UNITED STATES 
 SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
 
 
 
FORM 8-K
 
 
 
CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) November 2, 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 November 2, 2022, Cross Country Healthcare, Inc. (“the Company”) issued a press release announcing results for the quarter ended September 30, 2022, 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 November 2, 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:
November 2, 2022
 
Executive Vice President & Chief Financial Officer

Exhibit 99.1

Cross Country Healthcare Announces Third Quarter 2022 Financial Results

BOCA RATON, Fla.--(BUSINESS WIRE)--November 2, 2022--Cross Country Healthcare, Inc. (the "Company") (Nasdaq: CCRN) today announced financial results for its third quarter ended September 30, 2022.

SELECTED FINANCIAL INFORMATION:

 

 

 

Variance

Variance

 

 

 

Q3 2022 vs

Q3 2022 vs

Dollars are in thousands, except per share amounts

Q3 2022

Q3 2021

Q2 2022

Revenue

$

636,098

 

 

70

%

 

(16)

%

Gross profit margin*

 

22.6

%

 

20

bps

 

bps

Net income attributable to common stockholders

$

34,793

 

 

48

%

 

(34)

%

Diluted EPS

$

0.93

 

$

0.31

 

$

(0.47)

 

Adjusted EBITDA*

$

63,792

 

 

112

%

 

(24)

%

Adjusted EBITDA margin*

 

10.0

%

 

200

bps

 

(110)

bps

Adjusted EPS*

$

1.07

 

$

0.46

 

$

(0.33)

 

Cash flows provided by (used in) operations

$

140,627

 

 

5,067

%

 

675

%

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

Third Quarter Business Highlights

  • Revenue, Adjusted EBITDA, and Adjusted EPS exceeded previously updated guidance ranges
  • Double-digit year-over-year revenue growth across both segments
  • Adjusted EBITDA margin of 10.0%
  • Repurchased 1 million shares of common stock for $24.3 million
  • Scaled our locum tenens portfolio through the Mint and Lotus acquisitions, which closed in October

“Our third quarter 2022 results once again exceeded expectations. Our advanced technology stack is driving internal efficiency and productivity gains, as well as increases in client and candidate engagement. As market conditions continue to normalize, we are confident that we can continue to grow organically through new client wins, strong execution, and the continued demand for clinicians across the healthcare continuum,” said John A. Martins, President and Chief Executive Officer of Cross Country Healthcare. He continued, “Heading into 2023, we are well positioned and remain confident that we will meet or exceed our annual targets given the pipeline of MSP opportunities, the ongoing rollout of our proprietary vendor-neutral offering, Intellify, and continued investments in our people and technology.”


Third quarter consolidated revenue was $636.1 million, an increase of 70% year-over-year and a decrease of 16% sequentially. Consolidated gross profit margin was 22.6%, up 20 basis points year-over-year and flat sequentially. Net income attributable to common stockholders was $34.8 million compared to $23.4 million in the prior year and $52.9 million in the prior quarter. Diluted earnings per share (EPS) was $0.93 compared to $0.62 in the prior year and $1.40 in the prior quarter. Adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) was $63.8 million or 10.0% of revenue, as compared with $30.1 million or 8.0% of revenue in the prior year, and $83.5 million or 11.1% of revenue in the prior quarter. Adjusted EPS was $1.07 compared to $0.61 in the prior year and $1.40 in the prior quarter.

For the nine months ended September 30, 2022, consolidated revenue was $2.2 billion, an increase of 110% year-over-year. Consolidated gross profit margin was 22.4%, up 40 basis points year-over-year. Net income attributable to common stockholders was $149.7 million, or $3.97 per diluted share, compared to $54.4 million, or $1.46 per diluted share, in the prior year. Adjusted EBITDA was $244.7 million or 11.2% of revenue, as compared with $81.1 million or 7.8% of revenue in the prior year. Adjusted EPS was $4.17 compared to $1.66 in the prior year.

Quarterly Business Segment Highlights

Nurse and Allied Staffing

Revenue was $612.3 million, an increase of 72% year-over-year and a decrease of 16% sequentially. Contribution income was $77.8 million, an increase from $40.6 million in the prior year and a decrease from $97.6 million in the prior quarter. Average field contract personnel on a full-time equivalent (FTE) basis were 12,524 as compared with 9,003 in the prior year and 13,494 in the prior quarter. Revenue per FTE per day was $526 compared to $425 in the prior year and $591 in the prior quarter. The increase in the average number of FTEs as compared to the prior year was primarily due to headcount growth in travel nurse and allied. As expected, average bill rates were down sequentially in the low double digits.

