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 23, 2022
 graphic
 
 
 
Cross Country Healthcare, Inc.
(Exact name of registrant as specified in its charter)
 
 

Delaware
0-33169
13-4066229
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
6551 Park of Commerce Boulevard, N.W., Boca Raton, Florida 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)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class Trading Symbol Name of each exchange on which registered
Common stock, par value $0.0001 per share
CCRN
The Nasdaq Stock Market LLC

 
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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 2 – Financial Information
 
Item 2.02     Results of Operations and Financial Condition
 
(a)  On February 23, 2022, Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the fourth  quarter and full year ended December 31, 2021, 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.

Section 7 – Regulation FD
 
Item 7.01     Regulation FD Disclosure
 
Incorporated by reference is a press release issued by the Company on February 23, 2022, 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.
 
Section 9 – Financial Statements and Exhibits
 
Item 9.01     Financial Statements and Exhibits
 
(d) Exhibits
 
Exhibit
Description
   
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


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/ William J. Burns
 
   
William J. Burns
 
Dated:    February 23, 2022
 
Executive Vice President & Chief Financial Officer
 


Exhibit 99.1

Cross Country Healthcare Announces Fourth Quarter and Full Year 2021 Financial Results

BOCA RATON, Fla.--(BUSINESS WIRE)--February 23, 2022--Cross Country Healthcare, Inc. (the "Company") (Nasdaq: CCRN) today announced financial results for its fourth quarter and full year ended December 31, 2021.

SELECTED FINANCIAL INFORMATION:

Dollars are in thousands, except per share amounts

Q4 2021

Variance
Q4 2021 vs
Q4 2020

Variance
Q4 2021 vs
Q3 2021

Full Year 2021

Variance
2021 vs
2020

Revenue

$

640,679

 

 

 

197

 

%

 

71

 

%

$

1,676,652

 

 

 

100

 

%

Gross profit margin*

 

23.0

 

%

 

(220

)

bps

 

60

 

bps

 

22.4

 

%

 

(180

)

bps

Net income attributable to common stockholders

$

77,573

 

 

 

1,582

 

%

 

231

 

%

$

132,002

 

 

 

1,118

 

%

Diluted EPS

$

2.07

 

 

$

1.94

 

 

$

1.45

 

 

$

3.53

 

 

$

3.89

 

 

Adjusted EBITDA*

$

80,933

 

 

 

604

 

%

 

169

 

%

$

162,053

 

 

 

346

 

%

Adjusted EBITDA margin*

 

12.6

 

%

 

730

 

bps

 

460

 

bps

 

9.7

 

%

 

540

 

bps

Adjusted EPS*

$

1.40

 

 

$

1.21

 

 

$

0.79

 

 

$

3.06

 

 

$

2.60

 

 

Cash flows from operations

$

(73,365

)

 

 

(3,903

)

%

 

(2,491

)

%

$

(85,618

)

 

 

(415

)

%

* Refer to accompanying tables and discussion of non-GAAP (Generally Accepted Accounting Principles) financial measures below.

Business Highlights

  • Historic fourth quarter and full year financial performance due to solid execution
  • Fourth quarter financial performance exceeded all original guidance ranges
  • Year-over-year and sequential volume growth across all lines of business
  • Adjusted EBITDA margin of 12.6% for the quarter and 9.7% for the year
  • Strong double digit growth from Cross Country Workforce Solutions Group
  • Two strategic acquisitions consummated in 2021 for home health and education
  • Increased borrowing capacity by $75.0 million during the quarter to fund organic growth

"Over the last three years, we have completely transformed the way Cross Country Healthcare does business and it shows in our historic results. Clients and clinicians alike are increasingly seeing the tremendous value proposition of working with this amazing team, and we are on a solid trajectory as we enter 2022 for continued growth amidst a continued environment of robust demand and elevated rates," said Kevin Clark, Co-Founder and CEO of Cross Country Healthcare. He continued, "As its chairman and with John Martins assuming the CEO role in March, I am confident that we can continue to deliver exceptional performance for quarters to come."


Fourth quarter consolidated revenue was $640.7 million, an increase of 197% year-over-year and 71% sequentially. Consolidated gross profit margin was 23.0%, down 220 basis points year-over-year and up 60 basis points sequentially. Net income attributable to common stockholders was $77.6 million compared to $4.6 million in the prior year and $23.4 million in the prior quarter. Diluted earnings per share (EPS) was $2.07 per share compared to $0.13 per share in the prior year and $0.62 per share in the prior quarter. Adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) was $80.9 million or 12.6% of revenue, as compared with $11.5 million or 5.3% of revenue in the prior year, and $30.1 million or 8.0% of revenue in the prior quarter. Adjusted EPS was $1.40 compared to $0.19 in the prior year and $0.61 in the prior quarter.

