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): July 31, 2014
ADDUS HOMECARE CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-34504 | 20-5340172 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
| 2300 Warrenville Road, Downers Grove, Illinois |
60515 | |
| (Address of principal executive offices) | (Zip Code) |
(630) 296-3400
(Registrant’s telephone number, including area code)
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)) |
Item 2.02. Results of Operations and Financial Condition
On July 31, 2014, Addus HomeCare Corporation issued a press release announcing its earnings for the fiscal quarter ended June 30, 2014. A copy of the press release is furnished as Exhibit 99.1 to this report.
In accordance with General Instruction B.2 of Form 8-K, the information in this Current Report on Form 8-K, including the exhibit, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities 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:
| Exhibit No. |
Description | |
| 99.1 | Press release of Addus HomeCare Corporation dated July 31, 2014. | |
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.
| ADDUS HOMECARE CORPORATION | ||||||
| Dated: July 31, 2014 | By: | /s/ Dennis Meulemans | ||||
| Name: | Dennis Meulemans | |||||
| Title: | Chief Financial Officer | |||||
Exhibit Index
| Exhibit No. |
Description | |
| 99.1 | Press release of Addus HomeCare Corporation dated July 31, 2014. | |
Exhibit 99.1
Investor Contact:
Dennis Meulemans
Chief Financial Officer
Phone: (630)-296-3400
Email: DMeulemans@addus.com
Addus HomeCare Reports Second Quarter 2014 Results
Second Quarter Financial Highlights
| • | 17.1% increase in revenue over prior year quarter with total net service revenues of $77.0 million |
| • | Net income of $2.7 million, or $0.25 per diluted share |
| • | Acquisition of Aid & Assist in Tennessee positions Addus in key managed care state |
Downers Grove, IL, July 31, 2014—Addus HomeCare Corporation (Nasdaq: ADUS), a comprehensive provider of home and community based services which are primarily social in nature and are provided in the home, focused on the dual eligible population, announced today its financial results for the second quarter ended June 30, 2014.
Second Quarter Review
Total net service revenues from continuing operations for the second quarter of 2014 were $77.0 million, a 17.1% increase compared to $65.8 million in the prior year quarter. Same store sales accounted for 6.7% increase with 10.4% generated by recently completed acquisitions. Net income from continuing operations was $2.7 million, or $0.25 per diluted share, compared to $0.24 per diluted share in 2013. Acquisitions contributed $245K of net income or $0.02 per diluted share.
Mark Heaney, President and Chief Executive Officer of Addus HomeCare, stated: “We are pleased with our performance for the quarter. Revenue growth, both for our same stores and for our new acquisitions remains strong, driven by an 8.7% increase in average census in the quarter in our same stores.”
Mr. Heaney also said, “We welcome the employees of Aid & Assist who give us a stronger presence in Tennessee, a key managed care state. Our first month of ownership has been very positive. The next step in the integration process is to merge our existing business into Aid for improved efficiency and effectiveness.”
Heaney continued “Focusing on the needs of our growing managed care payors continues to be a strategic focus of the organization. Our pilot programs with Aetna and Centene are progressing well and we are seeing increased census from these important projects. Based on projections from the State of Illinois, we anticipate between 20% to 30% of our Illinois caseload will transition to managed care in September.”
Same store average census grew 8.7%. Acquired census added an additional 7.9% for total census growth of 16.6% compared to the prior year quarter. Billable hours per business day increased 20.9%, offset by a slight decline in average revenues per billable hour.
Four consistently underperforming offices were closed in the quarter. These offices, located in New Jersey and Washington represented approximately $2.6 million in annualized revenues.
General and administrative expenses include $536K of one time M&A expense which reduced earnings by $0.03 per diluted share.
The estimated increase in Work Opportunity Tax Credits to be awarded in 2014 reduced our effective tax rate for the quarter to 30.9%, with an estimated overall rate for 2014 of 32.8%. This increased earnings by an estimated $0.02 per diluted share. Proforma earnings per share were $0.26 per diluted share after taking into effect M&A expenses and the change in our effective tax rate.
Net income from continuing operations increased 5.7% to $2.7 million. Adjusted EBITDA increased 27.8% in the quarter to $5.9 million.
