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8-K - MARCH 11, 2011 8-K - Option Care Health, Inc.march11_8k.htm

BIOSCRIP REPORTS 2010 FOURTH QUARTER AND
YEAR-END FINANCIAL RESULTS

Elmsford, NY – March 11, 2011 – BioScrip, Inc. (Nasdaq: BIOS) today announced 2010 fourth quarter and year-end financial results.  Fourth quarter revenue was $450.4 million with a net loss of $67.1 million, or $1.25 per share, which included a deferred-tax asset valuation allowance expense of $54.0 million and $9.2 million of litigation, restructuring, integration, acquisition, severance and CAP bad debt expense.  Adjusted EBITDA for the fourth quarter was $10.0 million.  For the year ended December 31, 2010, revenue was $1.6 billion with a net loss of $69.1 million, or $1.37 per share.  Adjusted EBITDA for the full year was $49.2 million.

Fourth Quarter Highlights

·  
Revenue was $450.4 million, an increase of $108.8 million or 31.9% compared to prior year;
·  
Gross profit was $72.6 million or 16.1% of sales, compared to $41.9 million or 12.3% of sales in the prior year;
·  
Adjusted EBITDA generated by the segments before allocation of corporate expenses was $21.4 million, as compared to $14.5 million last year;
·  
Adjusted EBITDA of $10.0 million, compared to $3.6 million in the prior year;
·  
Net loss of $67.1 million or $1.25 per share, compared to prior year net income of $40.7 million or $0.99 per diluted share;
·  
Amended credit facility to extinguish term debt in favor of a $150.0 million revolver; and
·  
Reduced debt by $12.1 million in the fourth quarter and in compliance with all debt covenants.

“2010 was a challenging year for BioScrip,” said Rick Smith, President and Chief Executive Officer of BioScrip.  “During the year, revenue and margins were impacted by pricing concessions on various specialty drugs, reimbursement pressures, the new industry-wide AWP standard and the overall impact of the weak economic environment.  As a result, we commenced a strategic assessment of our business lines and overhead structure to position BioScrip for the future.

“At the beginning of the year, we acquired CHS, which has been seamlessly integrated.  Through this acquisition, we enhanced our competitive position in Infusion and Home Health Services, giving us a foundation to expand our national footprint by increasing the number of our direct managed care relationships and solidifying those that already existed.  As a result, BioScrip has greater access to a larger patient population from which to grow. We are entering 2011 with an enhanced strategic focus and have recently implemented initiatives to materially lower our corporate cost structure.  We believe there are significant opportunities for BioScrip to improve operating performance and cash flow generation.”

Results of Operations

Fourth Quarter 2010 versus Fourth Quarter 2009

Revenue for the fourth quarter of 2010 totaled $450.4 million, compared to $341.6 million for the same period a year ago, an increase of $108.8 million or 31.9%, primarily as a result of the CHS acquisition. Pharmacy Services revenue for the fourth quarter of 2010 was $337.8 million, compared to $300.9 million for the prior year period, an increase of $36.8 million or 12.2%.  Infusion/Home Health Services revenue for the fourth quarter of 2010 was $112.6 million compared to $40.6 million in the prior year, an increase of $72.0 million or 177.3%.  CHS revenue contributed $69.4 million during the fourth quarter of 2010.  Excluding the CHS revenue, Infusion/Home Health Services revenue increased 6.3% or $2.6 million.


Consolidated gross profit for the fourth quarter of 2010 was $72.6 million, or 16.1% of revenue, compared to $41.9 million, or 12.3% of revenue, for the fourth quarter of 2009.  The increase in gross profit percentage from 2009 to 2010 was primarily the result of the CHS acquisition.  Sequentially, consolidated gross profit margins declined 1.0% primarily as a result of the timing of certain vendor rebates and new managed care contracts that reduced gross margin, but are expected to further drive patient volume.

Fourth quarter 2010 operating loss was $3.6 million, compared to an operating loss of $0.7 million for the fourth quarter of 2009.  Operating loss in the fourth quarter of 2010 included legal settlement expense of $3.9 million; restructuring expense of $3.5 million; CAP bad debt expense of $1.3 million; and acquisition, integration and severance expenses of $0.5 million, which on a combined basis totaled $9.2 million of the fourth quarter 2010 operating loss.