For the year ended December 31, 2021, consolidated revenue was $1.7 billion, an increase of 100% year-over-year. Consolidated gross profit margin was 22.4%, down 180 basis points year-over-year. Net income attributable to common stockholders was $132.0 million, or 3.53 per diluted share, compared to a net loss of $13.0 million, or $0.36 per diluted share, in the prior year. Adjusted EBITDA was $162.1 million or 9.7% of revenue, as compared with $36.3 million or 4.3% of revenue in the prior year. Adjusted EPS was $3.06 compared to $0.46 in the prior year.

Quarterly Business Segment Highlights

Nurse and Allied Staffing

Revenue was $620.4 million, a 212% increase year-over-year and 74% sequentially. Contribution income was $92.4 million, compared to $22.8 million in the prior year and $40.6 million in the prior quarter. Average field contract personnel on a full-time equivalent (FTE) basis were 11,520 as compared with 5,798 in the prior year and 9,003 in the prior quarter. Revenue per FTE per day was $582 compared to $368 in the prior year and $425 in the prior quarter. The increase in the average number of FTEs was primarily due to headcount growth in travel nurse and allied which grew by more than double over the prior year, as well as additional headcount resulting from the Cross Country Workforce Solutions Group (WSG) acquisition. In the fourth quarter, average bill rates rose as we continued to experience significant demand for our services, due to the continuing impacts from COVID-19, as well as the overall tight labor supply for clinicians and professionals. Throughout the pandemic, we have acted with the utmost integrity, working collaboratively with clients on adjusting bill rates in order to adapt to the rapidly changing market conditions. Ensuring our clients have the continuing supply of clinicians and professionals has remained our top priority, and as a result, for the year ended December 31, 2021, our consolidated gross profit margin decreased 180 basis points year-over-year.

Physician Staffing

Revenue was $20.2 million, an increase of 23% year-over-year and 8% sequentially. Contribution income was $1.4 million, an increase compared to $0.9 million in both the prior year and the prior quarter. Total days filled were 12,739 as compared with 9,911 in the prior year and 12,187 in the prior quarter. Revenue per day filled was $1,588 as compared with $1,658 in the prior year and $1,540 in the prior quarter. The increase in revenue was primarily due to an increase in volume in several specialties. The increase in contribution income was driven by higher revenue, partially offset by higher direct costs.


Cash Flow and Balance Sheet Highlights

Cash flow used in operations was $73.4 million for the quarter and $85.6 million for the full year. The primary driver of the use of cash for both the quarter and the year has been due to the investment in net working capital associated with the historic growth in our business, with accounts receivable increasing $318.4 million since the start of the year. Our DSO or days' sales outstanding was 58 days as of December 31, 2021, flat year-over-year and down 3 days sequentially.

As previously announced in an 8-K filed December 16, 2021, the Company entered into an asset purchase agreement with Selected on December 16, 2021. The purchase price included $3.5 million in cash and $1.5 million in shares of the Company's common stock. The Company also amended its Term Loan Credit Agreement on November 18, 2021, which provided for an incremental term loan in the amount of $75.0 million.

At December 31, 2021, the Company had $1.0 million in cash and cash equivalents and $174.3 million principal balance on its term loan, with $9.2 million of borrowings drawn under its asset-based loan facility (ABL), and $18.2 million of letters of credit outstanding. Availability under the ABL is subject to a borrowing base, which was $150.0 million as of December 31, 2021, with $122.6 million available for borrowing as of December 31, 2021.

Outlook for First Quarter 2022

The guidance below applies only to management’s expectations for the first quarter of 2022.


 

 

Year-over-Year

 

Sequential


Q1 2022 Range

 

Change

 

Change

 

 

 

 

 

 

Revenue

$740 million - $750 million

 

125% - 128%

 

16% - 17%

 

 

 

 

 

 

Gross Profit Margin*

21.5% - 22.0%

 

(20) bps - 30 bps

 

(150) bps - (100) bps

 

 

 

 

 

 

Adjusted EBITDA*

$80.0 million - $85.0 million

 

199% - 218%

 

(1)% - 5%

 

 

 

 

 

 

Adjusted EPS*

$1.38 - $1.48

 

$0.80 - $0.90

 

($0.02) - $0.08

* Refer to discussion of non-GAAP financial measures below.

The above estimates are based on current management expectations and, as such, are forward-looking and actual results may differ materially. The above ranges do not include the potential impact of any future divestitures, mergers, acquisitions, or other business combinations, changes in debt structure, or future share repurchases.

For the first quarter of 2022, average bill rates are anticipated to remain elevated at or slightly above the fourth quarter. As we progress throughout 2022, we anticipate that rates will likely decline as COVID-19 hospitalizations decline. However, demand remains robust amidst a backdrop of tight supply for clinicians and professionals, which will likely continue throughout much of 2022. Though we do not give full year guidance, we do believe that the company will continue to see volume growth throughout 2022, as we continue to invest in both added capacity and our technologies. For the coming year, we anticipate expanding our IT projects, more than doubling the level of investments from 2021.


See accompanying non-GAAP financial measures and tables below.

