Cross Country Healthcare, Inc.
CROSS COUNTRY HEALTHCARE INC (Form: 8-K, Received: 05/06/2010 15:47:53)


 

 

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) May 4, 2010

[CCRN_8K002.GIF]

______________

Cross Country Healthcare, Inc.

 (Exact name of registrant as specified in its charter)

______________


Delaware

0-33169

13-4066229

(State or Other Jurisdiction

(Commission

(I.R.S. Employer

of Incorporation)

File Number)

Identification No.)

6551 Park of Commerce Blvd., N.W., Boca Raton, FL 33487

(Address of Principal Executive Office) (Zip Code)

(561) 998-2232

(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:

¨ 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

(a) On May 5, 2010, Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the quarter ended March 31, 2010, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K. This information is being furnished under Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section.

Item 5.07

Submission of Matters to a Vote of Security Holders

(a)

The information set forth in this item 5.07 relates to matters submitted to a vote at the Company’s Annual Meeting of Stockholders (Annual Meeting) on May 4, 2010.

(c)

(i)

A proposal to elect the directors listed below for a one year term ending in 2011 and until their successors are duly elected and qualified was approved with the following vote:

Name

 

For

 

Against

 

Abstentions

 

Broker

Non-votes

 

Joseph A. Boshart

 

29,396,062

 

0

 

     254,746

 

600,084

 

Emil Hensel

 

29,116,800

 

0

 

     534,008

 

600,084

 

W. Larry Cash

 

18,601,310

 

0

 

11,049,498

 

600,084

 

C. Taylor Cole Jr.

 

29,349,384

 

0

 

     301,424

 

600,084

 

Thomas C. Dircks

 

18,672,537

 

0

 

10,978,271

 

600,084

 

Gale Fitzgerald

 

29,453,789

 

0

 

     197,019

 

600,084

 

Joseph Trunfio

 

29,005,068

 

0

 

     645,740

 

600,084

 

(ii)

A proposal to approve the amendment of the Cross Country Healthcare, Inc. 2007 Stock Incentive Plan (the “Plan”) to : (1) increase the number of shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company that may be issued under the Plan from 1,500,000 shares to 3,500,000 shares and (2) increase the share sub-limit for awards that are not appreciation awards that may be granted pursuant to the Plan, from 1,200,000 shares to 1,700,000 shares of Common Stock, was approved as follows:


 

For

 

Against

 

Abstentions

 

Broker

Non-votes

 

 

28,948,961

 

685,415

 

16,432

 

600,084

 

(iii)

A proposal to ratify Ernst & Young LLP as the company’s registered public accounting firm for the fiscal year ending December 31, 2009 was approved as follows:


 

For

 

Against

 

Abstentions

 

 

30,142,917

 

92,343

 

15,632

 

Item 7.01

Regulation FD Disclosure

Incorporated by reference is a press release issued by the Company on May 5, 2010, which is attached hereto as Exhibit 99.1. This information is being furnished under Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits


     

Exhibit

   

Description

 

 

 

 

 

99.1

 

Press Release issued by the Company on May 5, 2010




2



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.


     

CROSS COUNTRY HEALTHCARE, INC.

 

 

 

 

 

 

 

By:

/s/ E MIL H ENSEL

 

 

Emil Hensel

Chief Financial Officer

 

 

Dated: May 6, 2010








3



LINKS

Item 2.02

Results of Operations and Financial Condition

Item 5.07

Submission of Matters to a Vote of Security Holders

Item 7.01

Regulation FD Disclosure

Item 9.01

Financial Statements and Exhibits






4


Exhibit 99.1



[CCRN_EX991001.JPG]

     N EWS

FOR IMMEDIATE RELEASE


CROSS COUNTRY HEALTHCARE REPORTS FIRST QUARTER 2010 RESULTS

BOCA RATON, Fla. – May 5, 2010 – Cross Country Healthcare, Inc. (Nasdaq: CCRN) today reported revenue of $121.4 million in the first quarter ended March 31, 2010, and net income of $1.1 million, or $0.04 per diluted share. This compares to revenue of $175.4 million in the prior year quarter and net income of $3.0 million, or $0.10 per diluted share. Cash flow from operations for the first quarter of 2010 was $10.3 million.

