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8-K - LIVE FILING - CHINDEX INTERNATIONAL INChtm_46402.htm
EX-99.2 - EX-99.2 - CHINDEX INTERNATIONAL INCexhibit2.htm

FOR RELEASE November 7, 2012

Contact: ICR, Inc.

Robert Koepp

(+86) 10-6583-7516

(646) 328-2510

Chindex International, Inc. Reports Financial Results for the
Third Quarter and First Nine Months of 2012

3Q12 Revenue up 29% to $37.3 Million
3Q12 Adjusted EBITDA up 40% to $6.0 Million
Reaffirming Full Year Revenue Guidance to be between $145 Million to $152 Million
Reaffirming Full Year Adjusted EBITDA Margin at an Upper-teen Percentage

Bethesda, Maryland – November 7, 2012 – Chindex International, Inc. (NASDAQ: CHDX), an American health care company providing health care services in China through the operations of United Family Healthcare, a network of private primary care hospitals and affiliated ambulatory clinics, today announced financial results for the third quarter and first nine months of 2012 ended September 30, 2012.

Third Quarter 2012 Financial Highlights

    Revenue from healthcare services increased 29% to $37.3 million from $28.8 million in the prior year period.

    Adjusted EBITDA rose by 40% to $6.0 million, from Adjusted EBITDA of $4.3 million in the prior year period.

    Development, pre-opening and start-up expense was $2.7 million compared to $2.4 million in the prior year period.

    Income from operations was $1.5 million, compared to $490,000 in the prior year period.

    Net loss was $664,000, or $(0.04) per diluted share, compared to net income of $315,000, or $0.02 per diluted share, in the prior year period.

Roberta Lipson, President and CEO of Chindex, commented, “We are pleased to see continuously strong momentum on the top line and adjusted EBITDA as Beijing and Shanghai markets recorded robust growth in patient volumes. Revenue grew 29% year-over-year to $37.3 million—a record for the generally slower third quarter and putting us well on track to deliver high twenties to low thirties revenue growth for the full year. Adjusted EBITDA grew 40% year-over-year to $6.0 million, representing a 16% margin. This quarter, our GAAP bottom line was affected by not only continuously high development expenses and provision of income tax, but also a loss from our equity investment in Chindex Medical Limited.”

“During the third quarter, we continued to move development projects forward across the Beijing, Shanghai and Tianjin markets. Construction remains on schedule for Beijing Rehabilitation Hospital and should be complete by the first quarter of 2013. Our new clinic in Beijing’s Central Business District (CBD), where many high-income Chinese and expatriate professionals work and live, is nearing completion and is expected to start operations by the end of this year. We have also been broadening and deepening our human resources to support growth in revenues and capabilities. For example, we recently welcomed Dr. Hu Dayi, one of China’s most renowned cardiologists and medical academics, and Dr. Ling Feng, a world-famous neurosurgeon and a pioneer of interventional neuroradiology, to join UFH’s world-class medical team. The unique and expanding quality and abilities of UFH’s staff is not only supporting our rapid growth but reinforcing our competitive positioning as well.”

“Looking forward to the remainder of the year, we anticipate growing market demand and expanded facilities and services to continue driving robust revenue growth,” Ms. Lipson continued. “We reaffirm previous guidance for revenue expansion and EBITDA margin for the full year of 2012. We expect our topline to reach to approximately $145 to $152 million, representing a year-over-year percentage growth rate in the high-twenties to mid-thirties. Adjusted EBITDA margin is expected to remain in the upper-teens range. We expect strong performance from CML in the fourth quarter as it recognizes delayed sales revenue and can act on increased sales opportunities. This, in turn, should offset losses in the third quarter and result in a contribution from the venture for the full year. We expect development expense to grow to approximately $11 to $12 million. ”

Third Quarter 2012 Financial Results

Third quarter 2012 revenue from healthcare services increased 29% to $37.3 million from $28.8 million in the prior year period. These results reflect continued growth of inpatient and outpatient volume across the United Family Healthcare network as well as increasing contributions from the phased expansion of the Company’s flagship hospital in Beijing. Outpatient services contributed 56% and inpatient services contributed 44% of revenue, compared with 58% and 42%, respectively, in the prior year period. By service line, surgical services contributed 20.0%, OB/GYN contributed 16.1%, pediatrics contributed 7.6%, ancillary services contributed 30.4% and other clinical service lines contributed 25.9% of revenue.