INVITATION TO CONFERENCE CALL

The Company will hold its quarterly conference call on Wednesday, February 23, 2022, at 5:00 P.M. Eastern Time to discuss its fourth quarter and full year 2021 financial results. This call will be webcast live and can be accessed at the Company's website at ir.crosscountryhealthcare.com or by dialing 888-566-1290 from anywhere in the U.S. or by dialing 773-799-3776 from non-U.S. locations - Passcode: Cross Country. A replay of the webcast will be available from February 23rd through March 9th at the Company's website and a replay of the conference call will be available by telephone by calling 800-391-9853 from anywhere in the U.S. or 203-369-3269 from non-U.S. locations - Passcode: 2022.

ABOUT CROSS COUNTRY HEALTHCARE

Cross Country Healthcare, Inc. (CCH) is a market leading workforce solutions tech-enabled staffing, recruitment, and advisory firm that has 35 years of industry experience and insight. We solve complex labor-related challenges for customers while providing high-quality outcomes and exceptional patient care. As a multi-year Best of Staffing® award winner, we are committed to an exceptionally high level of service to both our clients and our homecare, education, and clinical and non-clinical healthcare professionals. Our Company was the first publicly traded staffing firm to obtain The Joint Commission Certification, which we still hold with a Letter of Distinction. In 2021, we were listed as one of the top four staffing and recruiting employers for women by InHerSights and earned Energage's inaugural 2021 Top Workplaces USA award. We were also Certified™ by Great Place to Work®. We have a longstanding history of investing in diversity, equality, and inclusion as a key component of the organization’s overall corporate social responsibility program which is closely aligned with its core values to create a better future for its people, communities, the planet, and its shareholders.

Copies of this and other news releases as well as additional information about the Company can be obtained online at ir.crosscountryhealthcare.com. Shareholders and prospective investors can also register to automatically receive the Company's press releases, filings with the Securities and Exchange Commission (SEC), and other notices by e-mail.

NON-GAAP FINANCIAL MEASURES

This press release and the accompanying financial statement tables reference non-GAAP financial measures, such as gross profit margin, adjusted EBITDA, and adjusted EPS. Such non-GAAP financial measures are provided as additional information and should not be considered substitutes for, or superior to, financial measures calculated in accordance with U.S. GAAP. Such non-GAAP financial measures are provided for consistency and comparability to prior year results; furthermore, management believes they are useful to investors when evaluating the Company's performance as they exclude certain items that management believes are not indicative of the Company's future operating performance. Pro forma measures, if applicable, are adjusted to include the results of our acquisitions, and exclude the results of divestments, as if the transactions occurred in the beginning of the periods mentioned. Such non-GAAP financial measures may differ materially from the non-GAAP financial measures used by other companies. The financial statement tables that accompany this press release include a reconciliation of each non-GAAP financial measure to the most directly comparable U.S. GAAP financial measure and a more detailed discussion of each financial measure; as such, the financial statement tables should be read in conjunction with the presentation of these non-GAAP financial measures.


FORWARD LOOKING STATEMENTS

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, Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Private Securities Litigation Reform 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", "appears", "seeks", "will", "could", and variations of such words and similar expressions are 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, but are not limited to, the following: the potential impacts of the COVID-19 pandemic on our business, financial condition, and results of operations, our ability to attract and retain qualified nurses, physicians and other healthcare personnel, costs and availability of short-term housing for our travel healthcare professionals, 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 cyber security risks and cyber incidents on our business, 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, including our ability to successfully integrate acquired businesses and realize synergies from such acquisitions, the effect of potential liabilities, loses, or other exposures in connection with the WSG acquisition, 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, 2020, and in our other filings with the SEC. You should consult any further disclosures the Company makes on related subjects in its filings with the SEC.

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 and/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. and its subsidiaries.


Cross Country Healthcare, Inc.

Consolidated Statements of Operations

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

 

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

 

September 30,

 

December 31,

 

December 31,

 

2021

 

2020

 

2021

 

2021

 

2020

 

 

 

 

Revenue from services

$

640,679

 

 

$

215,606

 

 

$

374,905

 

 

$

1,676,652

 

 

$

836,417

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Direct operating expenses

 

493,529

 

 

 

161,214

 

 

 

291,111

 

 

 

1,301,653

 

 

 

633,685

 

Selling, general and administrative expenses

 

65,774

 

 

 

44,870

 

 

 

52,847

 

 

 

215,292

 

 

 

173,809

 

Bad debt expense

 

2,372

 

 

 

652

 

 

 

1,441

 

 

 

4,783

 

 

 

3,035

 

Depreciation and amortization

 

2,720

 

 

 

2,199

 

 

 

2,680

 

 

 

9,852

 

 

 

12,671

 

Acquisition and integration-related costs

 

83

 

 

 

 

 

 

61

 

 

 

1,068

 

 

 

77

 

Restructuring costs

 

239

 

 

 

842

 

 

 

318

 

 

 

2,630

 

 

 

6,052

 

Impairment charges

 

 

 

 

166

 

 

 

 

 

 

2,070

 