Cash flow for the quarter was positive with $14.3 million provided by operating activities, driven by solid operational performance and substantial payments on accounts receivable from the State of Illinois. The Company ended the quarter with $19.5 million in cash and $40 million available under its revolving line of credit.
Six Month Review
Total net service revenues for the six months ended June 30, 2014 were $148.6 million, a 15.5% increase compared to $128.8 million in the same prior year period.
Net income from continuing operations for the six months ended June 30, 2014 was $5.1 million, or $0.46 per diluted share, compared to $5.3 million or $0.48 per diluted share, in the prior year period. This decline in earnings was due to the M&A expenses noted above and an increase in depreciation and amortization expenses related primarily to acquisitions, which reduced earnings by an additional $0.03 per diluted share.
2013 results were favorably affected by substantially lower effective tax rates in 2013 than experienced in 2014 (32.8% in 2014 vs. 28.5% in 2013). The net effect of the lower tax rates in 2013 was to increase earnings in that year by $0.03 per diluted share. Proforma earnings per diluted share would have been $0.49 per diluted share in 2014 after taking into effect M&A expenses noted above, compared to proforma adjusted earnings per diluted share of $0.45 in 2013 after normalizing for the lower tax rate experienced in that year, representing a 8.9% increase over 2013 results.
Adjusted EBITDA for the six months ended June 30, 2014 increased 14.9% to $10.4 million. Cash flow for the six month period ended June 30, 2014 was positive with $16.9 million provided by operating activities.
Non-GAAP Financial Measures
The information provided in this release includes Adjusted EBITDA, a non-GAAP financial measure, which the Company defines as earnings before discontinued operations, interest expense, taxes, depreciation, amortization, M&A expense and stock-based compensation expense. The Company has provided, in the financial statement tables included in this press release, a reconciliation of Adjusted EBITDA to net income, the most directly comparable GAAP measure. Management believes that Adjusted EBITDA is useful to investors, management and others in evaluating the Company’s operating performance, to provide investors with insight and consistency in the Company’s financial reporting and to present a basis for comparison of the Company’s business operations among periods, and to facilitate comparison with the results of the Company’s peers.
Conference Call
Addus will report its 2014 second quarter results on Thursday, July 31, 2014. Management will conduct a conference call to discuss its results at 5:00 p.m. Eastern time on July 31, 2014. The toll-free dial-in number is (866) 318-8618, international dial-in number is (617) 399-5137, with the passcode: 27134714. A telephonic replay of the conference call will be available through midnight on August 7, 2014, by dialing (888) 286-8010, international dial-in number is (617) 801-6888 and entering the passcode: 27510159.
A live broadcast of Addus HomeCare’s conference call will be available under the Investor Relations section of the Company’s website: www.addus.com. An online replay of the conference call will also be available on the Company’s website for one month, beginning approximately three hours following the conclusion of the live broadcast.
About Addus
Addus is a comprehensive provider of home and community based services which are primarily social in nature and are provided in the home, focused on the dual eligible population. Addus’ services include personal care and assistance with activities of daily living, and adult day care. Addus’ consumers are individuals who are at risk of hospitalization or institutionalization, such as the elderly, chronically ill and disabled. Addus’ payor clients include federal, state and local governmental agencies, commercial insurers and private individuals. For more information, please visit www.addus.com.
Forward-Looking Statements
Certain matters discussed in this press release constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may be identified by words such as “continue,” “expect,” and similar expressions. Forward-looking statements involve a number of risks and uncertainties that may cause actual results to differ materially from those expressed or implied by such forward-looking statements, including the anticipated transition to managed care providers, expected benefits and costs of acquisitions and dispositions, management plans related to dispositions, the possibility that expected benefits may not materialize as expected, the failure of the business to perform as expected, changes in reimbursement, changes in government regulations, changes in Addus HomeCare’s relationships with referral sources, increased competition for Addus HomeCare’s services, changes in the interpretation of government regulations, the uncertainty regarding the outcome of discussions with managed care organizations, changes in tax rates, the impact of adverse weather, and other risks set forth in the Risk Factors section in Addus HomeCare’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 17, 2014, and in Addus HomeCare’s Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 7, 2014, each of which is available at http://www.sec.gov. Addus HomeCare undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. (Unaudited tables and notes follow).
