FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THEFor the quarterly period ended June 30, 2002
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________________________
Commission file Number: 333-49743
UNIVERSAL HOSPITAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware
41-0760940
(State
or other jurisdiction
of (IRS
Employer Identification No.)
incorporation or organization)
1250 Northland Plaza
3800 West 80th Street
Bloomington, Minnesota 55431-4442
(Address of principal executive offices)
(Zip Code)
952-893-3200
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
| Universal Hospital Services, Inc. | ||||||||||
| STATEMENTS OF OPERATIONS | ||||||||||
| (dollars in thousands) | ||||||||||
| (unaudited) | ||||||||||
| Three Months Ended | Six Months Ended | |||||||||
| June 30, | June 30, | |||||||||
| 2002 | 2001 | 2002 | 2001 | |||||||
| Revenues: | ||||||||||
| Equipment outsourcing | $32,499 | $26,905 | $65,300 | $54,731 | ||||||
| Sales of supplies and equipment, and other | 5,759 | 3,087 | 11,345 | 6,130 | ||||||
| Total revenues | 38,258 | 29,992 | 76,645 | 60,861 | ||||||
| Costs of equipment outsourcing and sales: | ||||||||||
| Cost of equipment outsourcing | 9,647 | 7,840 | 19,201 | 15,577 | ||||||
| Movable medical equipment depreciation | 7,030 | 6,445 | 14,236 | 12,652 | ||||||
| Cost of supplies and equipment sales | 3,457 | 1,860 | 7,021 | 3,718 | ||||||
| Total costs of equipment outsourcing and sales | 20,134 | 16,145 | 40,458 | 31,947 | ||||||
| Gross profit | 18,124 | 13,847 | 36,187 | 28,914 | ||||||
| Selling, general and administrative: | ||||||||||
| Selling, general and administrative, excluding | ||||||||||
| additional retirement benefits | 10,966 | 9,351 | 21,382 | 18,919 | ||||||
| Additional retirement benefits including | ||||||||||
| $1.2 million of non-cash stock compensation | - | 1,553 | - | 1,553 | ||||||
| Total selling, general and administrative | 10,966 | 10,904 | 21,382 | 20,472 | ||||||
| Operating income | 7,158 | 2,943 | 14,805 | 8,442 | ||||||
| Interest expense | 4,565 | 4,949 | 9,123 | 10,104 | ||||||
| Income (loss) before income taxes | 2,593 | (2,006) | 5,682 | (1,662) | ||||||
| Provision for income taxes | 1,136 | 14 | 2,252 | 28 | ||||||
| Net income (loss) | $ 1,457 | $(2,020) | $ 3,430 | $(1,690) | ||||||
| The accompanying notes are an integral part of the unaudited financial statements. | ||||||||||
| Universal Hospital Services, Inc. | ||||||
| BALANCE SHEETS | ||||||
| (dollars in thousands except share and per share information) | ||||||
| ASSETS | ||||||
| June 30, | December 31, | |||||
| 2002 | 2001 | |||||
| (unaudited) | ||||||
| Current assets: | ||||||
| Accounts receivable, less allowance for doubtful accounts of $1,800 | ||||||
| at June 30, 2002 and $2,000 at December 31, 2001 | $ 30,201 | $ 30,574 | ||||
| Inventories | 2,922 | 2,762 | ||||
| Other current assets | 1,222 | 2,370 | ||||
| Deferred income taxes | 2,370 | 1,120 | ||||
| Total current assets | 36,715 | 36,826 | ||||
| Property and equipment, net: | ||||||
| Movable medical equipment, net | 113,083 | 111,965 | ||||
| Property and office equipment, net | 6,006 | 5,933 | ||||
| Total property and equipment, net | 119,089 | 117,898 | ||||
| Intangible assets: | ||||||
| Goodwill, net | 35,458 | 35,324 | ||||
| Other, primarily deferred financing costs, net | 5,669 | 6,166 | ||||
| Total assets | $ 196,931 | $ 196,214 | ||||
| LIABILITIES AND SHAREHOLDERS' DEFICIENCY | ||||||
| Current liabilities: | ||||||
| Current portion of long-term debt | $ 332 | $ 313 | ||||
| Accounts payable | 10,375 | 14,390 | ||||
