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8-K - 8-K - Option Care Health, Inc.v393334_8k.htm

 

Exhibit 99.1

 

PRESS RELEASE

 

Contact:

Hai Tran, Chief Financial Officer

BioScrip

952-979-3768

 

FOR IMMEDIATE RELEASE

 

BIOSCRIP REPORTS THIRD QUARTER 2014 FINANCIAL RESULTS

 

Double Digit Organic Infusion Revenue Growth; Breakeven Cash Flow from Continuing Operations

 

Elmsford, NY – November 5, 2014 – BioScrip®, Inc. (NASDAQ: BIOS) (the “Company”) today announced its financial results for the third quarter of 2014.  Third quarter revenue from continuing operations was $244.0 million and the net loss from continuing operations, net of income taxes, was $37.6 million or a loss of $0.55 per basic and diluted share. Non-GAAP adjusted loss from continuing operations per basic and diluted share was $0.42.

 

The Company has substantially completed the integration of its acquired businesses. As part of that process, the Company has accelerated its cash collection to achieve break even cash flow from continuing operations in the quarter and expects to continue to improve cash collection processes and systems. While cash collections on current reimbursement claims for the Company’s services were strong in the third quarter of 2014 and exceeding historical rates, the Company established additional reserves for receivables that aged during the HomeChoice and CarePoint acquisitions integration period. As a result, the Company incurred a charge in the third quarter of $23.1 million in the Infusion segment for bad debt and contractual reserves that represents the amount above the segment’s historical experience prior to the disruption from the acquisition of the HomeChoice and CarePoint businesses. The Company is therefore reporting both adjusted and pro-forma results for EBITDA to exclude the impact of this adjustment.

 

 

Third Quarter Highlights

 

·Total revenue increased by $53.3 million, or 28.0%, as compared to the prior year period. Revenue from the Infusion Services segment increased to $231.5 million, reflecting 32.6% growth year-over-year. Organic revenue growth for the Infusion Services segment remained in the double digits year-over-year.

 

·Gross profit from continuing operations was $65.0 million, or 26.6% of revenue, as compared to $61.7 million, or 32.3% of revenue, in the prior year period. The increase in gross profit was primarily driven by growth in the Infusion segment. The decline in gross profit margin percentage was driven by the decline in the higher margin PBM Services segment.

 

·On a pro-forma basis, Infusion Services segment Adjusted EBITDA, adding back the $23.1 million charge in bad debt and contractual reserves, was $16.8 million, compared to $14.6 million, in the prior year period, a 14.8% increase. Consolidated Adjusted EBITDA from continuing operations declined by $24.0 million to a loss of $12.6 million, primarily reflecting the bad debt and contractual reserves charge noted above. Adjusted EBITDA was impacted by $0.9 million in increased investment in operations leadership and reimbursement resources which included the addition of our new Chief Operating Officer. These costs include recruiting fees, overtime, temporary labor and third party professional fees. Corporate overhead also included $0.7 million in non-recurring legal fees relating to legacy litigation matters.

 

 
 

 

·The Company has implemented a cost savings plan to be completed by year end that is expected to yield approximately $4.0 million in annual cost reductions.

 

·Cash flow from continuing operations increased $2.4 million sequentially compared to the second quarter of 2014 and has reached breakeven.

 

·As a result of the continued focus on cash collections, the Company has increased monthly average accounts receivable collections from $80.9 million in the second quarter of 2014 to $83.5 million in the third quarter of 2014.

 

“The infusion business, once again, delivered double-digit organic revenue growth, underscoring our progress to be a leading provider of infusion services,” said Rick Smith, President and Chief Executive Officer of BioScrip. “Our operating metrics are strong and continue to improve in key areas that are leading to sequential increases in operating cash flow. Our acquisitions over the last two years are integrated and we have created a national platform that is clinically respected and we believe it is strategically positioned to continue to grow and build on the foundation that has been established. We are focused on delivering value for shareholders.”

 

Results of Operations

 

Third Quarter 2014 versus Third Quarter 2013

Total revenue for the third quarter of 2014 was $244.0 million, compared to $190.6 million for the same period a year ago, an increase of $53.3 million, or 28.0%. Infusion Services segment revenue was $231.5 million in the third quarter, as compared to $174.6 million for the same period in 2013. The 32.6% increase was driven primarily by double-digit organic growth and the acquisition of CarePoint.