“While the healthcare staffing industry still faces challenges, it appears we have weathered the worst of the down-turn in our operating environment and Cross Country has emerged in a relatively attractive competitive position given the strength of our balance sheet and the market share gains we have achieved in travel nurse and allied staffing, in particular, over the past 18 months,” said Joseph A. Boshart, President and Chief Executive Officer of Cross Country Healthcare, Inc.

“Our gross margin in the first quarter was up 270 basis points from the prior year and we ended the quarter with a debt leverage ratio comfortably below the maximum allowed under our credit agreement. More importantly, during the second quarter we made the final earn-out payment for the MDA acquisition of $12.8 million using cash on hand at the time and, as a result, expect to end the second quarter with less debt than we had at March 31st,” Mr. Boshart added.

Nurse and Allied Staffing

For the first quarter of 2010, the nurse and allied staffing business segment (travel and per diem nurse and travel allied staffing) generated revenue of $64.7 million, reflecting a 38% decrease from the prior year quarter and a 1% sequential decrease from the fourth quarter of 2009. Contribution income (defined as income from operations before depreciation and amortization and corporate expenses not specifically identified to a reporting segment) decreased 41% in the first quarter of 2010 to $5.9 million from $10.0 million in the same quarter a year ago, and decreased 18% sequentially from the fourth quarter of 2009. The year-over-year decreases in revenue and contribution income reflect the reduced demand for temporary nurse and allied staffing services primarily due to the macroeconomic environment, whereas the sequential decrease was due to two less days in the first quarter of the year combined with the normal reset of payroll taxes.

Segment staffing volume decreased 35% from the prior year quarter, but increased 2% sequentially from the fourth quarter of 2009. The sequential improvement reflected staffing volume gains in both travel and per diem staffing. Starting in the first quarter of 2010, the Company has elected to change the reporting of its revenue per FTE from a weekly basis to a daily basis, and going forward, will also provide comparable prior year quarter and period data in its respective quarterly earnings press releases. The segment revenue per FTE per day for the first quarter of 2010 was $303, a decline of 5% from the prior year quarter reflecting a 3% decline in the average hourly bill rate in travel nurse staffing and a relatively higher mix of per diem staffing , which typically has a lower average bill rate than travel staffing due to the mix of healthcare professionals.

Physician Staffing

For the first quarter of 2010, the physician staffing business segment generated revenue of $31.1 million, a 19% decrease from the prior year quarter and a 6% decrease sequentially from the fourth quarter of 2009. Contribution income decreased 11% in the first quarter of 2010 to $2.9 million from $3.2 million in the same quarter a year ago, and decreased 25% sequentially from the fourth quarter of 2009. Physician staffing days filled for the first quarter of 2010 were 19,606 days, an 18% decrease from the prior year quarter and a 10% decrease sequentially from the fourth quarter of 2009. Revenue per day filled for the first quarter of 2010 was $1,588, a 1% decrease from the prior year quarter, but a 4% increase sequentially from the fourth quarter of 2009, reflecting a favorable change in the mix of specialties.

(more)



6551 Park of Commerce Blvd., Boca Raton, FL 33487

Tel: (800) 347-2264   Fax: (561) 998-8533   www.crosscountry.com






The Company believes the lingering effects of the recession and the weak housing market have delayed the retirement plans of many physicians. These factors, along with a reduction in surgeries have resulted in a decrease in demand for temporary physicians, particularly in such specialties as anesthesiology and surgery.

Clinical Trials Services

For the first quarter of 2010, the clinical trials services segment generated revenue of $15.2 million, a decrease of 28% from $21.0 million in the prior year quarter, but a 2% increase sequentially from the fourth quarter of 2009. Contribution income decreased 28% in the first quarter of 2010 to $1.6 million from $2.2 million in the prior year, but increased 72% sequentially from the fourth quarter of 2009.

While the environment for clinical trials services remained weak during the first quarter of 2010, the Company has seen gradual improvement in the core contract staffing component of its business.

Other Human Capital Management Services

For the first quarter of 2010, the other human capital management services business segment (education and training and retained search) generated revenue of $10.4 million, a 7% decrease from revenue of $11.1 million in the same quarter in the prior year and a 3% decrease sequentially from the fourth quarter of 2009. Segment contribution income increased 10% to $1.0 million in the first quarter of 2010 from $0.9 million in the prior year quarter, but decreased 1% sequentially from the fourth quarter of 2009.