Physician Staffing

Revenue was $23.8 million, an increase of 27% year-over-year and 8% sequentially. Contribution income was $0.8 million, a decrease from $0.9 million in the prior year and $1.2 million in the prior quarter. Total days filled were 13,219 as compared with 12,187 in the prior year and 12,416 in the prior quarter. Revenue per day filled was $1,803 as compared with $1,540 in the prior year and $1,781 in the prior quarter. The year-over-year increase in revenue was driven by an increase in volume in hospitalists and certified registered nurse anesthetists. The year-over-year decrease in contribution income was driven by higher indirect costs.

Cash Flow and Balance Sheet Highlights

Cash flow provided by operations for the quarter was $140.6 million, due to the strength of collections of accounts receivable. For the nine months ended September 30, 2022, cash flow provided by operations was $129.7 million compared to cash used in operations of $12.3 million in the prior year.

On August 16, 2022, the Company's Board of Directors authorized a new $100 million stock repurchase program. During the quarter, the Company repurchased and retired a total of 1.0 million shares of the Company's common stock for $24.3 million, at an average market price of $23.97 per share. As of September 30, 2022, the Company had 36.5 million unrestricted shares outstanding and $87.2 million remaining for share repurchase.

At September 30, 2022, the Company had $30.3 million in cash and cash equivalents, a portion of which was used to complete the acquisition of Mint and Lotus on October 3, 2022. The Company had $123.9 million principal balance on its term loan, with $9.2 million of borrowings drawn under its revolving senior secured asset-based credit facility (ABL), and $17.5 million of letters of credit outstanding. As of September 30, 2022, borrowing base availability under the ABL was $300.0 million, with $273.3 million of excess availability.


Outlook for Fourth Quarter 2022

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

 

Q4 2022 Range

 

Year-over-Year

 

Sequential

Change

 

Change

 

 

 

 

 

 

Revenue

$590 million - $600 million

 

(8)% - (6)%

 

(7)% - (6)%

 

 

 

 

 

 

Gross Profit Margin*

22.3% - 22.8%

 

(75) bps - (25) bps

 

(35) bps - 15 bps

 

 

 

 

 

 

Adjusted EBITDA*

$52.0 million - $57.0 million

 

(36)% - (30)%

 

(18)% - (11)%

 

 

 

 

 

 

Adjusted EPS*

$0.85 - $0.95

 

($0.55) - ($0.45)

 

($0.22) - ($0.12)

* 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 significant share repurchases.

See accompanying non-GAAP financial measures and tables below.

INVITATION TO CONFERENCE CALL

The Company will hold its quarterly conference call on Wednesday, November 2, 2022, at 5:00 P.M. Eastern Time to discuss its third quarter 2022 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 November 2nd through November 16th on the Company’s website and a replay of the conference call will be available by telephone by calling 866-430-4724 from anywhere in the U.S. or 203-369-0926 from non-U.S. locations - Passcode: 1339.


ABOUT CROSS COUNTRY HEALTHCARE

Cross Country Healthcare, Inc. is a leading tech-enabled workforce solutions and advisory firm with 36 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 our clients and our homecare, education, and clinical and non-clinical healthcare professionals. Our locum tenens line of business, Cross Country Locums, has been certified by the National Committee for Quality Assurance (NCQA), the leader in healthcare accreditation, since 2001. We are the first publicly traded staffing firm to obtain The Joint Commission Certification, which we still hold with a Letter of Distinction. Cross Country Healthcare is rated as the top staffing and recruiting employer for women by InHerSights, and CertifiedTM by Great Place to Work®. For two consecutive years, we have received the Top Workplaces USA award and the Top Workplaces Award for Diversity, Equity & Inclusion Practices, and were recently recognized as a recipient of the Top Workplaces Awards for Innovation and Leadership by Energage, and the Women Executive Leadership Elevate Award recognizing gender diversity in our Boardroom. We have a history of investing in diversity, equality, and inclusion as a key component of the organization’s overall corporate social responsibility program, closely aligned with its core values to create a better future for its people, communities, and its stockholders.