 

Gross profit from continuing operations for the third quarter of 2014 was $65.0 million, or 26.6% of revenue, as compared to $61.7 million, or 32.3% of revenue, in the prior year period. The increase in gross profit was the result of organic growth and the acquisition of CarePoint, offset by a decline in the PBM Services segment. The decline in gross profit margin percentage was driven primarily by the decline in the higher-margin PBM Services segment.

 

During the third quarter of 2014, on a consolidated basis, adjusted EBITDA from continuing operations declined by $24.0 million to a loss of $12.6 million, compared to $11.4 million in the prior year period. On a pro-forma basis, adding back the $23.1 million charge in bad debt and contractual reserves, adjusted EBITDA from continuing operations was $10.5 million. Infusion Services segment Adjusted EBITDA was negative $6.3 million in the third quarter of 2014. On a pro-forma basis, Infusion Services segment Adjusted EBITDA was $16.8 million, compared to $14.6 million, in the prior year period, a 14.8% increase. Adjusted EBITDA was impacted by $0.9 million in increased investment in operations leadership and reimbursement resources which included the addition of our new COO. These costs include recruiting fees, overtime, temporary labor and third party professional fees. Corporate overhead also included $0.7 million in non-recurring legal fees relating to legacy litigation matters.

 

 
 

 

PBM Services segment revenue was $12.4 million for the third quarter of 2014, compared to $16.0 million for the prior year period. The decrease was related to the decline in its prescription discount card business and expected decline in the traditional PBM volume for the second half of 2014. PBM Services segment adjusted EBITDA was $1.6 million, or 12.9% of segment revenue, for the third quarter of 2014 compared to $4.3 million, or 26.9% of segment revenue, in the prior year period.

 

Interest expense in the third quarter of 2014 was $9.6 million compared to $7.2 million in the prior year period.

 

Income tax expense from continuing operations in the third quarter was $1.9 million compared to $0.0 million in the prior year period.

 

Net loss from continuing operations for the third quarter of 2014 was $37.6 million, or a loss of $0.55 per basic and diluted share, compared to a net loss from continuing operations of $23.8 million, or $0.37 per basic and diluted share, in the prior year period.

 

Liquidity and Capital Resources

 

For the nine months ended September 30, 2014, BioScrip used $26.7 million in net cash from continuing operating activities, compared to cash used of $28.9 million during the nine months ended September 30, 2013. Sequentially, net cash from continuing operating activities improved by $2.4 million from the second quarter of 2014 and reached breakeven.

 

As of September 30, 2014, the Company’s cash balance was $0.0 million, and it had $423.3 million of outstanding debt including a revolver balance of $4.5 million.

 

Outlook

 

The Company projects the following:

·Revenue for 2014 is forecasted to be at the high end of the Company’s guidance range of $940.0 million to $980.0 million. Infusion Services segment is expected to continue to deliver double-digit organic revenue growth;
·Infusion Services segment Adjusted EBITDA and margin percentage is expected to sequentially improve;
·Seasonality is expected in the Infusion Services segment, whereby the fourth quarter typically generates the highest Adjusted EBITDA of the year and the first quarter typically generates the lowest Adjusted EBITDA of the year;
·Initiatives to collect older receivables impacted by the integration of the acquisitions continue in the fourth quarter of the year. These efforts are on-going, but timing may be uncertain; and
·Continued stability is expected in our PBM Services segment from an adjusted EBITDA perspective.

 

Conference Call

 

BioScrip will host a conference call to discuss its third quarter 2014 financial results on November 6, 2014 at 8:30 a.m. Eastern Time. Interested parties may participate in the conference call by dialing 800-404-5245 (US), or 303-223-2681 (International), 5-10 minutes prior to the start of the call. A replay of the conference call will be available for two weeks after the call's completion by dialing 800-633-8284 (US) or 402-977-9140 (International) and entering conference call ID number 21737716. An audio webcast and archive will also be available for 30 days under the "Investor Relations" section of the BioScrip website at www.bioscrip.com.

 

 
 

 

About BioScrip, Inc.

 

BioScrip, Inc. is a leading national provider of infusion and home care management solutions. BioScrip partners with physicians, hospital systems, facilities-based providers, healthcare payors, and pharmaceutical manufacturers to provide patients access to post-acute care services. BioScrip operates with a commitment to bring customer-focused pharmacy and related healthcare infusion therapy services into the home or alternate-site setting. By collaborating with the full spectrum of healthcare professionals and the patient, BioScrip provides cost-effective care that is driven by clinical excellence, customer service, and values that promote positive outcomes and an enhanced quality of life for those it serves. BioScrip provides its infusion and home care services from over 80 locations across 29 states.