During the fourth quarter of 2010, BioScrip generated $21.4 million of segment Adjusted EBITDA, or 4.7% of total revenue, compared to $14.5 million, or 4.2% of total revenue in the prior year.  The Pharmacy Services segment generated $9.6 million of segment Adjusted EBITDA, or 2.8% of segment revenue.  This compares to $11.2 million, or 3.7% of segment revenue in the prior year.  The Infusion/Home Health segment generated $11.8 million of Adjusted EBITDA, or 10.4% of segment revenue.  This compares to $3.2 million, or 7.9% of segment revenue in the prior year.

On a consolidated basis, BioScrip reported $10.0 million of Adjusted EBITDA during the fourth quarter of 2010, or 2.2% of total revenue, compared to $3.6 million, or 1.0% of total revenue, in the prior year.  Consolidated Adjusted EBITDA excludes the impact of the $9.2 million of charges noted above.

Interest expense in the fourth quarter of 2010 was $8.1 million.  The Company also incurred a $9.6 million loss on extinguishment of debt related to the refinancing of the Company’s credit facility in December 2010.

Additionally, the Company took a $54.0 million non-cash charge to establish a full reserve against its deferred tax assets.

Net loss for the fourth quarter of 2010 was $67.1 million, or $1.25 per share, compared to net income of $40.7 million, or $0.99 per diluted share, in the prior year.

Full Year 2010 versus Full Year 2009

Revenue for the year ended December 31, 2010, was $1.6 billion compared to $1.3 billion for the comparable period a year ago, for the reasons stated above.  Pharmacy Services segment revenue for the year ended December 31, 2010, was $1.3 billion compared to revenue of $1.2 billion for the same period a year ago, an increase of $80.1 million, or 6.8%.  Infusion/Home Health Services segment revenue for the year ended December 31, 2010, was $377.2 million, as compared to $148.2 million for the same period a year ago, an increase of $229.0 million, or 154.5%.  CHS revenue contributed $207.2 million for the year ended December 31, 2010.  Excluding the CHS revenue, Infusion/Home Health Services segment revenue increased $21.8 million, or 14.7% over the prior year.

Consolidated gross profit for the year ended December 31, 2010, was $260.4 million compared to $157.8 million for the same period a year ago, an increase of $102.6 million, or 65.0%.  Consolidated gross profit as a percentage of revenue for the year ended December 31, 2010 increased to 15.9%, compared to 11.9% for the same period of 2009.  The increase in gross profit percentage from 2009 to 2010 was primarily the result of the acquisition of CHS and purchasing synergies generated post-acquisition.

Consolidated operating profit for the year-ended December 31, 2010, was $15.8 million, or 1.0% of total revenue, compared to $15.5 million, or 1.2% of revenue, for the same period a year ago.  Operating profit for the year ended December 31, 2010, reflects $10.6 million of 2009 price concessions granted to a major customer and $17.7 million of charges related to acquisition, integration and severance expenses, legal settlement expense, restructuring expense and CAP bad debt expense.

For the year ended December 31, 2010, BioScrip generated $84.2 million of segment Adjusted EBITDA, or 5.1% of total revenue, compared to $56.4 million, or 4.2% of total revenue, for the prior year period.  The Pharmacy Services segment generated $40.7 million of segment Adjusted EBITDA, or 3.2% of segment revenue, compared to $45.8 million, or 3.9% of segment revenue, in the prior period.  The Infusion/Home Health segment reported $43.5 million of segment Adjusted EBITDA, or 11.5% of segment revenue, compared to $10.6 million, or 7.2% of segment revenue, in the prior year.

On a consolidated basis, BioScrip reported $49.2 million of Adjusted EBITDA for the year ended December 31, 2010, or 3.0% of total revenue, compared to $25.7 million, or 1.9% of total revenue, in the prior year.

Interest expense for the year ended December 31, 2010, was $27.6 million.  The Company also incurred a $9.6 million loss on extinguishment of debt related to the refinancing of the Company’s credit facility in December 2010.

Income tax expense was $47.7 million for the year ended December 31, 2010, on a pre-tax net loss of $21.4 million.  Income tax expense for the year included the establishment of a $54.0 million valuation allowance recorded on deferred tax assets.  The income tax benefit for the year ended December 31, 2009, was $40.6 million, which included the reversal of the valuation allowance on deferred tax assets. 

Net loss for the year ended December 31, 2010, was $69.1 million, or $1.37 per diluted share.  This compares to net income of $54.1 million, or $1.36 per diluted share for the same period last year.

Liquidity

On March 25, 2010, after paying off the balance of its previous revolving credit facility, the Company entered into a credit agreement consisting of a $100.0 million senior secured term loan facility and a $50.0 million senior secured revolving credit facility.  On December 28, 2010, the credit agreement was amended and restated, which resulted in a $150 million senior secured revolving credit facility.