Operating expenses in the third quarter of 2012 increased 27% to $35.8 million from $28.3 million in the prior year period. These costs were primarily driven by the Company’s recently opened expansions as well as development of new facilities. Salaries, wages and benefits in the third quarter of 2012 increased 28% to $21.1 million from $16.5 million in the prior year period, reflecting a 38% increase in headcount to support revenue growth and development activities, including newly recruited staff now on-board in anticipation of the opening of the Company’s Rehabilitation Hospital. Development, pre- and post-opening and start-up expenses were $2.7 million this quarter, compared to $2.4 million for the prior year period. These expenses were driven by development projects across all markets, including particularly the Beijing Rehabilitation Hospital and the ramp-up of Tianjin United Family Hospital. Operating expenses also included certain non-cash expenses including $904,000 of stock-based compensation expense compared to $878,000 for the prior year period.

Adjusted EBITDA in the third quarter of 2012 increased 40% to approximately $6.0 million from $4.3 million in the prior year period. The Adjusted EBITDA margin in the current period was 16%. The Adjusted EBITDA results illustrate the consistent profitability and expanding earnings base of existing UFH facilities.

Income from operations increased to $1.5 million from $490,000 in the prior year period.

The Company recorded a $1.5 million provision for taxes in the third quarter of 2012 compared to $791,000 in the prior year period. As in past quarters, the current period provision continued to be heavily impacted by losses in development and start-up entities for which the Company cannot currently recognize tax benefits.

Net loss for the quarter ended September 30, 2012 was $664,000, or $(0.04) per diluted share, compared to net income of $315,000, or $0.02 per diluted share, in the prior year period. For the third quarter of 2012, weighted average diluted shares outstanding were 16.4 million.

As of September 30, 2012, the Company had $27.5 million in unrestricted cash, cash equivalents and investments.

First Nine months 2012 Financial Results

During the first nine months of 2012, revenue from healthcare services increased 32% to $108.9 million from $82.5 million in the prior year period, reflecting growing inpatient and outpatient volume across the United Family Healthcare network. Outpatient services contributed 59% of revenue and inpatient services contributed 41% of revenue in the first nine months of 2012 unchanged from the ratios of the first nine months of 2011. By service line, surgical services contributed 20.1%, OB/GYN contributed 14.8%, pediatrics contributed 7.5%, ancillary services contributed 32.0% and other services contributed 25.6% of revenue.

Operating expenses for the first nine months of 2012 increased 31% to $103.4 million from $78.9 million in the prior year period. Development, pre-opening and start up expenses rose to $8.5 million from $5.2 million in the prior year period primarily as a result of expenses related to the Company’s Beijing and Tianjin projects. Operating expenses also included certain non-cash expenses including $2,505,000 of non-cash stock compensation expense compared to $2,547,000 for the prior year. Income from operations increased 53% to $5.5 million compared to income from operations of $3.6 million in the prior year period. Adjusted EBITDA was approximately $19.2 million compared to $12.8 million in the prior year period reflecting a 18% margin, meeting the Company’s upper teens target for the year.

Provision for taxes was $4.5 million compared to $2.9 million in the prior year period. Net income was $615,000, or $0.05 per diluted share, compared to net income of $2.0 million, or $0.13 per diluted share, in the first nine months of 2011. For the first nine months of 2012 ended September 30, 2012, weighted average diluted shares outstanding were 17.6 million.