Copies of this and other press releases, as well as additional information about the Company, can be accessed online at ir.crosscountryhealthcare.com. Stockholders 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 of 1995, 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. These 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 overall macroeconomic environment, including increased inflation and interest rates, demand for the healthcare services we provide, both nationally and in the regions in which we operate, the ongoing impacts of the coronavirus 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, 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 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, including, without limitation, the risk factors set forth in Item 1A. "Risk Factors" in the Companys Annual Report on Form 10-K for the year ended December 31, 2021,as filed and updated in our Quarterly Reports on Form 10-Q and 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 managements 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. Except as may be required by law, the Company undertakes no obligation to update or revise forward-looking statements. All references to "the Company", "we", "us", "our", or "Cross Country" in this press release mean Cross Country Healthcare, Inc. and its consolidated subsidiaries.


Cross Country Healthcare, Inc.

Consolidated Statements of Operations

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

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

September 30,

 

September 30,

 

June 30,

 

 

September 30,

 

September 30,

 

2022

 

2021

 

2022

 

 

2022

 

2021

 

 

 

 

 

 

 

Revenue from services

$

636,098

 

 

$

374,905

 

 

$

753,561

 

 

 

$

2,178,391

 

 

$

1,035,973

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

Direct operating expenses

 

492,553

 

 

 

291,111

 

 

 

583,156

 

 

 

 

1,689,647

 

 

 

808,124

 

Selling, general and administrative expenses

 

80,216

 

 

 

52,847

 

 

 

86,009

 

 

 

 

243,038

 

 

 

149,518

 

Bad debt expense

 

1,101

 

 

 

1,441

 

 

 

3,192

 

 

 

 

6,662

 

 

 

2,411

 

Depreciation and amortization

 

3,214

 

 

 

2,680

 

 

 

3,481

 

 

 

 

9,414

 

 

 

7,132

 

Acquisition and integration-related costs

 

490

 

 

 

61

 

 

 

 

 

 

 

530

 

 

 

985

 

Restructuring costs (benefits)

 

2,493

 

 

 

318

 

 

 

(1,114

)

 

 

 

1,859

 

 

 

2,391

 

Impairment charges

 

3,856

 

 

 

 

 

 

 

 

 

 

5,597

 

 

 

2,070

 

Total operating expenses

 

583,923

 

 

 

348,458

 

 

 

674,724

 

 

 

 

1,956,747

 

 

 

972,631

 

Income from operations

 

52,175

 

 

 

26,447

 

 

 

78,837

 

 

 

 

221,644

 

 

 

63,342

 

Other expenses (income):

 

 

 

 

 

 

 

 

 

 

Interest expense

 

3,498

 

 

 

2,182

 

 

 

3,857

 

 

 

 

10,876

 

 

 

4,049

 

Loss on early extinguishment of debt

 

 

 

 

 

 

 

1,912

 

 

 

 

1,912

 

 

 

 

Other income, net

 

(27

)

 

 

(375

)

 

 

(1,084

)

 

 

 

(1,119

)

 

 

(616

)

Income before income taxes

 

48,704

 

 

 

24,640

 

 

 

74,152

 

 

 

 

209,975

 

 

 

59,909

 

Income tax expense

 

13,911

 

 

 

1,207

 

 

 

21,258

 

 

 

 

60,305

 

 

 

5,480

 

Net income attributable to common stockholders

$

34,793

 

 

$

23,433

 

 

$

52,894

 

 

 

$

149,670

 

 

$

54,429

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share attributable to common stockholders - Basic

$

0.94

 

 

$

0.63

 

 

$

1.41

 

 

 

$

4.02

 

 

$

1.49

 

 

 

 

 

 

 

 

 

 

 

 

Net income per share attributable to common stockholders - Diluted

$

0.93

 

 

$

0.62

 

 

$

1.40

 

 

 

$

3.97

 

 

$

1.46

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

Basic

 

37,101

 

 

 

36,963

 

 

 

37,471

 

 

 

 

37,200

 

 

 

36,593

 

Diluted

 

37,492

 

 

 

37,582

 

 

 

37,757

 

 

 

 

37,741

 

 

 

37,276

 


Cross Country Healthcare, Inc.