Conference Call

BioScrip will host a conference call to discuss its fourth quarter 2010 financial results on March 11, 2011 at 8:30 a.m. Eastern Time. Interested parties may participate in the conference call by dialing 800-920-2968 (US), or 212-231-2906 (International), 5-10 minutes prior to the start of the call. A replay of the conference call will be available shortly after the call's conclusion for 48 hours by dialing 800-633-8284 (US), or 402-977-9140 (International), and entering conference call ID number 21511570. An audio web cast and archive of the conference call will also be available under the “Investor Relations” section of the BioScrip website at www.bioscrip.com.

About BioScrip, Inc.

BioScrip, Inc. (www.bioscrip.com) (Nasdaq: BIOS) is a national provider of specialty pharmacy and home care products and services that partners with patients, physicians, hospitals, healthcare payors and pharmaceutical manufacturers to provide clinical management solutions and delivery of cost-effective access to prescription medications. Our services are designed to improve clinical outcomes for chronic and acute healthcare conditions while controlling overall healthcare costs.


Forward Looking Statements – Safe Harbor

This press release may contain statements which constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the intent, belief or current expectations of the Company, its directors, or its officers with respect to the future operating performance of the Company, Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. Important factors that could cause such differences are described in the Company's periodic filings with the Securities and Exchange Commission.

Reconciliation to Non-GAAP Financial Measures

EBITDA or earnings before interest, taxes, depreciation and amortization ("EBITDA") and Adjusted EBITDA, which excludes equity-based compensation, acquisition, integration, severance, bad debt relating to CAP contract termination and legal settlement costs, are non-GAAP financial measures as defined under U.S. Securities and Exchange Commission Regulation G. As required by Regulation G, BioScrip has provided on Schedule 4 a reconciliation of this measure to the most comparable GAAP financial measure. The non-GAAP measure presented provides important insight into the ongoing operations and a meaningful benchmark to evidence the Company's continuing profitability trend.

Contacts:

Sharon Stern or Meaghan Repko
Joele Frank, Wilkinson Brimmer Katcher
212-335-4449

Lisa Wilson
In-Site Communications, Inc.
917-543-9932
 
 

 
 

 


Schedule 1
 
BIOSCRIP, INC
 
             
CONSOLIDATED BALANCE SHEETS
 
(in thousands, except for share amounts)
 
             
   
December 31,
   
December 31,
 
   
2010
   
2009
 
ASSETS
           
Current assets
           
    Cash and cash equivalents
  $ -     $ -  
    Receivables, less allowance for doubtful accounts of $18,720 and $11,504
               
        at December 31, 2010 and December 31, 2009, respectively
    193,722       151,113  
    Inventory
    66,509       51,256  
    Deferred taxes
    -       12,913  
    Prepaid expenses and other current assets
    16,696       3,999  
        Total current assets
    276,927       219,281  
Property and equipment, net
    23,919       15,454  
Deferred taxes
    -       26,793  
Goodwill
    324,141       24,498  
Intangible assets, net
    30,096       -  
Deferred financing costs
    5,062       -  
Other non-current assets
    3,841       1,194  
            Total assets
  $ 663,986     $ 287,220  
LIABILITIES AND STOCKHOLDERS' EQUITY
               
Current liabilities
               
    Current portion of long-term debt
  $ 81,352     $ 30,389  
    Accounts payable
    80,814       74,535  
    Claims payable
    3,037       4,068  
    Amounts due to plan sponsors
    19,781       4,938  
    Contingent liability
    4,328       -  
    Accrued expenses and other current liabilities
    37,478       14,273  
        Total current liabilities
    226,790       128,203  
Long-term debt, net of current portion
    225,117       -  
Deferred taxes
    9,140       -  
Other non-current liabilities
    2,838       3,224  
            Total liabilities
    463,885       131,427  
Stockholders' equity
               
Preferred stock, $.0001 par value; 5,000,000 shares authorized;
               
no shares issued or outstanding
    -       -  
    Common stock, $.0001 par value; 125,000,000 shares authorized; shares issued:
               
        57,042,803 and 42,766,478, respectively; shares outstanding; 54,118,501 and
               
        39,675,865, respectively
    6       4  
Treasury stock, shares at cost: 2,642,398 and 2,647,613, respectively
    (10,496 )     (10,367 )
Additional paid-in capital
    368,254       254,677  
Accumulated deficit
    (157,663 )     (88,521 )
            Total stockholders' equity
    200,101       155,793  
            Total liabilities and stockholders' equity
  $ 663,986     $ 287,220  


