8-K
0000893949false00008939492024-05-072024-05-07

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 07, 2024

 

 

 

https://cdn.kscope.io/279456b04ea657effb45903ec897679c-img260268866_0.jpg 

Pediatrix Medical Group, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Florida

001-12111

26-3667538

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1301 Concord Terrace

 

Sunrise, Florida

 

33323

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 954 384-0175

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, par value $.01 per share

 

MD

 

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 2.02 Results of Operations and Financial Condition.

On May 7, 2024, Pediatrix Medical Group, Inc., a Florida corporation (the “Company”), issued a press release announcing the results of its operations for the three months ended March 31, 2024 (the “First Quarter Release”). A copy of the First Quarter Release is attached hereto as Exhibit 99.1 and is hereby incorporated in this Current Report by reference. The information contained in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

d) Exhibits.

Exhibit Index

99.1— Press Release of Pediatrix Medical Group, Inc. dated May 7, 2024.

104 — Cover Page Interactive Data File (embedded within the Inline XBRL document).



 


 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

Pediatrix Medical Group, Inc.

 

 

 

 

Date:

May 7, 2024

By:

/s/ C. Marc Richards

 

 

 

C. Marc Richards
Chief Financial Officer

 


EX-99.1

 

https://cdn.kscope.io/279456b04ea657effb45903ec897679c-img163251054_0.jpg 

 

FOR MORE INFORMATION:

Charles Lynch

Senior Vice President, Finance and Strategy

954-384-0175, x 5692

charles.lynch@pediatrix.com

 

FOR IMMEDIATE RELEASE

Pediatrix Medical Group Reports First Quarter Results

FORT LAUDERDALE, Fla., May 7, 2024 - Pediatrix Medical Group, Inc. (NYSE: MD), the nation’s leading provider of highly specialized health care for women, children and babies, today reported earnings of $0.05 per share for the three months ended March 31, 2024. On a non-GAAP basis, Pediatrix reported Adjusted EPS of $0.20.

 

For the 2024 first quarter, Pediatrix reported the following results:

Net revenue of $495 million;
Net income of $4 million; and
Adjusted EBITDA of $37 million.

 

“Our first quarter operating results were in line with our expectations,” said James D. Swift, M.D., Chief Executive Officer of Pediatrix Medical Group. “Our key priorities for 2024 are sharply focused on operating efficiency and stabilization of our margin profile. We believe that our operating plans, combined with our strong financial position, will benefit all of our stakeholders.”

 

Operating Results– Three Months Ended March 31, 2024

Pediatrix’s net revenue for the three months ended March 31, 2024 was $495.1 million, compared to $491.0 million for the prior-year period. This increase reflected growth in same-unit revenue of 2.3 percent, partially offset by the impact of non-same unit activity, primarily practice dispositions.

 


 

Same-unit revenue attributable to patient volume increased by 1.3 percent for the 2024 first quarter as compared to the prior-year period. Shown below are year-over-year percentage changes in certain same-unit volume statistics for the three months ended March 31, 2024. (Note: figures in the below table reflect contributions only to net patient service revenue and exclude other contributions to total same-unit revenue, including contract and administrative fees.)

 

 

 

 

Three Months Ended
March 31, 2024

Hospital-based patient services

 

2.5%

Office-based patient services

 

(0.9)%

 

 

 

Neonatology services
(within hospital-based services):

 

 

Neonatal intensive care unit (NICU) days

 

2.5%

 

 

Same-unit revenue from net reimbursement-related factors increased by 1.0 percent for the 2024 first quarter as compared to the prior-year period. This increase primarily reflects modest improvements in hospital contract administrative fees. The percentage of services reimbursed by commercial and other non-government payors increased by approximately 130 basis points compared to the prior year period.

For the 2024 first quarter, practice salaries and benefits expense was $369.1 million, compared to $362.2 million for the prior-year period. This comparison reflects increases in same-unit clinical compensation and group health insurance costs, partially offset by declines in incentive compensation and other benefit expenses.

 

For the 2024 first quarter, general and administrative expenses were $60.2 million, as compared to $59.1 million for the prior-year period. This increase primarily reflects increased internal staffing as part of the Company’s ongoing development of its hybrid revenue cycle management structure.

 

For the first quarter of 2024, transformational and restructuring related expenses totaled $8.5 million. These expenses related primarily to position eliminations and revenue cycle management transition activities.

Adjusted EBITDA, which is defined as earnings before interest, taxes, depreciation and amortization, and transformational and restructuring related expenses, was $37.2 million for the 2024 first quarter, compared to $40.1 million for the prior-year period.

 

Depreciation and amortization expense was $10.3 million for the first quarter of 2024, compared to $9.0 million for the prior-year period.

 

Investment and other income was $2.0 million for the first quarter of 2024, compared to $0.6 million for the first quarter of 2023.

 

Interest expense was $10.6 million for the first quarter of 2024 compared to $10.4 million for the first quarter of 2023.


 

Pediatrix generated net income of $4.0 million, or $0.05 per diluted share, for the 2024 first quarter, based on a weighted average 83.3 million shares outstanding. This compares with net income of $14.2 million, or $0.17 per diluted share, for the 2023 first quarter, based on a weighted average 82.3 million shares outstanding.