 

 

16,248

 

Total operating expenses

 

564,717

 

 

 

209,943

 

 

 

348,458

 

 

 

1,537,348

 

 

 

845,577

 

Income (loss) from operations

 

75,962

 

 

 

5,663

 

 

 

26,447

 

 

 

139,304

 

 

 

(9,160

)

Other expenses (income):

 

 

 

 

 

 

 

 

 

Interest expense

 

2,817

 

 

 

671

 

 

 

2,182

 

 

 

6,866

 

 

 

2,890

 

Other (income) expense, net

 

(154

)

 

 

326

 

 

 

(375

)

 

 

(770

)

 

 

280

 

Income (loss) before income taxes

 

73,299

 

 

 

4,666

 

 

 

24,640

 

 

 

133,208

 

 

 

(12,330

)

Income tax (benefit) expense

 

(4,274

)

 

 

(156

)

 

 

1,207

 

 

 

1,206

 

 

 

(188

)

Consolidated net income (loss)

 

77,573

 

 

 

4,822

 

 

 

23,433

 

 

 

132,002

 

 

 

(12,142

)

Less: Net income attributable to noncontrolling interest in subsidiary

 

 

 

 

210

 

 

 

 

 

 

 

 

 

820

 

Net income (loss) attributable to common stockholders

$

77,573

 

 

$

4,612

 

 

$

23,433

 

 

$

132,002

 

 

$

(12,962

)

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common stockholders - Basic

$

2.10

 

 

$

0.13

 

 

$

0.63

 

 

$

3.60

 

 

$

(0.36

)

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share attributable to common stockholders - Diluted

$

2.07

 

 

$

0.13

 

 

$

0.62

 

 

$

3.53

 

 

$

(0.36

)

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

36,974

 

 

 

36,177

 

 

 

36,963

 

 

 

36,689

 

 

 

36,088

 

Diluted

 

37,736

 

 

 

36,778

 

 

 

37,582

 

 

 

37,392

 

 


36,088

 


Cross Country Healthcare, Inc.

Reconciliation of Non-GAAP Financial Measures

(Unaudited, amounts in thousands)

 

 

Three Months Ended

 

Year Ended

 

December 31,

 

December 31,

 

September 30,

 

December 31,

 

December 31,

 

2021

 

2020

 

2021

 

2021

 

2020

Adjusted EBITDA:a

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

$

77,573

 

 

$

4,612

 

 

$

23,433

 

 

$

132,002

 

 

$

(12,962

)

Interest expense

 

2,817

 

 

 

671

 

 

 

2,182

 

 

 

6,866

 

 

 

2,890

 

Income tax (benefit) expenseb

 

(4,274

)

 

 

(156

)

 

 

1,207

 

 

 

1,206

 

 

 

(188

)

Depreciation and amortization

 

2,720

 

 

 

2,199

 

 

 

2,680

 

 

 

9,852

 

 

 

12,671

 

Acquisition and integration-related costsc

 

83

 

 

 

 

 

 

61

 

 

 

1,068

 

 

 

77

 

Restructuring costsd

 

239

 

 

 

842

 

 

 

318

 

 

 

2,630

 

 

 

6,052

 

Legal settlements and feese

 

12

 

 

 

600

 

 

 

(1,556

)

 

 

(1,141

)

 

 

2,998

 

Impairment chargesf

 

 

 

 

166

 

 

 

 

 

 

2,070

 

 

 

16,248

 

Loss on disposal of fixed assets

 

159

 

 

 

364

 

 

 

60

 

 

 

219

 

 

 

364

 

Gain on lease termination

 

(308

)

 

 

(45

)

 

 

(10

)

 

 

(542

)

 

 

(64

)

Other (income) expense, net

 

(5

)

 

 

7

 

 

 

(425

)

 

 

(447

)

 

 

(20

)

Equity compensation

 

1,637

 

 

 

1,340

 

 

 

1,771

 

 

 

6,894

 

 

 

5,403

 

Applicant tracking system costsg

 

280

 

 

 

690

 

 

 

406

 

 

 

1,376

 

 

 

2,033

 

Net income attributable to noncontrolling interest in subsidiaryh

 

 

 

 

210

 

 

 

 

 

 

 

 

 

820

 

Adjusted EBITDAa

$

80,933

 

 

$

11,500

 

 

$

30,127

 

 

$

162,053

 

 

$

36,322

 

Adjusted EBITDA margina

 

12.6

%

 

 

5.3

%

 

 

8.0

%

 

 

9.7

%

 

 

4.3

%

 

 

 

 

 

 

 

 

 

 

Adjusted EPS:i

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to common stockholders

$

77,573

 

 

$

4,612

 

 

$

23,433

 

 

$

132,002

 

 

$

(12,962

)

Non-GAAP adjustments - pretax:

 

 

 

 

 

 

 

 

 

Acquisition and integration-related costsc

 

83

 

 

 

 

 

 

61

 

 

 

1,068

 

 

 

77

 

Restructuring costsd

 