Chindex Medical Limited

For Chindex Medical Limited, a joint venture (CML) between Shanghai Fosun Pharmaceutical (Group) Co., Ltd. (“Fosun Pharma”) and Chindex International, Chindex recognizes its 49% interest in CML’s net income using the equity method of accounting. In the third quarter and first nine months of 2012 ended September 30, 2012, Chindex recognized loss of $785,000 and $573,000, respectively, for its 49% equity in the operating results of CML. This consisted of losses of $1,339,000 and $381,000, respectively, for the stand-alone net income (loss) of CML (after recognition of stock-based compensation expense) and after deducting $129,000 and $387,000, respectively, for the amortization of basis differences attributable to acquired intangibles. The Company expects a CML to have a strong fourth quarter which is expected to offset losses in the third quarter and result in a contribution from the venture for the full year.

Non-GAAP Measures

The Company presents Adjusted EBITDA to better illustrate ongoing operational results. Adjusted EBITDA is defined as income (loss) before interest expense, interest and other income, income taxes, depreciation and amortization, and also excludes development, pre-opening and start-up expenses related to new and pending hospitals and clinics, equity in earnings (loss) income of unconsolidated affiliate, non-recurring charges for Chindex Medical Limited (CML) joint venture formation and effect of change in corporate cost allocations. The Company anticipates recurring development, pre-opening and start-up expense and notes that such expense is a basic element of the long term growth plan. Management believes that providing an Adjusted EBITDA analysis to investors is a helpful metric to better illustrate the Company’s operations, including development plans, and changes in presentation from historical periods. The Company uses Adjusted EBITDA for business planning and other purposes. Other companies may calculate Adjusted EBITDA differently, and therefore Chindex’s Adjusted EBITDA may not be comparable to similarly titled measures of other companies. Adjusted EBITDA is not a measure of financial performance under U.S. generally accepted accounting principles (GAAP), and should not be considered in isolation or as an alternative to net income (loss), cash flows from operating activities and other measures determined in accordance with GAAP. Items excluded from Adjusted EBITDA are significant and necessary components to the operations of the Company’s business, and, therefore, Adjusted EBITDA should only be used as a supplemental measure of operating performance.

Conference Call

Management will host a conference call at 8:00 am ET Thursday morning on November 8, 2012 to discuss financial results. To participate in the conference call, U.S. domestic callers may dial 1-877-303-9231 and international callers may dial 1-760-666-3567 approximately 10 minutes before the conference call is scheduled to begin. A webcast and replay of the earnings call will be accessible via Chindex’s website at http://ir.chindex.com/events.cfm.

About Chindex International, Inc.

Chindex is an American health care company providing health care services in China through the operations of United Family Healthcare, a network of private primary care hospitals and affiliated ambulatory clinics. United Family Healthcare currently operates in Beijing, Shanghai, Tianjin and Guangzhou. The Company also provides medical capital equipment and products through Chindex Medical Ltd., a joint venture company with manufacturing and distribution businesses serving both domestic China and export markets. With more than thirty years of experience, the Company’s strategy is to continue its growth as a leading integrated health care provider in the Greater China region. Further Company information may be found at the Company’s website at http://www.chindex.com.

Safe Harbor Statement

Statements made in this press release relating to plans, strategies, objectives, economic performance and trends and other statements that are not descriptions of historical facts may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking information is inherently subject to risks and uncertainties, and actual results could differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, the factors set forth under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the twelve months ended December 31, 2011, updates and additions to those “Risk Factors” in the Company’s interim reports on Form 10-Q, Forms 8-K and in other documents filed by us with the Securities and Exchange Commission from time to time. Forward-looking statements may be identified by terms such as “may,” “will,” “should,” “could,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “forecasts,” “potential,” or “continue” or similar terms or the negative of these terms. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, the Company cannot guarantee future results, levels of activity, performance or achievements. The Company has no obligation to update these forward-looking statements.