# # #
ADDUS HOMECARE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Income and Cash Flow Information
(amounts and shares in thousands, except per share data)
(Unaudited)
| For the Three Months Ended June 30 | ||||||||||||||||
| Same Store | Acquisitions | Total | ||||||||||||||
| 2014 | 2013 | |||||||||||||||
| Income Statement Information: |
||||||||||||||||
| Net service revenues |
$ | 70,158 | $ | 6,807 | $ | 76,965 | $ | 65,755 | ||||||||
| Cost of service revenues |
51,604 | 4,781 | 56,385 | 49,142 | ||||||||||||
|
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|
|||||||||
| Gross profit |
18,554 | 2,026 | 20,580 | 16,613 | ||||||||||||
| 26.4 | % | 29.8 | % | 26.7 | % | 25.3 | % | |||||||||
| General and administrative expenses |
13,743 | 1,656 | 15,399 | 12,092 | ||||||||||||
| Depreciation and amortization |
1,068 | 15 | 1,083 | 541 | ||||||||||||
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| Total operating expenses |
14,811 | 1,671 | 16,482 | 12,633 | ||||||||||||
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|
|||||||||
| Operating income from continuing operations |
3,743 | 355 | 4,098 | 3,980 | ||||||||||||
| Total interest expense, net |
151 | — | 151 | 142 | ||||||||||||
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|||||||||
| Income from continuing operations before taxes |
3,592 | 355 | 3,947 | 3,838 | ||||||||||||
| Income tax expense |
1,108 | 110 | 1,218 | 1,256 | ||||||||||||
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| Net income from continuing operations |
2,484 | 245 | 2,729 | 2,582 | ||||||||||||
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| Discontinued operations: |
||||||||||||||||
| Loss from home health business, net of tax |
— | — | — | (150 | ) | |||||||||||
| Loss from discontinued operations |
— | — | — | (150 | ) | |||||||||||
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| Net income |
$ | 2,484 | $ | 245 | $ | 2,729 | $ | 2,432 | ||||||||
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| Net income per share: |
||||||||||||||||
| Basic |
||||||||||||||||
| Continuing operations |
$ | 0.23 | $ | 0.02 | $ | 0.25 | $ | 0.24 | ||||||||
| Discontinued operations |
— | — | — | (0.01 | ) | |||||||||||
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| Basic income per share |
$ | 0.23 | $ | 0.02 | $ | 0.25 | $ | 0.23 | ||||||||
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| Diluted |
||||||||||||||||
| Continuing operations |
$ | 0.23 | $ | 0.02 | $ | 0.25 | $ | 0.23 | ||||||||
| Discontinued operations |
— | — | — | (0.01 | ) | |||||||||||
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| Diluted income per share |
$ | 0.23 | $ | 0.02 | $ | 0.25 | $ | 0.22 | ||||||||
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| Weighted average number of common shares outstanding: |
||||||||||||||||
| Basic |
10,903 | 10,903 | 10,903 | 10,785 | ||||||||||||
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| Diluted |
11,138 | 11,138 | 11,138 | 11,016 | ||||||||||||
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| For the Three Months Ended June 30 | ||||||||
| 2014 | 2013 | |||||||
| Cash Flow Information: |
||||||||
| Net cash provided by operating activities |
$ | 14,263 | $ | 21,221 | ||||
| Net cash used in investing activities |
(11,687 | ) | (228 | ) | ||||
| Net change in cash |
2,576 | 20,993 | ||||||
| Cash at the beginning of the period |
16,965 | 17,784 | ||||||
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| Cash at the end of the period |
$ | 19,541 | $ | 38,777 | ||||
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ADDUS HOMECARE CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Income and Cash Flow Information
(amounts and shares in thousands, except per share data)
(Unaudited)
| For the Six Months Ended June 30 | ||||||||||||||||
| Same Store | Acquisitions | Total | ||||||||||||||
| 2014 | 2013 | |||||||||||||||
| Income Statement Information: |
||||||||||||||||
| Net service revenues |
$ | 136,674 | $ | 11,974 | $ | 148,648 | $ | 128,753 | ||||||||
| Cost of service revenues |
101,116 | 8,284 | 109,400 | 96,342 | ||||||||||||
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| Gross profit |
35,558 | 3,690 | 39,248 | 32,411 | ||||||||||||