 

Forward-Looking Statements – Safe Harbor This press release includes statements that may constitute "forward-looking statements," including projections of certain measures of the Company's results of operations, projections of certain charges and expenses, and other statements regarding the Company's goals, regulatory approvals and strategy. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. In some cases, forward-looking statements can be identified by words such as "may," "should," "could," "anticipate," "estimate," "expect," "project," “outlook,” “aim,” "intend," "plan," "believe," "predict," "potential," "continue" or comparable terms. Because such statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. 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 or contribute to such differences include but are not limited to risks associated with: the Company's ability to integrate any acquisitions; the Company's ability to grow its Infusion Services segment organically or through acquisitions and obtain financing in connection therewith; its ability to reduce operating costs while sustaining growth; reductions in federal, state and commercial reimbursement for the Company's products and services; increased government regulation related to the health care and insurance industries; as well as the risks described in the Company's periodic filings with the Securities and Exchange Commission, including the Company's annual report on Form 10-K for the year ended December 31, 2013. The Company does not undertake any duty to update these forward-looking statements after the date hereof, even though the Company's situation may change in the future. All of the forward-looking statements herein are qualified by these cautionary statements.

 

 
 

 

Reconciliation to Non-GAAP Financial Measures

 

In addition to reporting all financial information required in accordance with generally accepted accounting principles (GAAP), the Company is also reporting EBITDA, Adjusted EBITDA (including pro-forma Adjusted EBITDA), and Adjusted EPS, which are non-GAAP financial measures. EBITDA, Adjusted EBITDA and Adjusted EPS are not measurements of financial performance under GAAP and should not be used in isolation or as a substitute or alternative to net income, operating income or any other performance measure derived in accordance with GAAP, or as a substitute or alternative to cash flow from operating activities or a measure of our liquidity. In addition, the Company's definitions of EBITDA, Adjusted EBITDA and Adjusted EPS may not be comparable to similarly titled non-GAAP financial measures reported by other companies. EBITDA represents net income before net interest expense, income tax expense, depreciation and amortization. Adjusted EBITDA, as defined by the Company, represents net income before net interest expense, loss on extinguishment of debt, income tax expense, depreciation and amortization, stock-based compensation expense, acquisition and integration expenses, restructuring-related expenses and investments in start-up operations. As part of restructuring, the Company may incur significant charges such as the write down of certain long−lived assets, temporary redundant expenses, retraining expenses, potential cash bonus payments and potential accelerated payments or terminated costs for certain of its contractual obligations. Adjusted EPS, as defined by the Company, represents earnings per basic and diluted share, excluding the same elements in calculating Adjusted EBITDA as well as the impact of acquisition-related intangible amortization. Management believes that these non-GAAP financial measures provide useful supplemental information regarding the performance of our business operations and facilitates comparisons to our historical operating results. For a full reconciliation of EBITDA, Adjusted EBITDA and Adjusted EPS to the most comparable GAAP financial measures, please see the attachments to this earnings release.

 

 

Contacts:

 

Hai Tran

BioScrip, Inc.

952-979-3768

 

Lisa Wilson

In-Site Communications, Inc.

212-759-3929

 

 
 

 

Schedule 1
BIOSCRIP, INC. AND SUBSIDIARIES
       
CONSOLIDATED BALANCE SHEETS
(in thousands, except for share amounts)

  

