1 - - 1.6 10.1 14.4 - - - 27.2 - - - - Terminated IPO Expenses - - - 1.2 - - - - - - - - - - Loss on extinguishment of debt - - - - - 13.3 - - - 23.4 - - - - Financing and Reorganization Charges $5.1 $- $- $2.8 $10.1 $27.7 $- $- $- $50.6 $- $- $- $- Management, Board & Strategic Fees - - 0.3 0.4 0.3 0.3 0.7 0.8 1.6 1.0 1.3 1.3 2.4 6.2 Other 2.9 - - - - - - - - (0.7) 0.1 - - - Stock Option Expense - - - - - - - - 1.7 3.7 2.5 1.3 7.3 5.5 ASC 805 Impact - - - - - - - - - 2.4 2.3 2.0 1.1 1.4 Adjusted EBITDA 30.1 35.9 43.5 51.3 61.2 64.5 69.2 75.8 80.9 95.5 104.0 108.1 121.6 131.1 Emergent LTM Proforma EBITDA 6 mos 4.3 Rental Equipment Acquisition LTM Proforma EBITDA 8 mos 1.1 Proforma Adjusted EBITDA $136.5 Total Revenue $69.4 $92.2 $106.0 $125.6 $153.8 $171.0 $199.6 $215.9 $225.1 $264.0 $289.1 $297.2 $317.4 $353.7 Total Debt & Accrued Int, Less Cash & Investments $153.8 $192.4 $199.0 $209.2 $205.8 $276.7 $301.9 $305.0 $315.0 $501.1 $521.7 $522.3 $528.6 $660.1 Leverage (Total Net Debt & Accrued Interest Less Cash & Investments/ LTM adj EBITDA) 5.1 5.4 4.6 4.1 3.4 4.3 4.4 4.0 3.9 5.2 5.0 4.8 4.3 4.8 21 |
$ in Millions Consolidated Q3 2011 Consolidated YTD 2011 Consolidated LTM 2011 Actual: UHS PRI Total UHS PRI Total UHS PRI Total Cash Gross Margin $47.1 $4.1 $51.2 $141.7 $8.0 $149.7 $191.3 $8.0 $199.3 Depreciation - Historical (17.6) (0.6) (18.2) $(49.8) (1.2) (51.0) (65.9) (1.2) (67.1) Gross Margin Pre ASC 805 29.5 3.5 33.0 91.9 6.8 98.7 125.4 6.8 132.2 Adj Cash SGA 14.8 1.3 16.1 48.2 2.7 50.9 65.2 2.8 68.0 Non Controlling Interest in LLC's - 0.2 0.2 - 0.2 0.2 - 0.2 0.2 EBITDA per GAAP 30.1 2.0 32.1 84.5 4.0 88.5 114.0 4.0 118.0 Option Expense 1.1 - 1.1 3.3 - 3.3 5.5 - 5.5 Other ASC 805 Impact - - - 1.1 - 1.1 1.4 - 1.4 Board and Strategic Expenses 1.1 0.6 1.7 4.7 1.0 5.7 5.2 1.0 6.2 Adjusted EBITDA 32.3 2.6 34.9 93.6 5.0 98.6 126.1 5.0 131.1 Emergent Acquisition purchased on 4/1/2011 4.3 4.3 * Rental Equipment Acquisition purchased on 6/1/2011 1.1 1.1 ** Proforma Adjusted EBITDA $127.2 $9.3 $136.5 * Proforma adjustments include the 6 months prior to the 4/1 acquisition ** Proforma adjustments include the 8 months prior to the 6/1 acquisition 22 |
ACCRUAL CAPEX RECONCILIATION LTM Q3 $ in Millions 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Cash used in Investing Activities $31.5 $41.5 $39.0 $36.8 $65.2 $40.6 $51.7 $418.9 $71.4 $50.6 $74.2 $144.8 - Acquisitions - (7.8) - (1.9) (15.1) (1.1) - (349.7) - - - (65.0) - / + Other 0.1 (0.3) (0.2) (0.2) - - - 1.4 - 1.5 3.3 - - ME in A/P prior period (3.0) (3.0) (5.9) (6.0) (10.5) (3.8) (5.8) (7.4) (9.0) (5.7) (4.7) (5.8) + ME in A/P current period 3.0 5.9 6.0 10.5 3.8 5.8 7.4 9.0 5.7 4.7 11.8 13.1 Accrual CAPEX $31.6 $36.3 $38.9 $39.2 $43.4 $41.5 $53.3 $72.2 $68.1 $51.1 $84.6 $87.1 ACQUISITIONS Certain Intellamed Assets $- $- $- $- $- $- $- $(14.6) $- $- $- $- UHS by Parent - - - - - - - (335.1) - - - - Emergent, net of cash received - - - - - - - - - - - (58.5) * Other - (7.8) - (1.9) (15.1) (1.1) - - - - - (6.5) Total Acquisitions $- $(7.8) $- $(1.9) $(15.1) $(1.1) $- $(349.7) $- $- $- $(65.0) * Net of $1.5 cash received and excludes the assumption of $4.8in capital leases and $2.0 of transaction costs. Other Reconciliation 23 |
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