Reconciliation of Non-GAAP Financial Measures

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

 

 

Three Months Ended

 

 

Nine Months Ended

 

September 30,

 

September 30,

 

June 30,

 

 

September 30,

 

September 30,

 

2022

 

2021

 

2022

 

 

2022

 

2021

Adjusted EBITDA:a

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

$

34,793

 

 

$

23,433

 

 

$

52,894

 

 

 

$

149,670

 

 

$

54,429

 

Interest expense

 

3,498

 

 

 

2,182

 

 

 

3,857

 

 

 

 

10,876

 

 

 

4,049

 

Income tax expenseb

 

13,911

 

 

 

1,207

 

 

 

21,258

 

 

 

 

60,305

 

 

 

5,480

 

Depreciation and amortization

 

3,214

 

 

 

2,680

 

 

 

3,481

 

 

 

 

9,414

 

 

 

7,132

 

Acquisition and integration-related costsc

 

490

 

 

 

61

 

 

 

 

 

 

 

530

 

 

 

985

 

Restructuring costs (benefits)d

 

2,493

 

 

 

318

 

 

 

(1,114

)

 

 

 

1,859

 

 

 

2,391

 

Legal settlements and feese

 

 

 

 

(1,556

)

 

 

 

 

 

 

 

 

 

(1,153

)

Impairment chargesf

 

3,856

 

 

 

 

 

 

 

 

 

 

5,597

 

 

 

2,070

 

Loss on disposal of fixed assets

 

 

 

 

60

 

 

 

6

 

 

 

 

25

 

 

 

60

 

Loss on early extinguishment of debtg

 

 

 

 

 

 

 

1,912

 

 

 

 

1,912

 

 

 

 

Gain on lease terminationh

 

(9

)

 

 

(10

)

 

 

(1,064

)

 

 

 

(1,094

)

 

 

(234

)

Other income, net

 

(19

)

 

 

(425

)

 

 

(26

)

 

 

 

(51

)

 

 

(442

)

Equity compensation

 

1,491

 

 

 

1,771

 

 

 

2,114

 

 

 

 

5,206

 

 

 

5,257

 

Applicant tracking system costsi

 

74

 

 

 

406

 

 

 

172

 

 

 

 

441

 

 

 

1,096

 

Adjusted EBITDAa

$

63,792

 

 

$

30,127

 

 

$

83,490

 

 

 

$

244,690

 

 

$

81,120

 

Adjusted EBITDA margina

 

10.0

%

 

 

8.0

%

 

 

11.1

%

 

 

 

11.2

%

 

 

7.8

%

 

 

 

 

 

 

 

 

 

 

 

Adjusted EPS:j

 

 

 

 

 

 

 

 

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

Net income attributable to common stockholders

$

34,793

 

 

$

23,433

 

 

$

52,894

 

 

 

$

149,670

 

 

$

54,429

 

Non-GAAP adjustments - pretax:

 

 

 

 

 

 

 

 

 

 

Acquisition and integration-related costsc

 

490

 

 

 

61

 

 

 

 

 

 

 

530

 

 

 

985

 

Restructuring costs (benefits)d

 

2,493

 

 

 

318

 

 

 

(1,114

)

 

 

 

1,859

 

 

 

2,391

 

Legal settlements and feese

 

 

 

 

(1,556

)

 

 

 

 

 

 

 

 

 

(1,153

)

Impairment chargesf

 

3,856

 

 

 

 

 

 

 

 

 

 

5,597

 

 

 

2,070

 

Applicant tracking system costsi

 

74

 

 

 

406

 

 

 

172

 

 

 

 

441

 

 

 

1,096

 

Loss on early extinguishment of debtg

 

 

 

 

 

 

 

1,912

 

 

 

 

1,912

 

 

 

 

Nonrecurring income tax adjustmentsk

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,942

 

Tax impact of non-GAAP adjustments

 

(1,802

)

 

 

(1

)

 

 

(1,061

)

 

 

 

(2,679

)

 

 

(14

)

Adjusted net income attributable to common stockholders - non-GAAP

$

39,904

 

 

$

22,661

 

 

$

52,803

 

 

 

$

157,330

 

 

$

61,746

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

Weighted average common shares - basic, GAAP

 

37,101

 

 

 

36,963

 

 

 

37,471

 

 

 

 

37,200

 

 

 

36,593

 

Dilutive impact of share-based payments

 

391

 

 

 

619

 

 

 

286

 

 

 

 

541

 

 

 

683

 

Adjusted weighted average common shares - diluted, non-GAAP

 

37,492

 

 

 

37,582

 

 

 

37,757

 

 

 

 

37,741

 

 

 

37,276

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation:

 

 

 

 

 

 

 

 

 

 

Diluted EPS, GAAP

$

0.93

 

 