 
 

 

 
 
Schedule 2
 
BIOSCRIP, INC
 
                         
CONSOLIDATED STATEMENTS OF OPERATIONS
 
(in thousands, except per share amounts)
 
                         
   
Three Months Ended
   
Year Ended
 
   
December 31,
   
December 31,
 
   
2010
   
2009
   
2010
   
2009
 
Revenue
  $ 450,372     $ 341,551     $ 1,638,623     $ 1,329,525  
Cost of revenue
    377,780       299,603       1,378,206       1,171,703  
    Gross profit
    72,592       41,948       260,417       157,822  
% of Revenue
    16.1 %     12.3 %     15.9 %     11.9 %
Operating expenses
                               
    Selling, general and administrative expenses
    60,029       37,611       207,007       131,946  
    Bad debt expense
    6,801       3,226       19,337       8,636  
    Acquisition and integration expenses
    424       1,774       7,118       1,774  
    Restructuring expense
    3,495       -       3,495       -  
    Amortization of intangibles
    1,577       -       3,773       -  
    Legal settlement
    3,893       -       3,893       -  
Total operating expense
    76,219       42,611       244,623       142,356  
% of Revenue
    16.9 %     12.5 %     14.9 %     10.7 %
Income from operations
    (3,627 )     (663 )     15,794       15,466  
    Interest expense, net
    8,132       449       27,647       1,920  
    Loss on extinguishment of debt
    9,561       -       9,561       -  
(Loss) income before income taxes
    (21,320 )     (1,112 )     (21,414 )     13,546  
Income tax expense (benefit)
    45,747       (41,802 )     47,728       (40,553 )
    Net (loss) income
  $ (67,067 )   $ 40,690     $ (69,142 )   $ 54,099  
                                 
Basic weighted average shares
    53,764       39,513       50,374       38,985  
Diluted weighted average shares
    53,764       41,132       50,374       39,737  
                                 
Basic net (loss) income per share
  $ (1.25 )   $ 1.03     $ (1.37 )   $ 1.39  
Diluted net (loss) income per share
  $ (1.25 )   $ 0.99     $ (1.37 )   $ 1.36  



 
 

 

 
 
Schedule 3
 
BIOSCRIP, INC
 
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
(in thousands)
 
   
   
Year Ended
 
   
December 31,
 
   
2010
   
2009
 
Cash flows from operating activities:
           
Net (loss) income
  $ (69,142 )   $ 54,099  
    Adjustments to reconcile net (loss) income to net cash
               
        provided by operating activities:
               
        Depreciation
    8,556       5,033  
        Amortization of intangibles
    3,773       -  
        Amortization of deferred financing costs
    1,813       -  
        Change in deferred income tax
    47,334       (40,517 )
        Excess tax benefits relating to employee stock compensation
    -       (120 )
        Compensation under stock-based compensation plans
    3,320       3,419  
        Loss on disposal of fixed assets
    350       -  
        Loss on extinguishment of debt
    9,561       -  
    Changes in assets and liabilities, net of acquired business:
               
        Receivables, net of bad debt expense
    (4,321 )     7,536  
        Inventory
    (11,021 )     (6,029 )
        Prepaid expenses and other assets
    (9,907 )     (1,237 )
        Accounts payable
    2,944       (2,401 )
        Claims payable
    (1,030 )     (1,162 )
        Amounts due to plan sponsors
    6,079       (708 )
        Accrued expenses and other liabilities
    (9,728 )     4,832  
            Net cash (used in) provided by operating activities
    (21,419 )     22,745  
Cash flows from investing activities:
               
        Purchases of property and equipment, net
    (11,114 )     (5,739 )
        Cash consideration paid for Option Health earn-out
    (1,000 )     -  
        Cash consideration paid to CHS, net of cash acquired
    (92,464 )     -  
        Cash consideration paid to DS Pharmacy
    (4,969 )     -  
            Net cash used in investing activities
    (109,547 )     (5,739 )
Cash flows from financing activities:
               