| 26.0 | % | 30.8 | % | 26.4 | % | 25.2 | % | |||||||||
| General and administrative expenses |
27,061 | 2,741 | 29,802 | 23,602 | ||||||||||||
| Depreciation and amortization |
1,553 | 25 | 1,578 | 1,087 | ||||||||||||
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| Total operating expenses |
28,614 | 2,766 | 31,380 | 24,689 | ||||||||||||
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| Operating income from continuing operations |
6,944 | 924 | 7,868 | 7,722 | ||||||||||||
| Total interest expense, net |
305 | — | 305 | 350 | ||||||||||||
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| Income from continuing operations before taxes |
6,639 | 924 | 7,563 | 7,372 | ||||||||||||
| Income tax expense |
2,172 | 308 | 2,480 | 2,103 | ||||||||||||
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| Net income from continuing operations |
4,467 | 616 | 5,083 | 5,269 | ||||||||||||
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| Discontinued operations: |
||||||||||||||||
| Loss from home health business, net of tax |
— | — | — | (687 | ) | |||||||||||
| Gain on sale of home health business, net of tax |
— | — | — | 11,111 | ||||||||||||
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| Earnings from discontinued operations |
— | — | — | 10,424 | ||||||||||||
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| Net income |
$ | 4,467 | $ | 616 | $ | 5,083 | $ | 15,693 | ||||||||
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| Net income per share: |
||||||||||||||||
| Basic |
||||||||||||||||
| Continuing operations |
$ | 0.41 | $ | 0.06 | $ | 0.47 | $ | 0.49 | ||||||||
| Discontinued operations |
— | — | — | 0.97 | ||||||||||||
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| Basic income per share |
$ | 0.41 | $ | 0.06 | $ | 0.47 | $ | 1.46 | ||||||||
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| Diluted |
||||||||||||||||
| Continuing operations |
$ | 0.40 | $ | 0.06 | $ | 0.46 | $ | 0.48 | ||||||||
| Discontinued operations |
— | — | — | 0.96 | ||||||||||||
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| Diluted income per share |
$ | 0.40 | $ | 0.06 | $ | 0.46 | $ | 1.44 | ||||||||
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| Weighted average number of common shares outstanding: |
||||||||||||||||
| Basic |
10,878 | 10,878 | 10,878 | 10,779 | ||||||||||||
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| Diluted |
11,121 | 11,121 | 11,121 | 10,920 | ||||||||||||
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| For the Six Months Ended June 30 | ||||||||
| 2014 | 2013 | |||||||
| Cash Flow Information: |
||||||||
| Net cash provided by operating activities |
$ | 16,933 | $ | 34,246 | ||||
| Net cash (used in) provided by investing activities |
(13,171 | ) | 19,252 | |||||
| Net cash provided by (used in) financing activities |
214 | (16,458 | ) | |||||
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| Net change in cash |
3,976 | 37,040 | ||||||
| Cash at the beginning of the period |
15,565 | 1,737 | ||||||
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| Cash at the end of the period |
$ | 19,541 | $ | 38,777 | ||||
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Condensed Consolidated Balance Sheets
(Amounts in thousands)
| June 30, 2014 | June 30, 2013 | |||||||
| (Unaudited) | ||||||||
| Assets |
||||||||
| Current assets |
||||||||
| Cash |
$ | 19,541 | $ | 38,777 | ||||
| Accounts receivable, net |
48,725 | 43,605 | ||||||
| Prepaid expenses and other current assets |
4,555 | 5,754 | ||||||
| Deferred tax assets |
8,326 | 7,258 | ||||||
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| Total current assets |
81,147 | 95,394 | ||||||
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| Property and equipment, net |
6,958 | 2,502 | ||||||
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| Other assets |
||||||||
| Goodwill |
64,324 | 50,456 | ||||||
| Intangible assets, net |
11,753 | 5,691 | ||||||
| Investment in joint venture |
900 | 900 | ||||||
| Other assets |
53 | 212 | ||||||
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| Total other assets |
77,030 | 57,259 | ||||||
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| Total assets |
