UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 27, 2004 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number 001-31299 |
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MEDICAL STAFFING NETWORK HOLDINGS, INC. |
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(Exact Name of Registrant as Specified in its Charter) |
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Delaware |
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65-0865171 |
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(State or other jurisdiction |
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(I.R.S. Employer Identification No.) |
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901
Yamato Road |
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(Address of principal executive offices) |
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(561) 322-1300 |
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(Registrant’s telephone number, including area code) |
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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 Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. 30,230,620 shares of common stock, par value $0.01 per share, were outstanding as of August 3, 2004.
MEDICAL STAFFING NETWORK HOLDINGS, INC.
INDEX
2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MEDICAL STAFFING NETWORK HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
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(in thousands, except per share amounts) |
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June 27, |
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December 28, |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,377 |
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$ |
825 |
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Accounts
receivable, net of allowance for doubtful accounts of $1,176 and $1,920 at |
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59,923 |
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68,602 |
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Prepaid expenses |
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12,512 |
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9,140 |
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Other current assets |
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2,368 |
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4,645 |
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Total current assets |
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77,180 |
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83,212 |
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Furniture
and equipment, net of accumulated depreciation of $15,958 and $13,112 at |
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9,832 |
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11,377 |
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Goodwill, net of accumulated amortization of $8,545 at June 27, 2004 and December 28, 2003 |
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125,052 |
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125,028 |
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Intangible assets, net of accumulated amortization of $1,500 and $1,174 at June 27, 2004 and December 28, 2003, respectively |
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2,861 |
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3,187 |
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Other assets |
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5,927 |
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6,066 |
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Total assets |
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$ |
220,852 |
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$ |
228,870 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
6,067 |
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$ |
3,975 |
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Accrued payroll and related liabilities |
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8,039 |
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6,616 |
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Other current liabilities |
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4,737 |
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3,073 |
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Current portion of capital lease obligations |
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789 |
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1,090 |
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Total current liabilities |
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19,632 |
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14,754 |
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Long-term debt |
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42,241 |
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54,978 |
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Deferred income taxes |
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8,701 |
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7,115 |
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Capital lease obligations, net of current portion |
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154 |
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418 |
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Other liabilities |
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305 |
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318 |
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Total liabilities |
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71,033 |
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77,583 |
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Commitments and contingencies |
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Stockholders’ equity: |
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Common stock, $0.01 par value, 75,000 authorized: 30,230 and 30,209 issued and outstanding at June 27, 2004 and December 28, 2003, respectively |
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302 |
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302 |
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Additional paid-in capital |
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284,414 |
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284,346 |
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Accumulated deficit |
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(134,897 |
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(133,361 |
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Total stockholders’ equity |
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149,819 |
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151,287 |
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Total liabilities and stockholders’ equity |
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$ |
220,852 |
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$ |
228,870 |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
MEDICAL STAFFING NETWORK HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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(in thousands, except per share amounts) |
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June 27, |
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June 29, |
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June 27, |
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June 29, |
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Service revenues |
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$ |
106,002 |
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$ |
137,455 |
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$ |
212,395 |
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$ |
281,468 |
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Cost of services rendered |
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83,324 |
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107,963 |
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167,548 |
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217,405 |
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Gross profit |
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22,678 |
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29,492 |
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44,847 |
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64,063 |
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Operating expenses: |
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Selling, general and administrative |
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17,032 |
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22,230 |
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