   September 30, 2014   December 31, 2013 
   (unaudited)     
ASSETS          
Current assets          
Cash and cash equivalents  $-   $1,001 
Receivables, less allowance for doubtful accounts of $39,240 and $17,836 at September 30, 2014 and December 31, 2013, respectively   170,633    172,187 
Inventory   33,777    34,341 
   Prepaid expenses and other current assets   11,148    14,110 
   Current assets of discontinued operations   -    15,316 
Total current assets   215,558    236,955 
Property and equipment, net   40,049    41,182 
Goodwill   573,323    571,337 
Intangible assets, net   11,881    16,824 
Deferred financing costs   16,757    17,184 
Other non-current assets   1,275    3,733 
Non-current assets of discontinued operations   -    49,643 
Total assets  $858,843   $936,858 
LIABILITIES AND STOCKHOLDERS' EQUITY          
Current liabilities          
Current portion of long-term debt  $4,925   $60,257 
Accounts payable   74,849    63,575 
Claims payable   8,639    2,547 
Amounts due to plan sponsors   7,243    4,826 
Accrued interest   2,608    2,173 
Accrued expenses and other current liabilities   37,255    34,352 
Current liabilities of discontinued operations   -    6,576 
Total current liabilities   135,519    174,306 
Long-term debt, net of current portion   418,355    375,322 
Deferred taxes   18,187    8,954 
Other non-current liabilities   8,255    17,540 
Other non-current liabilities of discontinued operations   -    6,153 
Total liabilities   580,316    582,275 
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: 71,218,985 and 70,711,439; shares outstanding: 68,636,465 and 68,128,919 as of September 30, 2014 and December 31, 2013, respectively   8    7 
Treasury stock, 2,582,520 shares at cost   (10,311)   (10,311)
Additional paid-in capital   527,410    519,625 
Accumulated deficit   (238,580)   (154,738)
Total stockholders' equity   278,527    354,583 
Total liabilities and stockholders' equity  $858,843   $936,858 

 

 
 

 

Schedule 2
BIOSCRIP, INC. AND SUBSIDIARIES
 
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS 
(in thousands, except per share amounts)

  

   Three Months Ended   Nine Months Ended 
   September 30,   September 30, 
   2014   2013   2014   2013 
Product revenue  $226,421   $169,011   $667,601   $469,594 
Service revenue   17,538    21,620    62,776    74,380 
Total revenue   243,959    190,631    730,377    543,974 
                     
Cost of product revenue   162,125    115,565    475,523    323,823 
Cost of service revenue   16,832    13,411    59,396    44,734 
Total cost of revenue   178,957    128,976    534,919    368,557 
                     
Gross profit   65,002    61,655    195,458    175,417 
% of revenues   26.6%   32.3%   26.8%   32.2%
                     
Selling, general and administrative expenses   58,702    52,454    175,126    149,671 
Change in fair value of contingent consideration   (86)   (412)   (6,941)   (412)
Bad debt expense   26,080    3,624    41,041    10,265 
Acquisition and integration expenses   2,922    4,890    14,754    13,025 
Restructuring and other expenses   1,846    778    10,296    3,457 
Amortization of intangibles   1,620    1,009    4,943    4,801 
Loss from continuing operations   (26,082)   (688)   (43,761)   (5,390)
Interest expense, net   9,563    7,183    29,197    20,169 
Loss on extinguishment of debt   -    15,898    -    15,898 
Loss from continuing operations,  before income taxes   (35,645)   (23,769)   (72,958)   (41,457)
Income tax (benefit)   1,930    (13)   8,484    (42)
Loss from continuing operations, net of income taxes   (37,575)   (23,756)   (81,442)   (41,415)
Loss from discontinued operations, net of income taxes   (1,135)   (10,331)   (2,400)   (9,680)
Net loss  $(38,710)  $(34,087)  $(83,842)  $(51,095)
                     
Loss per common share:                    
Loss from continuing operations, basic and diluted  $(0.55)  $(0.37)  $(1.19)  $(0.66)
Income (loss) from discontinued operations, basic and diluted   (0.02)   (0.16)   (0.04)   (0.15)
Net loss, basic and diluted  $(0.57)  $(0.53)  $(1.23)  $(0.81)
                     
Weighted average shares outstanding, basic and diluted   68,615    67,912    68,421    63,368 

  

 
 

 

Schedule 3
BIOSCRIP, INC AND SUBSIDIARIES
 
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

 