Financial Summary Attached

CHINDEX INTERNATIONAL, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(in thousands except share and per share data)

                                         
            Three months ended September 30,   Nine months ended September 30,
            2012   2011   2012   2011
                                 
Healthcare services revenue   $ 37,299     $ 28,815     $ 108,928     $ 82,465  
       
 
                               
Operating expenses                                
       
Salaries, wages and benefits
    21,064       16,540       60,989       46,768  
       
Other operating expenses
    5,595       4,962       15,704       13,518  
       
Supplies and purchased medical services
    4,532       3,247       13,582       9,109  
       
Bad debt expense
    865       466       2,260       1,396  
       
Depreciation and amortization
    1,797       1,459       5,268       3,653  
       
Lease and rental expense
    1,915       1,651       5,602       4,450  
       
 
                               
      35,768       28,325       103,405       78,894  
                                 
                                 
Income from operations     1,531       490       5,523       3,571  
                                 
Other income and (expenses)                                
       
Interest income
    214       192       487       552  
       
Interest expense
    (141 )     (109 )     (356 )     (290 )
       
Equity in (loss) income of unconsolidated affiliate
    (785 )     539       (573 )     1,121  
       
Miscellaneous expense — net
    (5 )     (6 )     (5 )     (73 )
       
 
                               
Income before income taxes     814       1,106       5,076       4,881  
Provision for income taxes     (1,478 )     (791 )     (4,461 )     (2,853 )
                                 
Net (loss) income   $ (664 )   $ 315     $ 615     $ 2,028  
                                 
       
 
                               
Net (loss) income per common share — basic   $ (.04 )   $ .02     $ .04     $ .13  
                                 
Weighted average shares outstanding — basic     16,404,635       16,134,459       16,338,332       16,113,426  
                                 
       
 
                               
Net (loss) income per common share — diluted   $ (.04 )   $ .02     $ .05     $ .13  
                                 
Weighted average shares outstanding — diluted     16,404,635       17,250,548       17,621,675       17,411,770  
                                 

CHINDEX INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

                 
    September 30, 2012   December 31, 2011
ASSETS
               
Current assets:
               
Cash and cash equivalents
  $ 27,479     $ 33,755  
Restricted cash
    315        
Investments
          26,394  
Accounts receivable, less allowance for doubtful accounts of $10,502 and $8,300, respectively
    17,551        13,947   
Receivables from affiliates
    11,727       10,984  
Inventories of supplies, net
    2,301       2,307  
Deferred income taxes
    3,464       3,887  
Other current assets
    4,575       4,652  
 
               
Total current assets
    67,412       95,926  
Restricted cash and sinking funds
    20,605       1,030  
Investments
          100  
Investment in unconsolidated affiliate
    33,003       33,728  
Property and equipment, net
    85,915       65,465  
Noncurrent deferred income taxes
    728       424  
Other assets
    3,064       2,719  
 
               
Total assets
  $ 210,727     $ 199,392  
 
               
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Accounts payable
  $ 7,441     $ 3,957  
Payable to affiliates
    11,691       9,404  
Accrued expenses
    13,191       11,735  
Other current liabilities
    7,557       5,549  
Income taxes payable
    1,856       2,141  
 
               
Total current liabilities
    41,736       32,786  
Long-term debt and convertible debentures
    23,938       23,818  
Long-term deferred tax liability
    289       287  
 
               
Total liabilities
    65,963       56,891  
 
               
Commitments and contingencies
               
Stockholders’ equity: 
               
Preferred stock, $.01 par value, 500,000 shares authorized, none issued
           
Common stock, $.01 par value, 28,200,000 shares authorized, including 3,200,000 designated Class B:
               