Debt Repayments

During the first quarter of 2010, the Company reduced its debt by $5.3 million from the end of the prior quarter. At March 31, 2010, the Company had $57.2 million of total debt on its balance sheet and a debt, net of cash, to total capitalization ratio of 14.4%. At the end of the first quarter of 2010, the Company’s debt leverage ratio (as defined in its credit agreement) was 2.0 to 1, well below the 2.5 to 1 maximum allowable ratio effective for the duration of the credit agreement.

Guidance for Second Quarter 2010

The following statements are based on current management expectations. Such statements are forward-looking and actual results may differ materially. These statements do not include the potential impact of any future mergers, acquisitions or other business combinations, any impairment charges or valuation allowances, any significant legal proceedings or repurchases of the Company's common stock.

Cross Country Healthcare expects revenue in the second quarter of 2010 to be in the $117 million to $120 million range and earnings per diluted share to be in the range of $0.02 to $0.04.

Annual Meeting of Stockholders

At the Company’s Annual Meeting of Stockholders held on May 4, 2010, all seven directors were re-elected to hold office until the next Annual Meeting or until their successors are duly elected and qualified. Stockholders also approved an amendment to the Cross Country Healthcare, Inc. 2007 Stock Incentive Plan (the “Plan”) to (a) increase the number of shares of the Company’s common stock, par value $0.0001 per share, that may be issued under the Plan from 1,500,000 shares to 3,500,000 shares and (b) increase the share sub-limit for awards that are not appreciation awards that may be granted pursuant to the Plan, from 1,200,000 shares to 1,700,000 shares of Common Stock. In addition, stockholders approved and ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2010.

(more)








Quarterly Conference Call

Cross Country Healthcare will hold a conference call on Thursday, May 6th at 10:00 a.m. Eastern Time to discuss its first quarter 2010 financial results. This call will be webcast live and may be accessed at the Company's website at www.crosscountryhealthcare.com or by dialing 888-603-8918 from anywhere in the U.S. or by dialing 517-308-9260 from non-U.S. locations – Passcode: Cross Country. A replay of the webcast will be available from May 6th through May 20th. A replay of the conference call will be available by telephone from approximately noon Eastern Time on May 6th until May 20th by calling 866-359-6495 from anywhere in the U.S. or 203-369-0152 from non-U.S. locations – Passcode: 2010.

About Cross Country Healthcare

Cross Country Healthcare, Inc. is a diversified leader in healthcare staffing services offering a comprehensive suite of staffing and outsourcing services to the healthcare market that include nurse and allied staffing, physician staffing, clinical trials services and other human capital management services. The Company believes it is one of the top two providers of travel nurse and allied staffing services; one of the top three providers of temporary physician staffing (locum tenens) services; a leading provider of clinical trials staffing services and retained physician search services; and a provider of educational seminars, specifically for the healthcare marketplace. On a company-wide basis, Cross Country Healthcare has approximately 4,500 contracts with hospitals and healthcare facilities, pharmaceutical and biotechnology customers, and other healthcare organizations to provide our healthcare staffing and outsourcing solutions. Copies of this and other news releases as well as additional information about Cross Country Healthcare can be obtained online at www.crosscountryhealthcare.com. Shareholders and prospective investors can also register at this website to automatically receive the Company's press releases, SEC filings and other notices by e-mail.

In addition to historical information, this press release contains statements relating to our future results (including certain projections and business trends) that are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and are subject to the “safe harbor” created by those sections. Forward-looking statements consist of statements that are predictive in nature, depend upon or refer to future events. Words such as “expects”, “anticipates”, “intends”, “plans”, “believes”, “estimates”, “suggests”, “seeks”, “will” and variations of such words and similar expressions intended to identify forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results and performance to be materially different from any future results or performance expressed or implied by these forward-looking statements. These factors include, without limitation, the following: our ability to attract and retain qualified nurses, physicians and other healthcare personnel, costs and availability of short-term housing for our travel nurses and physicians, demand for the healthcare services we provide, both nationally and in the regions in which we operate, the functioning of our information systems, the effect of existing or future government regulation and federal and state legislative and enforcement initiatives on our business, our clients’ ability to pay us for our services, our ability to successfully implement our acquisition and development strategies, the effect of liabilities and other claims asserted against us, the effect of competition in the markets we serve, our ability to successfully defend the Company, its subsidiaries, and its officers and directors on the merits of any lawsuit or determine its potential liability, if any, and other factors set forth in Item 1A. “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, and our other Securities and Exchange Commission filings made during 2010.