239

 

 

 

842

 

 

 

318

 

 

 

2,630

 

 

 

6,052

 

Legal settlements and feese

 

12

 

 

 

600

 

 

 

(1,556

)

 

 

(1,141

)

 

 

2,998

 

Impairment charges (excluding rebranding impacts)f

 

 

 

 

166

 

 

 

 

 

 

2,070

 

 

 

16,248

 

Rebranding impairments and accelerated amortizationf

 

 

 

 

 

 

 

 

 

 

 

 

 

3,075

 

Applicant tracking system costsg

 

280

 

 

 

690

 

 

 

406

 

 

 

1,376

 

 

 

2,033

 

Nonrecurring income tax adjustmentsj

 

(25,188

)

 

 

(18

)

 

 

 

 

 

(23,246

)

 

 

295

 

Tax impact of non-GAAP adjustments

 

(158

)

 

 

(2

)

 

 

(1

)

 

 

(172

)

 

 

(992

)

Adjusted net income attributable to common stockholders - non-GAAP

$

52,841

 

 

$

6,890

 

 

$

22,661

 

 

$

114,587

 

 

$

16,824

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

Weighted average common shares - basic, GAAP

 

36,974

 

 

 

36,177

 

 

 

36,963

 

 

 

36,689

 

 

 

36,088

 

Dilutive impact of share-based paymentsk

 

762

 

 

 

601

 

 

 

619

 

 

 

703

 

 

 

340

 

Adjusted weighted average common shares - diluted, non-GAAP

 

37,736

 

 

 

36,778

 

 

 

37,582

 

 

 

37,392

 

 

 

36,428

 

 

 

 

 

 

 

 

 

 

 

Reconciliation:

 

 

 

 

 

 

 

 

 

Diluted EPS, GAAP

$

2.07

 

 

$

0.13

 

 

$

0.62

 

 

$

3.53

 

 

$

(0.36

)

Non-GAAP adjustments - pretax:

 

 

 

 

 

 

 

 

 

Acquisition and integration-related costsc

 

 

 

 

 

 

 

 

 

 

0.03

 

 

 

 

Restructuring costsd

 

 

 

 

0.02

 

 

 

0.01

 

 

 

0.06

 

 

 

0.16

 

Legal settlements and feese

 

 

 

 

0.02

 

 

 

(0.03

)

 

 

(0.02

)

 

 

0.09

 

Impairment charges (excluding rebranding impacts)f

 

 

 

 

 

 

 

 

 

 

0.05

 

 

 

0.45

 

Rebranding impairments and accelerated amortizationf

 

 

 

 

 

 

 

 

 

 

 

 

 

0.09

 

Applicant tracking system costsg

 

 

 

 

0.02

 

 

 

0.01

 

 

 

0.03

 

 

 

0.05

 

Nonrecurring income tax adjustmentsj

 

(0.67

)

 

 

 

 

 

 

 

 

(0.62

)

 

 

0.01

 

Tax impact of non-GAAP adjustments

 

 

 

 

 

 

 

 

 

 

 

 

 

(0.03

)

Adjusted EPS, non-GAAPi

$

1.40

 

 

$

0.19

 

 

$

0.61

 

 

$

3.06

 

 

$

0.46

 


Cross Country Healthcare, Inc.

Consolidated Balance Sheets

(Unaudited, amounts in thousands)

 

 

December 31,

 

December 31,

 

2021

 

2020

 

 

 

 

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

1,036

 

 

$

1,600

 

Accounts receivable, net

 

493,910

 

 

 

170,003

 

Prepaid expenses

 

7,648

 

 

 

5,455

 

Insurance recovery receivable

 

5,041

 

 

 

4,698

 

Other current assets

 

638

 

 

 

1,355

 

Total current assets

 

508,273

 

 

 

183,111

 

Property and equipment, net

 

15,833

 

 

 

12,351

 

Operating lease right-of-use assets

 

7,488

 

 

 

10,447

 

Goodwill

 

119,490

 

 

 

90,924

 

Trade names, indefinite-lived

 

5,900

 

 

 

5,900

 

Other intangible assets, net

 

42,344

 

 

 

34,831

 

Non-current deferred tax assets

 

11,525

 

 

 

 

Other non-current assets

 

21,956

 

 

 

19,409

 

Total assets

$

732,809

 

 

$

356,973

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

Current liabilities:

 

 

 

Accounts payable and accrued expenses

$

109,753

 

 

$

49,877

 

Accrued employee compensation and benefits

 

65,580

 

 

 

35,540

 

Current portion of debt

 

4,176

 

 

 

2,425

 

Operating lease liabilities - current

 

4,090

 

 

 

4,509

 

Income tax payable

 

7,307

 

 

 

8

 

Current portion of earnout liability

 

7,500

 

 

 

 

Other current liabilities

 

1,364

 

 

 

1,064

 

Total current liabilities

 

199,770

 

 

 

93,423

 

Long-term debt, less current portion

 

176,366

 

 

 