   Nine Months Ended September 30, 
   2014   2013 
Cash flows from operating activities:        
Net loss  $(83,842)  $(51,095)
Less: Income (loss) from discontinued operations, net of income taxes   (2,400)   (9,680)
Loss from continuing operations, net of income taxes   (81,442)   (41,415)
Adjustments to reconcile (loss) from continuing operations, net of income taxes to net cash provided by (used in) operating activities:          
Depreciation   11,999    8,169 
Amortization of intangibles   4,943    4,801 
Amortization of deferred financing costs and debt discount   3,607    1,410 
Change in fair value of contingent consideration   (6,941)   (412)
Change in deferred income tax   8,218    1,393 
Compensation under stock-based compensation plans   6,637    7,260 
Loss on extinguishment of debt   -    15,898 
Equity in net loss of unconsolidated affiliate   -    661 
Changes in assets and liabilities, net of acquired business:          
Receivables, net of bad debt expense   827    (20,655)
Inventory   486    8,875 
Prepaid expenses and other assets   5,774    830 
Accounts payable   10,837    8,041 
Claims payable   6,092    (5,275)
Amounts due to plan sponsors   2,417    (10,254)
Accrued interest   436    (3,832)
Accrued expenses and other liabilities   (561)   (4,435)
Net cash provided by (used in) operating activities from continuing operations   (26,671)   (28,940)
Net cash provided by (used in) operating activities from discontinued operations   (5,074)   (9,322)
Net cash provided by (used in) operating activities   (31,745)   (38,262)
Cash flows from investing activities:          
Purchases of property and equipment, net   (11,319)   (19,881)
Cash consideration paid for acquisitions, net of cash acquired   (454)   (285,039)
Net cash proceeds from sale of unconsolidated affiliate   -    8,509 
Cash advances to unconsolidated affiliate   -    (2,348)
Net cash provided by (used in) investing activities from continuing operations   (11,773)   (298,759)
Net cash provided by (used in) investing activities from discontinued operations   57,677    (48)
Net cash provided by (used in) investing activities   45,904    (298,807)
Cash flows from financing activities:          
Proceeds from public stock offering   -    118,570 
Proceeds from new senior notes due 2021, net of lender fees and other expenses   193,851    - 
Proceeds from new senior credit facility, net of fees paid to issuers   -    377,283 
Repayment of 10 1/4% senior unsecured notes   -    (237,397)
Deferred and other financing costs   (2,115)   - 
Borrowings on line of credit   205,700    379,896 
Repayments on line of credit   (241,203)   (364,859)
Principal payments on long-term debt   (172,243)   - 
Repayments of capital leases   (248)   (809)
Net proceeds from exercise of common stock purchase warrants   -    399 
Net proceeds from exercise of employee stock compensation plans   1,098    1,885 
Net cash provided by (used in) financing activities from continuing operations   (15,160)   274,968 
Net change in cash and cash equivalents   (1,001)   (62,101)
Cash and cash equivalents - beginning of period   1,001    62,101 
Cash and cash equivalents - end of period  $-   $- 
DISCLOSURE OF CASH FLOW INFORMATION:          
Cash paid during the period for interest  $25,328   $22,598 
Cash paid during the period for income taxes  $1,692   $242 

  

 
 

 

Schedule 4
BIOSCRIP, INC
 
Reconciliation between GAAP and Non-GAAP Measures
(in thousands)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30, 
   2014   2013   2014   2013 
Results of Operations:                
Revenue:                
Infusion Services - product revenue  $226,421   $169,011   $667,601   $469,594 
Infusion Services - service revenue   5,122    5,614    15,559    15,282 
Total Infusion Services revenue   231,543    174,625    683,160    484,876 
PBM Services - service revenue   12,416    16,006    47,217    59,098 
Total revenue  $243,959   $190,631   $730,377   $543,974 
                     
Adjusted EBITDA by Segment before corporate overhead:                    
Infusion Services  $(6,344)  $14,623   $24,811   $40,615 
PBM Services   1,625    4,274    5,137    15,385 
Total Segment Adjusted EBITDA   (4,719)   18,897    29,948    56,000 
                     
Corporate overhead   (7,893)   (7,483)   (22,385)   (23,531)
                     
Consolidated Adjusted EBITDA   (12,612)   11,414    7,563    32,469 
                     
Interest expense, net   (9,563)   (7,183)   (29,197)   (20,169)
Loss on extinguishment of debt   -    (15,898)   -    (15,898)
Income tax (expense) benefit   (1,930)   13    (8,484)   42 
Depreciation   (4,205)   (3,225)   (11,999)   (8,170)
Amortization of intangibles   (1,620)   (1,009)   (4,943)   (4,801)
Stock-based compensation expense   (1,753)   (1,427)   (6,637)   (7,260)
Acquisition and integration expenses   (2,922)   (4,890)   (14,754)   (13,025)
Restructuring and other expenses and investments (1)   (2,970)   (1,551)   (12,991)   (4,603)
Loss from continuing operations, net of income taxes  $(37,575)  $(23,756)  $(81,442)  $(41,415)
                     
                     
Calculation of Pro Forma Adjusted EBITDA:                    
Infusion Services Segment-                    
Adjusted EBITDA as reported  $(6,344)  $14,623   $24,811   $40,615 
Incremental charge to bad debt and contractual reserves (2)   23,134    -    28,734    - 
Pro forma Infusion Services Adjusted EBITDA  $16,790   $14,623   $53,545   $40,615 
                     