Common stock – 15,881,748 and 15,652,917 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively
    159       157  
Class B stock – 1,162,500 shares issued and outstanding at September 30, 2012 and December 31, 2011, respectively
    12       12  
Additional paid-in capital
    121,298       118,930  
Retained earnings
    15,106       14,491  
Accumulated other comprehensive income
    8,189       8,911  
 
               
Total stockholders’ equity
    144,764       142,501  
 
               
Total liabilities and stockholders’ equity
  $ 210,727     $ 199,392  
 
               

CHINDEX INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

                 
    Nine months ended September 30,
    2012   2011
OPERATING ACTIVITIES
               
Net income
  $ 615     $ 2,028  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    5,268       3,653  
Inventory write down
    42       6  
Provision for doubtful accounts
    2,260       1,396  
Loss on disposal of property and equipment
    29       78  
Equity in (loss) income of unconsolidated affiliate
    573       (1,121 )
Deferred income taxes
    96       (1,257 )
Stock based compensation
    2,505       2,547  
Foreign exchange (gain) loss
    279       (482 )
Amortization of debt issuance costs
    7       7  
Amortization of debt discount
    186       186  
Changes in operating assets and liabilities:
               
Restricted cash
          300  
Accounts receivable
    (5,977 )     (3,511 )
Accounts receivable from affiliates
    (744 )     2,913  
Inventories of supplies
    (51 )     (290 )
Other current assets and other assets
    (354 )     623  
Accounts payable, accrued expenses, other current liabilities and deferred revenue
    2,734       (3,859 )
Accounts payable to affiliates
    2,287       946  
Income taxes payable
    (274 )     (257 )
 
               
Net cash provided by operating activities
    9,481       3,906  
 
               
INVESTING ACTIVITIES
               
Purchases of short-term investments and CDs
          (23,518 )
Proceeds from redemption of CDs
    26,530       24,179  
Purchases of property and equipment
    (21,986 )     (9,743 )
 
               
Net cash provided by (used in) investing activities
    4,544       (9,082 )
 
               
FINANCING ACTIVITIES
               
Restricted cash for IFC RMB loan sinking funds
    (10,940 )      
Restricted cash for Exim loan collateral
    (8,957 )      
 
               
Repurchase of restricted stock for income tax withholding
    (151 )     (104 )
 
               
Proceeds from exercise of stock options
    16       114  
 
               
Net cash (used in) provided by financing activities
    (20,032 )     10  
 
               
Effect of foreign exchange rate changes on cash and cash equivalents
    (269 )     713  
 
               
Net decrease in cash and cash equivalents
    (6,276 )     (4,453 )
Cash and cash equivalents at beginning of period
    33,755       32,007  
 
               
Cash and cash equivalents at end of period
  $ 27,479     $ 27,554  
 
               
Supplemental disclosures of cash flow information:
               
Cash paid for interest
  $ 546     $ 649  
Cash paid for taxes
  $ 4,626     $ 4,433  
Non-cash investing and financing activities consist of the following:
               
Change in property and equipment additions included in accounts payable
  $ 4,118     $ 6,304  

The table below reconciles our consolidated net income (loss) to Adjusted EBITDA (in thousands)

                                 
    Three months ended   Nine months ended
    September 30,   September 30,
    2012   2011   2012   2011
Consolidated net (loss) income
  $ (664 )   $ 315     $ 615     $ 2,028  
 
                               
Adjustments:
                               
Depreciation and amortization
    1,797       1,459       5,268       3,653  
Provision for income taxes
    1,478       791       4,461       2,853  
Interest expense
    141       109       356       290  
Interest and other income, net
    (209 )     (186 )     (482 )     (479 )
Development, pre-opening and start-up expense
    2,716       2,392       8,457       5,182  
Equity in loss (income) of unconsolidated affiliate
    785       (539 )     573       (1,121 )
Non-recurring charges for CML JV formation
                      400  
 
    6,708       4,026       18,633       10,778  
 
                               
Adjusted EBITDA
  $ 6,044     $ 4,341     $ 19,248     $ 12,806