        Proceeds from new credit facility, net of fees paid to issuers
    319,000       -  
        Borrowings on line of credit
    407,277       1,331,000  
        Repayments on line of credit
    (356,430 )     (1,351,022 )
        Repayments of capital leases
    (84 )     -  
        Principal payments on CHS long-term debt, paid at closing
    (128,952 )     -  
        Principal payments on long-term debt
    (100,000 )     -  
        Repayment of note payable
    (2,250 )     -  
        Deferred financing costs
    (11,583 )     -  
        Excess tax benefits relating to employee stock compensation
    -       120  
        Net proceeds from exercise of employee stock compensation plans
    4,116       3,015  
        Surrender of stock to satisfy minimum tax withholding
    (128 )     (119 )
            Net cash provided by (used in) financing activities
    130,966       (17,006 )
Net change in cash and cash equivalents
    -       -  
Cash and cash equivalents - beginning of period
    -       -  
Cash and cash equivalents - end of period
  $ -     $ -  
DISCLOSURE OF CASH FLOW INFORMATION:
               
Cash paid during the period for interest
  $ 20,116     $ 1,918  
Cash paid during the period for income taxes, net of refunds
  $ 445     $ 741  

 
 

 

Schedule 4
BIOSCRIP, INC
               
Reconciliation between GAAP and Non-GAAP Measures
(unaudited and in thousands)
               
 
Three Months Ended
 
Year Ended
 
December 31,
 
December 31,
 
2010
 
2009
 
2010
 
2009
Results of Operations:
             
Revenue:
             
    Infusion and Home Health Services
 $112,590
 
 $40,607
 
 $377,215
 
 $148,220
    Pharmacy Services
 337,782
 
 300,944
 
 1,261,408
 
 1,181,305
        Total
 $450,372
 
 $341,551
 
 $1,638,623
 
 $1,329,525
               
Adjusted EBITDA by Segment before corporate overhead:
           
    Infusion and Home Health Services
 $11,758
 
 $3,222
 
 $43,460
 
 $10,642
    Pharmacy Services
 9,607
 
 11,234
 
 40,727
 
 45,755
        Total Segment Adjusted EBITDA
 21,365
 
 14,456
 
 84,187
 
 56,397
               
Corporate overhead
 (11,360)
 
 (10,874)
 
 (35,006)
 
 (30,705)
               
Consolidated Adjusted EBITDA
 10,005
 
 3,582
 
 49,181
 
 25,692
               
Interest expense, net
 (8,132)
 
 (449)
 
 (27,647)
 
 (1,920)
Loss on extinguishment of debt
 (9,561)
 
 -
 
 (9,561)
 
 -
Income tax (expense) benefit
 (45,747)
 
 41,802
 
 (47,728)
 
 40,553
Depreciation
 (2,345)
 
 (1,437)
 
 (8,556)
 
 (5,033)
Amortization of intangibles
 (1,577)
 
 -
 
 (3,773)
 
 -
Stock-based compensation expense
 (594)
 
 (1,034)
 
 (3,320)
 
 (3,419)
Acquisition, integration and severance expenses
 (469)
 
 (1,774)
 
 (7,608)
 
 (1,774)
Restructuring expense
 (3,495)
 
 -
 
 (3,495)
 
 -
Bad debt expense related to contract termination
 (1,259)
 
 -
 
 (2,742)
 
 -
Legal settlement
 (3,893)
 
 -
 
 (3,893)
 
 -
Net (loss) income
 $(67,067)
 
 $40,690
 
 $(69,142)
 
 $54,099
               
               
Supplemental Operating Data
             
Capital Expenditures:
             
    Infusion and Home Health Services
 $1,542
 
 $75
 
 $3,772
 
 $343
    Pharmacy Services
 1,789
 
 491
 
 4,833
 
 3,501
    Corporate unallocated
 1,035
 
 651
 
 2,509
 
 1,895
        Total
 $4,366
 
 $1,217
 
 $11,114
 
 $5,739
Depreciation Expense:
             
    Infusion and Home Health Services
 $1,083
 
 $281
 
 $3,464
 
 $1,185
    Pharmacy Services
 995
 
 902
 
 4,014
 
 2,852
    Corporate unallocated
 267
 
 254
 
 1,078
 
 996
        Total
 $2,345
 
 $1,437
 
 $8,556
 
 $5,033
Total Assets
             
    Infusion and Home Health Services
       
 $442,496
 
 $56,399
    Pharmacy Services
       
 145,650
 
 135,698
    Corporate unallocated
       
 75,840
 
 95,123
        Total
       
 $663,986
 
 $287,220
Goodwill
             
    Infusion and Home Health Services
       
 $299,643
 
 $-
    Pharmacy Services
       
 24,498
 
 24,498
        Total
       
 $324,141
 
 $24,498