Consolidated-                    
Adjusted EBITDA as reported  $(12,612)  $11,414   $7,563   $32,469 
Incremental charge to bad debt and contractual reserves (2)   23,134    -    28,734    - 
Pro forma Consolidated Adjusted EBITDA  $10,522   $11,414   $36,297   $32,469 
                     
                     
Supplemental Operating Data             September 30,    December 31, 
              2014    2013 
Total Assets:                    
Infusion Services            $783,658   $793,475 
PBM Services             29,009    25,239 
Corporate unallocated             46,169    53,169 
Assets from discontinued operations             -    64,959 
   Assets associated with discontinued operations, not sold             7    16 
Total Assets            $858,843   $936,858 

 

 

(1) Restructuring and other expenses and investments include costs associated with restructuring such as employee severance, third party consulting costs and facility closure costs; training and transitional costs as well as redundant salaries; and, losses in the short-term investment of the unconsolidated affiliate and investment in start-up branch locations.

 

(2) The incremental charge to bad debt and contractual reserves represents the amount of bad debt expense and contractual reserve allowances recorded during the three and nine months ended September 30, 2014 above the Company's normalized historical allowance rates.

 

 
 

 

Schedule 5
BIOSCRIP, INC
 
Reconciliation between GAAP and Non-GAAP Earnings Per Share
(in thousands)

 

   Three Months Ended   Nine Months Ended 
   September 30,   September 30, 
   2014 1,3   2013 2,3   2014 1,3   2013 2,3 
Net loss from continuing operations, net of income taxes  $(37,575)  $(23,756)  $(81,442)  $(41,415)
Non-GAAP adjustments, net of income tax:                    
Restructuring and other expenses and investments 3   2,970    1,587    12,991    4,602 
Loss on extinguishment of debt   -    16,266    -    15,894 
Acquisition and integration expenses   2,922    5,003    14,754    13,022 
Amortization of intangibles   1,620    1,032    4,943    4,800 
Compensation under stock-based compensation plans   1,753    1,460    6,637    7,258 
Non-GAAP net income (loss) from continuing operations  $(28,310)  $1,592   $(42,117)  $4,161 
                     
                     
Loss per share from continuing operations, basic and diluted  $(0.55)  $(0.37)  $(1.19)  $(0.66)
Non-GAAP adjustments, net of income tax:                    
Restructuring and other expenses and investments 3   0.04    0.02    0.19    0.07 
Loss on extinguishment of debt   -    0.26    -    0.25 
Acquisition and integration expenses   0.04    0.07    0.22    0.21 
Amortization of intangibles   0.02    0.01    0.07    0.08 
Compensation under stock-based compensation plans   0.03    0.02    0.10    0.11 
Non-GAAP earnings (loss) per share from continuing operations, basic and diluted  $(0.42)  $0.01   $(0.61)  $0.06 
                     
Weighted average shares outstanding, basic and diluted   68,615    67,912    68,421    63,368 

 

 

1 For the three months and nine months ended September 30, 2014, non-GAAP net loss from continuing operations adjustments are net of tax, calculated using an annual effective tax rate method.  However, the Company has recorded a full valuation allowance on its deferred tax assets and, as a result, no tax benefit is being recognized for the non-GAAP net loss from continuing operations.  The tax expense in continuing operations relates to indefinite-lived intangible assets and an insignificant amount of state tax expense which would not be impacted by the non-GAAP adjustments above.  Accordingly, no tax expense has been allocated to the non-GAAP adjustments.

 

2 For the three months and nine months ended September 30, 2013, non-GAAP net income from continuing operations adjustments are net of tax, calculated using an annual effective tax rate method.  The tax expense netted against restructuring and other expenses and investments, loss on extinguishment of debt, acquisition and integration expenses, amortization of intangibles, and stock-based compensation expense was $36, $368, $113, $23 and $33, respectively, for the three months ended September 30, 2013 and $1, $4, $3, $1 and $2, respectively, for the nine months ended September 30, 2013.  The tax effect of these adjustments on a per share basis is not meaningful.

 

3 Restructuring and other expenses and investments include costs associated with restructuring such as employee severance, third party consulting costs and facility closure costs; training and transitional costs as well as redundant salaries; losses in the short-term investment in the unconsolidated affiliate; and investments in start-up branch locations.