53,408

 

Operating lease liabilities - non-current

 

10,853

 

 

 

15,234

 

Non-current deferred tax liabilities

 

190

 

 

 

6,592

 

Long-term accrued claims

 

25,314

 

 

 

25,412

 

Non-current earnout liability

 

9,000

 

 

 

 

Other long-term liabilities

 

13,788

 

 

 

7,995

 

Total liabilities

 

435,281

 

 

 

202,064

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

Common stock

 

4

 

 

 

4

 

Additional paid-in capital

 

321,552

 

 

 

310,388

 

Accumulated other comprehensive loss

 

(1,293

)

 

 

(1,280

)

Accumulated deficit

 

(22,735

)

 

 

(154,737

)

Total Cross Country Healthcare, Inc. stockholders' equity

 

297,528

 

 

 

154,375

 

Noncontrolling interest in subsidiary

 

 

 

 

534

 

Total stockholders' equity

 

297,528

 

 

 

154,909

 

Total liabilities and stockholders' equity

$

732,809

 

 

$

356,973

 


Cross Country Healthcare, Inc.

Segment Datal

(Unaudited, amounts in thousands)

 

 

Three Months Ended

 

Year-over-Year

 

Sequential

 

December 31,

 

% of

 

December 31,

 

% of

 

September 30,

 

% of

 

% change

 

% change

 

2021

 

Total

 

2020

 

Total

 

2021

 

Total

 

Fav (Unfav)

 

Fav (Unfav)

 

 


 

 

 


 

 

 


 

 

 

 

 

Revenue from services:

 


 

 

 


 

 

 


 

 

 

 

 

Nurse and Allied Staffing

$

620,446

 


97

%

 

$

199,177

 


92

%

 

$

356,139

 


95

%

 

211.5

%

 

74.2

%

Physician Staffing

 

20,233

 


3

%

 

 

16,429

 


8

%

 

 

18,766

 


5

%

 

23.2

%

 

7.8

%

 

$

640,679

 


100

%

 

$

215,606

 


100

%

 

$

374,905

 


100

%

 

197.2

%

 

70.9

%

 

 


 

 

 


 

 

 


 

 

 

 

 

Contribution income:m

 


 

 

 


 

 

 


 

 

 

 

 

Nurse and Allied Staffing

$

92,392

 


 

 

$

22,835

 


 

 

$

40,645

 


 

 

304.6

%

 

127.3

%

Physician Staffing

 

1,428

 


 

 

 

942

 


 

 

 

910

 


 

 

51.6

%

 

56.9

%

 

 

93,820

 


 

 

 

23,777

 


 

 

 

41,555

 


 

 

294.6

%

 

125.8

%

 

 


 

 

 


 

 

 


 

 

 

 

 

Corporate overheadn

 

14,816

 


 

 

 

14,907

 


 

 

 

12,049

 


 

 

0.6

%

 

(23.0

)%

Depreciation and amortization

 

2,720

 


 

 

 

2,199

 


 

 

 

2,680

 


 

 

(23.7

) %

 

(1.5

)%

Acquisition and integration-related costsc

 

83

 


 

 

 

 


 

 

 

61

 


 

 

(100.0

) %

 

(36.1

)%

Restructuring costsd

 

239

 


 

 

 

842

 


 

 

 

318

 


 

 

71.6

%

 

24.8

%

Impairment chargesf

 

 


 

 

 

166

 


 

 

 

 


 

 

100.0

%

 

%

Income from operations

$

75,962



 

 

$

5,663

 


 

 

$

26,447



 

 

NM

 

 

187.2

%

 

 


 

 

 


 

 

 


 

 

 

 

 

 

Year Ended

 

 

 

 

 

Year-over-Year

 

 

 

December 31,

 

% of

 

December 31,

 

% of

 

 

 

 

 

% change

 

 

 

2021

 

Total

 

2020

 

Total

 

 

 

 

 

Fav (Unfav)

 

 

 

 


 

 

 


 

 

 


 

 

 

 

 

Revenue from services:

 


 

 

 


 

 

 


 

 

 

 

 

Nurse and Allied Staffing

$

1,605,781

 


96

%

 

$

768,483

 


92

%

 

 


 

 

109.0

%

 

 

Physician Staffing

 

70,871

 


4

%

 

 

67,934

 


8

%

 

 


 

 

4.3

%

 

 

 

$

1,676,652

 


100

%

 

$

836,417

 


100

%

 

 


 

 

100.5

%

 

 

 

 


 

 

 


 

 

 


 

 

 

 

 

Contribution income:m

 


 

 

 


 

 

 


 

 

 

 

 

Nurse and Allied Staffing

$

205,738

 


 

 

$

74,169

 


 

 

 


 

 

177.4

%

 

 

Physician Staffing

 

4,328

 


 

 

 

3,619

 


 

 

 


 

 

19.6

%

 

 

 

 

210,066

 


 

 

 

77,788

 


 

 

 


 

 

170.0

%

 

 

 

 


 

 

 