$

0.62

 

 

$

1.40

 

 

 

$

3.97

 

 

$

1.46

 

Non-GAAP adjustments - pretax:

 

 

 

 

 

 

 

 

 

 

Acquisition and integration-related costsc

 

0.01

 

 

 

 

 

 

 

 

 

 

0.01

 

 

 

0.03

 

Restructuring costs (benefits)d

 

0.07

 

 

 

0.01

 

 

 

(0.03

)

 

 

 

0.05

 

 

 

0.06

 

Legal settlements and feese

 

 

 

 

(0.03

)

 

 

 

 

 

 

 

 

 

(0.02

)

Impairment chargesf

 

0.10

 

 

 

 

 

 

 

 

 

 

0.15

 

 

 

0.05

 

Applicant tracking system costsi

 

 

 

 

0.01

 

 

 

 

 

 

 

0.01

 

 

 

0.03

 

Loss on early extinguishment of debtg

 

 

 

 

 

 

 

0.05

 

 

 

 

0.05

 

 

 

 

Nonrecurring income tax adjustmentsk

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0.05

 

Tax impact of non-GAAP adjustments

 

(0.04

)

 

 

 

 

 

(0.02

)

 

 

 

(0.07

)

 

 

 

Adjusted EPS, non-GAAPj

$

1.07



$

0.61



$

1.40




$

4.17



1.66 



Cross Country Healthcare, Inc.

Consolidated Balance Sheets

(Unaudited, amounts in thousands)

 

 

September 30,

 

 

December 31,

 

2022

 

 

2021

 

 

 

 

 

Assets

 

 

 

 

Current assets:

 

 

 

 

Cash and cash equivalents

$

30,320

 

 

 

$

1,036

 

Accounts receivable, net

 

610,897

 

 

 

 

493,910

 

Prepaid expenses

 

3,952

 

 

 

 

7,648

 

Insurance recovery receivable

 

6,202

 

 

 

 

5,041

 

Other current assets

 

8,646

 

 

 

 

638

 

Total current assets

 

660,017

 

 

 

 

508,273

 

Property and equipment, net

 

18,556

 

 

 

 

15,833

 

Operating lease right-of-use assets

 

3,249

 

 

 

 

7,488

 

Goodwill

 

113,360

 

 

 

 

119,490

 

Trade names, indefinite-lived

 

5,900

 

 

 

 

5,900

 

Other intangible assets, net

 

40,843

 

 

 

 

42,344

 

Non-current deferred tax assets

 

8,791

 

 

 

 

11,525

 

Non-current insurance recovery receivable

 

20,753

 

 

 

 

13,998

 

Other non-current assets

 

11,043

 

 

 

 

7,958

 

Total assets

$

882,512

 

 

 

$

732,809

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

Current liabilities:

 

 

 

 

Accounts payable and accrued expenses

$

192,032

 

 

 

$

109,753

 

Accrued compensation and benefits

 

70,947

 

 

 

 

65,580

 

Current portion of debt

 

 

 

 

 

4,176

 

Operating lease liabilities - current

 

4,489

 

 

 

 

4,090

 

Income tax payable

 

19

 

 

 

 

7,307

 

Current portion of earnout liability

 

7,500

 

 

 

 

7,500

 

Other current liabilities

 

1,803

 

 

 

 

1,364

 

Total current liabilities

 

276,790

 

 

 

 

199,770

 

Long-term debt, less current portion

 

129,755

 

 

 

 

176,366

 

Operating lease liabilities - non-current

 

5,493

 

 

 

 

10,853

 

Non-current deferred tax liabilities

 

237

 

 

 

 

190

 

Long-term accrued claims

 

33,104

 

 

 

 

25,314

 

Non-current earnout liability

 

 

 

 

 

9,000

 

Other long-term liabilities

 

14,424

 

 

 

 

13,788

 

Total liabilities

 

459,803

 

 

 

 

435,281

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

Common stock

 

4

 

 

 

 

4

 

Additional paid-in capital

 

297,143

 

 

 

 

321,552

 

Accumulated other comprehensive loss

 

(1,373

)

 

 

 

(1,293

)

Retained earnings (accumulated deficit)

 

126,935

 

 

 

 

(22,735

)

Total stockholders' equity

 

422,709

 

 

 

 

297,528

 

Total liabilities and stockholders' equity

$

882,512

 

 

 

$

732,809

 


Cross Country Healthcare, Inc.