Although we believe that these statements are based upon reasonable assumptions, we cannot guarantee future results and readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management’s opinions only as of the date of this press release. There can be no assurance that (i) we have correctly measured or identified all of the factors affecting our business or the extent of these factors’ likely impact, (ii) the available information with respect to these factors on which such analysis is based is complete or accurate, (iii) such analysis is correct or (iv) our strategy, which is based in part on this analysis, will be successful. The Company undertakes no obligation to update or revise forward-looking statements. All references to “we,” “us,” “our,” or “Cross Country” in this press release mean Cross Country Healthcare, Inc., its subsidiaries and affiliates.

#  #  #

For further information, please contact:

Howard A. Goldman

Director/Investor & Corporate Relations

Cross Country Healthcare, Inc.

Phone: 877.686.9779 | Email: hgoldman@crosscountry.com










Cross Country Healthcare, Inc.

Consolidated Statements of Income (a)

(Unaudited, amounts in thousands, except per share data)


 

 

Three Months Ended

March 31,

 

% Change

 

 

2010

 

2009

 

Revenue from services

     

$

121,361

     

$

175,417

     

  

(31

%)

Operating expenses:

 

 

 

 

 

 

 

 

 

 

Direct operating expenses

 

 

87,728

 

 

131,584

 

 

(33

%)

Selling, general and administrative expenses

 

 

27,885

 

 

33,438

 

 

(17

%)

Bad debt expense

 

 

211

 

 

(95

)

 

322

%

Depreciation

 

 

2,153

 

 

2,305

 

 

(7

%)

Amortization

 

 

961

 

 

1,023

 

 

(6

%)

Total operating expenses

 

 

118,938

 

 

168,255

 

 

(29

%)

Income from operations

 

 

2,423

 

 

7,162

 

 

(66

%)

Other expenses (income):

 

 

 

 

 

 

 

 

 

 

Foreign exchange loss (income)

 

 

43

 

 

(73

)

 

159

%

Interest expense, net

 

 

1,056

 

 

1,701

 

 

(38

%)

Income before income taxes

 

 

1,324

 

 

5,534

 

 

(76

%)

Income tax expense (b)

 

 

189

 

 

2,498

 

 

(92

%)

Net income

 

$

1,135

 

$

3,036

 

 

(63

%)

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.04

 

$

0.10

 

 

(60

%)

Diluted

 

$

0.04

 

$

0.10

 

 

(60

%)

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

Basic

 

 

31,009

 

 

30,775

 

 

 

 

Diluted

 

 

31,154

 

 

30,934

 

 

 

 









Cross Country Healthcare, Inc.

Condensed Consolidated Balance Sheets

(Unaudited, amounts in thousands)


 

 

March 31,

2010

 

December 31,

2009

 

Assets

 

 

 

 

 

 

 

Current assets:

     

 

 

 

 

 

 

Cash and short-term cash investments

 

$

13,305

 

$

8,569

 

Accounts receivable, net

 

 

66,892

 

 

70,172

 

Deferred tax assets

 

 

12,399

 

 

11,794

 

Income taxes receivable

 

 

6,995

 

 

7,405

 

Other current assets

 

 

8,059

 

 

8,268

 

Total current assets

 

 

107,650

 

 

106,208

 

Property and equipment, net

 

 

17,819

 

 

19,706

 

Trademarks, net

 

 

62,784

 

 

62,858

 

Goodwill, net

 

 

130,367

 

 

130,701

 

Other identifiable intangible assets, net

 

 

27,537

 

 

28,572

 

Debt issuance costs, net

 

 

1,333

 

 

1,536

 

Non-current deferred tax assets

 

 

5,294

 

 

5,390

 

Other long-term assets

 

 

1,639

 

 

1,618

 

Total assets

 

$

354,423

 

$

356,589

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

7,894

 

$

8,143

 

Accrued employee compensation and benefits

 

 

17,636

 

 

16,140

 

Current portion of long-term debt

 

 

5,676

 

 

5,733

 

Interest rate swaps-current

 

 

1,027

 

 

1,427

 

Other current liabilities

 

 

3,565

 

 

3,113

 

Total current liabilities

 

 

35,798

 

 

34,556

 

Long-term debt

 

 

51,566

 

 

56,781

 

Other long-term liabilities

 

 

19,459

 

 

19,181

 

Total liabilities

 

 

106,823

 

 

110,518

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

Common stock

 

 

3

 

 

3

 

Additional paid-in capital

 

 

241,431

 

 

240,870

 

Accumulated other comprehensive loss

 

 

(3,146

)

 

(2,979

)

Retained earnings

 

 

9,312

 

 

8,177

 

Total stockholders' equity

 

 

247,600

 

 

246,071

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$

354,423

 

$

356,589

 









Cross Country Healthcare, Inc.