 

 

 


 

 

 

 

 

Corporate overheadn

 

55,142

 


 

 

 

51,900

 


 

 

 


 

 

(6.2

)%

 

 

Depreciation and amortization

 

9,852

 


 

 

 

12,671

 


 

 

 


 

 

22.2

%

 

 

Acquisition and integration-related costsc

 

1,068

 


 

 

 

77

 


 

 

 


 

 

NM

 

 

 

Restructuring costsd

 

2,630

 


 

 

 

6,052

 


 

 

 


 

 

56.5

%

 

 

Impairment chargesf

 

2,070

 


 

 

 

16,248

 


 

 

 


 

 

87.3

%

 

 

Income (loss) from operations

$

139,304

 


 

 

$

(9,160

)


 

 

 


 

 

NM

 

 

 

 

 


 

 

 


 

 

 


 

 

 

 

 

NM-Not meaningful.

 


 

 

 


 

 

 


 

 

 

 

 


Cross Country Healthcare, Inc.

Summary Condensed Consolidated Statements of Cash Flows

(Unaudited, amounts in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Year Ended

 

December 31,

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

December 31,

 

2021

 

 

2020

 

 

2021

 

 

2021

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cash (used in) provided by operating activities

$

(73,365

)

 

 

$

1,929

 

 

 

$

(2,831

)

 

 

$

(85,618

)

 

$

27,204

 

Net cash used in investing activities

 

(4,686

)

 

 

 

(956

)

 

 

 

(1,888

)

 

 

 

(34,046

)

 

 

(4,615

)

Net cash provided by (used in) financing activities

 

78,226

 

 

 

 

(2,827

)

 

 

 

(12,569

)

 

 

 

119,094

 

 

 

(22,010

)

Effect of exchange rate changes on cash

 

19

 

 

 

 

8

 

 

 

 

3

 

 

 

 

6

 

 

 

(11

)

Change in cash and cash equivalents

 

194

 

 

 

 

(1,846

)

 

 

 

(17,285

)

 

 

 

(564

)

 

 

568

 

Cash and cash equivalents at beginning of period

 

842

 

 

 

 

3,446

 

 

 

 

18,127

 

 

 

 

1,600

 

 

 

1,032

 

Cash and cash equivalents at end of period

$

1,036

 

 

 

$

1,600

 

 

 

$

842

 

 

 

$

1,036

 

 

$

1,600

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cross Country Healthcare, Inc.

Other Financial Data

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Year Ended

 

December 31,

 

 

December 31,

 

 

September 30,

 

 

December 31,

 

December 31,

 

2021

 

 

2020

 

 

2021

 

 

2021

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated gross profit margino

 

23.0

%

 

 

 

25.2

%

 

 

 

22.4

%

 

 

 

22.4

%

 

 

24.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing statistical data:

 

 

 

 

 

 

 

 

 

 

 

 

FTEsp

 

11,520

 

 

 

 

5,798

 

 

 

 

9,003

 

 

 

 

8,679

 

 

 

6,037

 

Average Nurse and Allied Staffing revenue per FTE per dayq

$

582

 

 

 

$

368

 

 

 

$

425

 

 

 

$

503

 

 

$

343

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Physician Staffing statistical data:

 

 

 

 

 

 

 

 

 

 

 

 

Days filledr

 

12,739

 

 

 

 

9,911

 

 

 

 

12,187

 

 

 

 

44,169

 

 

 

38,987

 

Revenue per day filleds

$

1,588

 

 

 

$

1,658

 

 

 

$

1,540

 

 

 

$

1,605

 

 

$

1,742

 


(a)

Adjusted EBITDA, a non-GAAP financial measure, is defined as net income (loss) attributable to common stockholders before interest expense, income tax expense (benefit), depreciation and amortization, acquisition and integration-related costs, restructuring costs, legal settlements and fees, impairment charges, gain or loss on derivative, loss on early extinguishment of debt, gain or loss on disposal of fixed assets, gain or loss on sale of business, other expense (income), net, equity compensation, applicant tracking system costs, and includes net income attributable to noncontrolling interest in subsidiary. Adjusted EBITDA should not be considered a measure of financial performance under GAAP. Management presents Adjusted EBITDA because it believes that Adjusted EBITDA is a useful supplement to net income attributable to common stockholders as an indicator of operating performance. Management uses Adjusted EBITDA for planning purposes and as one performance measure in its incentive programs for certain members of its management team. Adjusted EBITDA, as defined, closely matches the operating measure as defined by the Company's credit facilities. Adjusted EBITDA Margin is calculated by dividing Adjusted EBITDA by the Company's consolidated revenue.

(b)

The release of the majority of the valuation allowance on deferred tax assets as of December 31, 2021 resulted in an income tax benefit of $4.3 million for the three months ended December 31, 2021 and income tax expense of $1.2 million for the year ended December 31, 2021.