Segment Datal

(Unaudited, amounts in thousands)

 

 

Three Months Ended

 

Year-over-Year

 

Sequential

 

September 30,

 

% of

 

September 30,

 

% of

 

June 30,

% of

 

% change

 

% change

 

2022

 

Total

 

2021

 

Total

 

2022

Total

 

Fav (Unfav)

 

Fav (Unfav)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing

$

612,270

 

96

%

 

$

356,139

 

95

%

 

$

731,443

 

97

%

 

72

%

 

(16

)%

Physician Staffing

 

23,828

 

4

%

 

 

18,766

 

5

%

 

 

22,118

 

3

%

 

27

%

 

8

%

 

$

636,098

 

100

%

 

$

374,905

 

100

%

 

$

753,561

 

100

%

 

70

%

 

(16

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contribution income:m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing

$

77,838

 

 

 

$

40,645

 

 

 

$

97,567

 

 

 

92

%

 

(20

)%

Physician Staffing

 

837

 

 

 

 

910

 

 

 

 

1,220

 

 

 

(8

)%

 

(31

)%

 

 

78,675

 

 

 

 

41,555

 

 

 

 

98,787

 

 

 

89

%

 

(20

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate overheadn

 

16,447

 

 

 

 

12,049

 

 

 

 

17,583

 

 

 

(37

)%

 

6

%

Depreciation and amortization

 

3,214

 

 

 

 

2,680

 

 

 

 

3,481

 

 

 

(20

)%

 

8

%

Acquisition and integration-related costsc

 

490

 

 

 

 

61

 

 

 

 

 

 

 

(703

)%

 

(100

)%

Restructuring costs (benefits)d

 

2,493

 

 

 

 

318

 

 

 

 

(1,114

)

 

 

(684

)%

 

(324

)%

Impairment chargesf

 

3,856

 

 

 

 

 

 

 

 

 

 

 

(100

)%

 

(100

)%

Income from operations

$

52,175

 

 

 

$

26,447

 

 

 

$

78,837

 

 

 

97

%

 

(34

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended

 

 

 

Year-over-Year

 

 

 

September 30,

 

% of

 

September 30,

 

% of

 

 

 

% change

 

 

 

2022

 

Total

 

2021

 

Total

 

 

Fav (Unfav)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue from services:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing

$

2,109,293

 

97

%

 

$

985,335

 

95

%

 

 

 

 

114

%

 

 

Physician Staffing

 

69,098

 

3

%

 

 

50,638

 

5

%

 

 

 

 

36

%

 

 

 

$

2,178,391

 

100

%

 

$

1,035,973

 

100

%

 

 

 

 

110

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contribution income:m

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing

$

285,506

 

 

 

$

113,346

 

 

 

 

 

 

152

%

 

 

Physician Staffing

 

3,822

 

 

 

 

2,900

 

 

 

 

 

 

32

%

 

 

 

 

289,328

 

 

 

 

116,246

 

 

 

 

 

 

149

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate overheadn

 

50,284

 

 

 

 

40,326

 

 

 

 

 

 

(25

)%

 

 

Depreciation and amortization

 

9,414

 

 

 

 

7,132

 

 

 

 

 

 

(32

)%

 

 

Acquisition and integration-related costsc

 

530

 

 

 

 

985

 

 

 

 

 

 

46

%

 

 

Restructuring costsd

 

1,859

 

 

 

 

2,391

 

 

 

 

 

 

22

%

 

 

Impairment chargesf

 

5,597

 

 

 

 

2,070

 

 

 

 

 

 

(170

)%

 

 

Income from operations

$

221,644

 

 

 

$

63,342

 

 

 

 

 

 

250

%

 

 


Cross Country Healthcare, Inc.

Summary Condensed Consolidated Statements of Cash Flows

(Unaudited, amounts in thousands)

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

Nine Months Ended

 

September 30,

 

September 30,

 

June 30,

 

September 30,

 

September 30,

 

2022

 

2021

 

2022

 

2022

 

2021

 

 

 

 

 

 

 

 

 

 

Net cash provided by (used in) operating activities

$

140,627

 

 

$

(2,831

)

 

$

18,141

 

 

$

129,730

 

 

$

(12,253

)

Net cash used in investing activities

 

(2,915

)

 

 

(1,888

)

 

 

(1,752

)

 

 

(6,763

)

 

 

(29,360

)