| Accrued compensation and pension | 4,979 | 6,930 | ||||
| Accrued interest | 5,043 | 4,795 | ||||
| Other accrued expenses | 2,087 | 1,803 | ||||
| Bank overdrafts | 1,841 | 491 | ||||
| Total current liabilities | 24,657 | 28,722 | ||||
| Long-term debt, less current portion | 202,125 | 204,128 | ||||
| Deferred compensation and pension | 3,546 | 3,141 | ||||
| Deferred income taxes | 4,584 | 2,370 | ||||
| Series B, 13% Cumulative Accruing Pay-In-Kind Stock, $0.01 par value; 25,000 shares authorized, | ||||||
| 6,246 shares issued and outstanding at June 30, 2002 and December 31, 2001, net of | ||||||
| unamortized discount, including accrued stock dividends | 9,029 | 8,387 | ||||
| Common stock subject to put | 7,988 | 3,763 | ||||
| Commitments and contingencies | ||||||
| Shareholders' deficiency: | ||||||
| Common Stock, $0.01 par value; 35,000,000 authorized, 11,392,596 and 11,275,050 shares | ||||||
| issued and outstanding at June 30, 2002 and December 31, 2001, respectively | 114 | 113 | ||||
| Additional paid-in capital | - | 1,091 | ||||
| Accumulated deficit | (54,295) | (54,524) | ||||
| Deferred compensation | (817) | (977) | ||||
| Total shareholders' deficiency | (54,998) | (54,297) | ||||
| Total liabilties and shareholders' deficiency | $ 196,931 | $ 196,214 | ||||
| The accompanying notes are an integral part of the unaudited financial statements. | ||||||
| Universal Hospital Services, Inc. | |||||||
| STATEMENTS OF CASH FLOWS | |||||||
| (dollars in thousands) | |||||||
| (unaudited) | |||||||
| Six Months Ended June 30, | |||||||
| 2002 | 2001 | ||||||
| Cash flows from operating activities: | |||||||
| Net income (loss) | $ 3,430 | $ (1,690) | |||||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||||||
| Depreciation | 15,276 | 13,509 | |||||
| Amortization of intangibles | 629 | 1,895 | |||||
| Accretion of bond discount | 265 | 265 | |||||
| Provision for doubtful accounts | 415 | 989 | |||||
| Non-cash stock-based compensation expense | |||||||
| upon issuance of stock options | 160 | 1,247 | |||||
| Loss on sales/disposal of equipment | 418 | 345 | |||||
| Deferred income taxes | 1,097 | ||||||
| Changes in operating assets and liabilities: | |||||||
| Accounts receivable | (47) | (2,143) | |||||
| Inventories and other operating assets | (284) | 49 | |||||
| Accounts payable and accrued expenses | (2,661) | (1,328) | |||||
| Net cash provided by operating activities | 18,698 | 13,138 | |||||
| Cash flows from investing activities: | |||||||
| Movable medical equipment purchases | (17,516) | (13,537) | |||||
| Property and office equipment purchases | (1,098) | (1,004) | |||||
| Proceeds from disposition of movable medical equipment | 499 | 417 | |||||
| Other | (355) | 43 | |||||
| Net cash used in investing activities | (18,470) | (14,081) | |||||
| Cash flows from financing activities: | |||||||
| Proceeds under loan agreements | 28,600 | 28,550 | |||||
| Payments under loan agreements | (30,848) | (28,635) | |||||
| Repurchase of common stock | (11) | (7) | |||||
| Payment of deferred offering costs | 94 | ||||||
| Proceeds from issuance of common stock, net of offering costs | 587 | 94 | |||||
| Change in book overdraft | 1,350 | 941 | |||||
| Net cash provided by financing activities | (228) | 943 | |||||
| Net change in cash and cash equivalents | $ - | $ - | |||||
| Supplemental cash flow information: | |||||||
| Interest paid | $ 8,610 | $ 10,151 | |||||
| Movable medical equipment purchases included in accounts payable | $ 4,690 | $ 3,886 | |||||
| Income taxes received | $ 53 | ||||||