(c)

Acquisition and integration-related costs include costs for legal and advisory fees, as well as integration costs, for the WSG acquisition that closed late in the second quarter of 2021, and legal and professional fees for the Selected acquisition that closed late in the fourth quarter of 2021, and valuation adjustments related to the contingent consideration liability for the Mediscan acquisition that were incurred in 2020.

(d)

Restructuring costs are primarily comprised of employee termination costs, lease-related exit costs, and reorganization costs as part of planned cost savings initiatives.

(e)

Legal settlements and fees include legal settlement charges as presented on the consolidated statements of operations as well as legal fees pertaining to non-operational legal matters outside the normal course of operations which are included in selling, general and administrative expenses. For the year ended December 31, 2021, legal settlements and fees resulted in a net benefit of $1.1 million due to a recovery in the third quarter of $1.6 million. For the year ended December 31, 2020, we incurred $3.0 million in legal fees related to an ongoing legal matter outside the normal course of operations.

(f)

Impairment charges for the year ended December 31, 2021 were comprised of $2.0 million related to right-of-use assets and related property in connection with leases that were vacated during the second quarter and $0.1 million related to the write-off of a discontinued software development project. Impairment charges in 2020 of $16.2 million were comprised of $10.7 million primarily related to goodwill and other intangible assets for the former Search business and $5.5 million related to right-of-use assets and related property and equipment in connection with leases that were vacated during the year. Rebranding impairments and accelerated amortization related to finite-lived trade names in connection with the rebranding initiatives.

(g)

Applicant tracking system costs are related to the Company's project to replace its legacy system supporting its travel nurse staffing business. These costs are reported in selling, general and administrative expenses on the consolidated statement of operations and included in corporate overhead in segment data.

(h)

Cross Country Talent Acquisition Group, LLC was controlled by the Company but not wholly owned. The Company recorded the ownership interest of the noncontrolling shareholder as noncontrolling interest in subsidiary. Effective December 31, 2020, the sole professional staffing services agreement held by this joint venture was terminated and, as a result, the Company dissolved Cross Country Talent Acquisition Group, LLC in the third quarter of 2021. The Company subsequently entered into a direct staffing agreement with the hospital system.

(i)

Adjusted EPS, a non-GAAP financial measure, is defined as net income (loss) attributable to common stockholders per diluted share before the diluted EPS impact of acquisition and integration-related costs, restructuring costs, legal settlements and fees, impairment charges, rebranding impairments and accelerated amortization, gain or loss on derivative, loss on early extinguishment of debt, gain or loss on sale of business, applicant tracking system costs, and nonrecurring income tax adjustments. Adjusted EPS should not be considered a measure of financial performance under GAAP. Management presents Adjusted EPS because it believes that Adjusted EPS is a useful supplement to its reported EPS as an indicator of operating performance. Management believes it provides a more useful comparison of the Company's underlying business performance from period to period and is more representative of the future earnings capacity of the Company.

(j)

Non-recurring income tax adjustment for the year ended December 31, 2021 reflects the reversal of the majority of the valuation allowance on deferred tax assets, as well as the establishment of a valuation allowance related to a state rate change as a result of the WSG acquisition.

(k)

Due to the net loss for the year ended December 31, 2020, 340 shares (in thousands) were excluded from diluted weighted average shares.

(l)

Segment data provided is in accordance with the Segment Reporting Topic of the FASB ASC. In the first quarter of 2021, the Company modified its reportable segments and now discloses two reportable segments - Nurse and Allied Staffing and Physician Staffing beginning in the first quarter of 2021. Revenue in the amount of $2.8 million and $10.5 million, and contribution income of $0.6 million and contribution loss of $1.1 million, included in the previously-reported Search segment have been reclassified to Nurse and Allied Staffing for the three months and year ended December 31, 2020, respectively.

(m)

Contribution income is defined as income (loss) from operations before depreciation and amortization, acquisition and integration-related costs, restructuring costs, legal settlement charges, impairment charges, and corporate overhead. Contribution income is a financial measure used by management when assessing segment performance.

(n)

Corporate overhead includes unallocated executive leadership and other centralized corporate functional support costs such as finance, IT, legal, human resources, and marketing, as well as public company expenses and corporate-wide projects (initiatives).

(o)

Gross profit is defined as revenue from services less direct operating expenses. The Company's gross profit excludes allocated depreciation and amortization expense. Gross profit margin is calculated by dividing gross profit by revenue from services.

(p)

FTEs represent the average number of Nurse and Allied Staffing contract personnel on a full-time equivalent basis.

(q)

Average revenue per FTE per day is calculated by dividing the Nurse and Allied Staffing revenue, excluding permanent placement, per FTE by the number of days worked in the respective periods.

(r)

Days filled is calculated by dividing the total hours invoiced during the period, including an estimate for the impact of accrued revenue, by 8 hours.

(s)

Revenue per day filled is calculated by dividing revenue as reported by days filled for the period presented.

 

Contacts

Cross Country Healthcare, Inc.
William J. Burns, 561-237-2555
Executive Vice President & Chief Financial Officer
wburns@crosscountry.com