Net cash (used in) provided by financing activities

 

(107,661

)

 

 

(12,569

)

 

 

(17,321

)

 

 

(93,674

)

 

 

40,869

 

Effect of exchange rate changes on cash

 

(10

)

 

 

3

 

 

 

3

 

 

 

(9

)

 

 

(14

)

Change in cash and cash equivalents

 

30,041

 

 

 

(17,285

)

 

 

(929

)

 

 

29,284

 

 

 

(758

)

Cash and cash equivalents at beginning of period

 

279

 

 

 

18,127

 

 

 

1,208

 

 

 

1,036

 

 

 

1,600

 

Cash and cash equivalents at end of period

$

30,320

 

 

$

842

 

 

$

279

 

 

$

30,320

 

 

$

842

 

Cross Country Healthcare, Inc.

Other Financial Data

(Unaudited)

 

 

Three Months Ended

 

Nine Months Ended

 

September 30,

 

September 30,

 

June 30,

 

September 30,

 

September 30,

 

2022

 

2021

 

2022

 

2022

 

2021

 

 

 

 

 

 

 

 

 

 

Consolidated gross profit margino

 

22.6

%

 

 

22.4

%

 

 

22.6

%

 

 

22.4

%

 

 

22.0

%

 

 

 

 

 

 

 

 

 

 

Nurse and Allied Staffing statistical data:

 

 

 

 

 

 

 

 

 

FTEsp

 

12,524

 

 

 

9,003

 

 

 

13,494

 

 

 

13,157

 

 

 

7,732

 

Average Nurse and Allied Staffing revenue per FTE per dayq

$

526

 

 

$

425

 

 

$

591

 

 

$

582

 

 

$

462

 

 

 

 

 

 

 

 

 

 

 

Physician Staffing statistical data:

 

 

 

 

 

 

 

 

 

Days filledr

 

13,219

 

 

 

12,187

 

 

 

12,416

 

 

 

38,703

 

 

 

31,430

 

Revenue per day filleds

$

1,803

 

 

$

1,540

 

 

$

1,781

 

 

$

1,785

 

 

$

1,611

 


(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 (benefits) 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 lease termination, gain or loss on sale of business, other expense (income), net, equity compensation, and applicant tracking system costs. 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 Company released the majority of its valuation allowance on deferred tax assets as of December 31, 2021, resulting in increased income tax expense in 2022.

(c)

Acquisition and integration-related costs include costs for legal and advisory fees for the Mint and Lotus acquisition that closed on October 3, 2022 and the Workforce Solutions Group (WSG) acquisition that closed on June 8, 2021.

(d)

Restructuring costs (benefits) are primarily comprised of employee termination costs, lease-related exit costs, and reorganization costs as part of planned cost savings initiatives. Amounts for the nine months ended September 30, 2022 include a benefit associated with the early termination of the lease for one of the Company's corporate offices in the second quarter, which was previously restructured.

(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 nine months ended September 30, 2021, legal settlements and fees resulted in a net benefit of $1.2 million due to a recovery in the third quarter of $1.6 million.

(f)

Impairment charges for the nine months ended September 30, 2022 was comprised of $2.0 million related to right-of-use assets and related property in connection with leases that were vacated, $1.9 million primarily related to the write-off of a discontinued IT project in the third quarter of 2022, and $1.7 million in the first quarter of 2022 related to right-of-use assets and related property in connection with vacated leases. Impairment charges for the nine months ended September 30, 2021 was comprised of $1.9 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.

(g)

Loss on early extinguishment of debt for the nine months ended September 30, 2022 consists of a prepayment premium and the write-off of debt issuance costs related to the optional prepayment on our term loan made in the second quarter of 2022.

(h)

The gain on lease termination for the nine months ended September 30, 2022 is primarily a result of the early termination of the lease for one of the Company's corporate offices, recognized in the second quarter of 2022.

(i)

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.

(j)

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 (benefits) costs, legal settlements and fees, impairment charges, 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. Quarterly non-GAAP adjustment may vary due to rounding.

(k)

Nonrecurring income tax adjustment for the nine months ended September 30, 2021 reflects a valuation allowance related to a state rate change as a result of the WSG acquisition.

(l)

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

(m)

Contribution income is defined as income (loss) from operations before depreciation and amortization, acquisition and integration-related costs, restructuring (benefits) 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 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, Executive Vice President & Chief Financial Officer
561-237-2555
wburns@crosscountry.com