Segment Data (c)

(Unaudited, amounts in thousands)


 

 

Three Months Ended

March 31,

 

 

 

 

 

2010

 

 

% of Total

 

2009

 

 

% of Total

 

% Change

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

     

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and allied staffing

 

$

64,670

 

 

53

%

 

$

105,029

 

 

60

%

 

(38

%)

Physician staffing

 

 

31,142

 

 

26

%

 

 

38,258

 

 

22

%

 

(19

%)

Clinical trials services

 

 

15,171

 

 

13

%

 

 

20,987

 

 

12

%

 

(28

%)

Other human capital management services

 

 

10,378

 

 

8

%

 

 

11,143

 

 

6

%

 

(7

%)

 

 

$

121,361

 

 

100

%

 

$

175,417

 

 

100

%

 

(31

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contribution income (d)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and allied staffing

 

$

5,896

 

 

 

 

 

$

10,028

 

 

 

 

 

(41

%)

Physician staffing

 

 

2,882

 

 

 

 

 

 

3,242

 

 

 

 

 

(11

%)

Clinical trials services

 

 

1,578

 

 

 

 

 

 

2,187

 

 

 

 

 

(28

%)

Other human capital management services

 

 

1,018

 

 

 

 

 

 

929

 

 

 

 

 

10

%

 

 

 

11,374

 

 

 

 

 

 

16,386

 

 

 

 

 

(31

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unallocated corporate overhead

 

 

5,837

 

 

 

 

 

 

5,896

 

 

 

 

 

(1

%)

Depreciation

 

 

2,153

 

 

 

 

 

 

2,305

 

 

 

 

 

(7

%)

Amortization

 

 

961

 

 

 

 

 

 

1,023

 

 

 

 

 

(6

%)

Income from operations

 

$

2,423

 

 

 

 

 

$

7,162

 

 

 

 

 

(66

%)


Cross Country Healthcare, Inc.

Other Financial Data

(Unaudited)


 

 

Three Months Ended

March 31,

 

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

2009

 

 

 

 

 

% Change

Net cash provided by operating activities (in thousands)

 

$

10,274

 

 

 

 

 

$

25,575

 

 

 

 

 

(60

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and allied staffing statistical data :

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FTEs (e)

 

 

2,368

 

 

 

 

 

 

3,647

 

 

 

 

 

(35

%)

Days worked (f)

 

 

213,120

 

 

 

 

 

 

328,230

 

 

 

 

 

(35

%)

Revenue per FTE per day (g)

 

$

303

 

 

 

 

 

$

320

 

 

 

 

 

(5

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Physician staffing statistical data :

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days filled (h)

 

 

19,606

 

 

 

 

 

 

23,935

 

 

 

 

 

(18

%)

Revenue per days filled (i)

 

$

1,588

 

 

 

 

 

$

1,598

 

 

 

 

 

(1

%)

———————

(a)

Prior year data has been reclassified to conform to the current year's presentation.

(b)

The low tax rate in the first quarter of 2010 was due to certain discrete items, including an immaterial prior year correction related to a tax election the Company made on behalf of a subsidiary acquired in 2008 as part of the MDA Holdings, Inc. acquisition.

(c)

Segment data provided is in accordance with the Segment Reporting Topic of the FASB ASC.  

(d)

Defined as income from operations before depreciation, amortization and corporate expenses not specifically identified to a reporting segment.  Contribution income is a financial measure used by management when assessing segment performance.

(e)

FTEs represent the average number of nurse and allied contract staffing personnel on a full-time equivalent basis.  

(f)

Days worked is calculated by multiplying the FTEs by the number of days during the respective period.  

(g)

Average revenue per FTE per day is calculated by dividing the nurse and allied staffing revenue by the number of days worked in the respective periods.  Nurse and allied staffing revenue also includes revenue from permanent placement of nurses.

(h)

Days filled is calculated by dividing the total hours filled during the period by 8 hours.

(i)

Revenue per days filled is calculated by dividing the applicable revenue generated by the Company's physician staffing segment by days filled for the period presented.