$ | 165,135 | $ | 155,155 | ||||
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| Liabilities and stockholders’ equity |
||||||||
| Current liabilities |
||||||||
| Accounts payable |
$ | 4,769 | $ | 5,415 | ||||
| Accrued expenses |
37,438 | 36,365 | ||||||
| Deferred revenue |
3 | 10 | ||||||
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|||||
| Total current liabilities |
42,210 | 41,790 | ||||||
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|||||
| Deferred tax liability |
3,441 | 3,097 | ||||||
| Total stockholders’ equity |
119,484 | 110,268 | ||||||
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| Total liabilities and stockholders’ equity |
$ | 165,135 | $ | 155,155 | ||||
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Key Statistical and Financial Data (Unaudited)
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| General: |
||||||||||||||||
| Adjusted EBITDA (in thousands) (1) |
$ | 5,922 | $ | 4,633 | $ | 10,373 | $ | 9,026 | ||||||||
| States served at period end |
22 | 19 | ||||||||||||||
| Locations at period end |
133 | 93 | ||||||||||||||
| Employees at period end |
17,754 | 14,854 | ||||||||||||||
| Home & Community |
||||||||||||||||
| Average billable census—same store |
28,453 | 26,173 | 28,163 | 26,501 | ||||||||||||
| Average billable census—acquisitions |
2,070 | — | 1,847 | — | ||||||||||||
| Average billable census total |
30,523 | 26,173 | 30,010 | 26,501 | ||||||||||||
| Billable hours (in thousands) |
4,536 | 3,872 | 8,773 | 7,586 | ||||||||||||
| Average billable hours per census per month |
49.5 | 49.0 | 48.7 | 48.0 | ||||||||||||
| Billable hours per business day |
72,006 | 59,569 | 69,076 | 58,806 | ||||||||||||
| Revenues per billable hour |
$ | 16.97 | $ | 16.98 | $ | 16.94 | $ | 16.97 | ||||||||
| Percentage of Revenues by Payor: |
||||||||||||||||
| State, local and other governmental programs |
89 | % | 94 | % | 90 | % | 94 | % | ||||||||
| Managed Care |
6 | 1 | 5 | 1 | ||||||||||||
| Private duty |
4 | 4 | 4 | 4 | ||||||||||||
| Commercial |
1 | % | 1 | % | 1 | % | 1 | % | ||||||||
| (1) | We define Adjusted EBITDA as earnings before discontinued operations, interest expense, taxes, depreciation, amortization, M&A expenses and stock-based compensation expense. Adjusted EBITDA is a performance measure used by management that is not calculated in accordance with generally accepted accounting principles in the United States (GAAP). It should not be considered in isolation or as a substitute for net income, operating income or any other measure of financial performance calculated in accordance with GAAP. |
Adjusted EBITDA (1) (Unaudited)
| For the Three Months Ended June 30 |
For the Six Months Ended June 30 |
|||||||||||||||
| 2014 | 2013 | 2014 | 2013 | |||||||||||||
| Reconciliation of Adjusted EBITDA to Net Income: |
||||||||||||||||
| Net income |
$ | 2,729 | $ | 2,432 | $ | 5,083 | $ | 15,693 | ||||||||
| Less: (Earnings) from discontinued operations, net of tax |
— | 150 | — | (10,424 | ) | |||||||||||
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| Net income from continuing operations |
2,729 | 2,582 | 5,083 | 5,269 | ||||||||||||
| Interest expense, net |
151 | 142 | 305 | 350 | ||||||||||||
| Income tax expense from continuing operations |
1,218 | 1,256 | 2,480 | 2,103 | ||||||||||||
| Depreciation and amortization |
1,078 | 541 | 1,573 | 1,087 | ||||||||||||
| M&A expenses |
536 | — | 601 | — | ||||||||||||
| Stock-based compensation expense |
210 | 112 | 331 | 217 | ||||||||||||
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| Adjusted EBITDA |
$ | 5,922 | $ | 4,633 | $ | 10,373 | $ | 9,026 | ||||||||
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| (1) | We define Adjusted EBITDA as earnings before discontinued operations, interest expense, taxes, depreciation, amortization, M&A expenses and stock-based compensation expense. Adjusted EBITDA is a performance measure used by management that is not calculated in accordance with generally accepted accounting principles in the United States (GAAP). It should not be considered in isolation or as a substitute for net income, operating income or any other measure of financial performance calculated in accordance with GAAP. |