For the first quarter of 2024, Pediatrix reported Adjusted EPS of $0.20, compared to $0.23 for the first quarter of 2023. For these periods, Adjusted EPS is defined as diluted income per common and common equivalent share excluding non-cash amortization expense, stock-based compensation expense, transformational and restructuring related expenses, and discrete tax events.

 

Financial Position and Cash Flow – Continuing Operations

 

Pediatrix had cash and cash equivalents of $8.0 million at March 31, 2024, compared to $73.3 million on December 31, 2023, and net accounts receivable were $283.7 million.

For the first quarter of 2024, Pediatrix used cash of $122.6 million to fund continuing operations, compared to a use of $100.6 million during the first quarter of 2023. Pediatrix typically uses cash during the first quarter of each year as it pays incentive compensation, primarily to its affiliated physicians, and employee benefit plan matching contributions that were accrued during the prior year. The net increase in cash used of $22.0 million was primarily due to decreases in cash outflow from accounts receivable, partially offset by increases in cash flow from accounts payable and accrued expenses, prepaid expenses and other assets. Additionally, during the first quarter of 2024, the Company used $8.2 million to fund a practice acquisition and $5.3 million to fund capital expenditures.

At March 31, 2024, Pediatrix had total debt outstanding of $705 million, consisting of its $400 million in 5.375% Senior Notes due 2030; $225 million in borrowings under its Term A Loan; and $80 in borrowings under its $450 million revolving line of credit.

 

2024 Outlook

As previously disclosed, Pediatrix anticipates that its 2024 Adjusted EBITDA, as defined below, will be in a range of $200 million to $220 million.

 

Non-GAAP Measures

A reconciliation of Adjusted EBITDA and Adjusted EPS to the most directly comparable GAAP measures for the three months ended March 31, 2024 and 2023 is provided in the financial tables of this press release.

 

Earnings Conference Call

 

Pediatrix will host an investor conference call to discuss the quarterly results at 9 a.m., ET today. The conference call Webcast may be accessed from the Company’s Website, www.pediatrix.com. A telephone replay of the conference call will be available from 1:45 p.m. ET today through midnight ET May 21, 2024 by dialing 1-866-207-1041, access code 1636261. The replay will also be available at www.pediatrix.com.


 

ABOUT PEDIATRIX MEDICAL GROUP

 

Pediatrix® Medical Group, Inc. (NYSE:MD) is the nation’s leading provider of physician services. Pediatrix-affiliated clinicians are committed to providing coordinated, compassionate and clinically excellent services to women, babies and children across the continuum of care, both in hospital settings and office-based practices. Specialties include obstetrics, maternal-fetal medicine and neonatology complemented by more than 20 pediatric subspecialties. The group’s high-quality, evidence-based care is bolstered by significant investments in research, education, quality-improvement and safety initiatives. The physician-led company was founded in 1979 as a single neonatology practice and today provides its highly specialized and often critical care services through more than 5,000 affiliated physicians and other clinicians in 37 states. To learn more about Pediatrix, visit www.pediatrix.com or follow us on Facebook, Instagram, LinkedIn, Twitter and the Pediatrix blog. Investment information can be found at www.pediatrix.com/investors.

 

 

 

Certain statements and information in this press release may be deemed to contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, 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. Forward-looking statements may include, but are not limited to, statements relating to the Company’s objectives, plans and strategies, and all statements, other than statements of historical facts, that address activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future. These statements are often characterized by terminology such as “believe,” “hope,” “may,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy” and similar expressions, and are based on assumptions and assessments made by the Company’s management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. Any forward-looking statements in this press release are made as of the date hereof, and the Company undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Important factors that could cause actual results, developments, and business decisions to differ materially from forward-looking statements are described in the Company’s most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q, including the sections entitled “Risk Factors”, as well the Company’s current reports on Form 8-K, filed with the Securities and Exchange Commission, and include the impact of the Company’s termination of its then third-party revenue cycle management provider and transition to a hybrid revenue cycle management model with one or more new third-party service providers, including any transition costs associated therewith; the impact of surprise billing legislation; the effects of economic conditions on the Company’s business; the effects of the Affordable Care Act and potential healthcare reform; the Company’s relationships with government-sponsored or funded healthcare programs, including Medicare and Medicaid, and with managed care organizations and commercial health insurance payors; the Company’s ability to comply with the terms of its debt financing arrangements; the impact of the COVID-19 pandemic on the Company and its financial condition and results of operations; the impact of the divestiture of the Company’s anesthesiology and radiology medical groups; the impact of management transitions; the timing


 

and contribution of future acquisitions or organic growth initiatives; the effects of share repurchases; and the effects of the Company’s transformation initiatives, including its reorientation on, and growth strategy for, its pediatrics and obstetrics business.

###

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Pediatrix Medical Group, Inc.

Consolidated Statements of Income and Comprehensive Income

(in thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended
March 31,

 

 

2024

 

 

2023

 

Net revenue

 

$

495,101

 

 

$

491,008

 

Operating expenses:

 

 

 

 

 

 

Practice salaries and benefits

 

 

369,138

 

 

 

362,235

 

Practice supplies and other operating expenses

 

 

31,085

 

 

 

30,720

 

General and administrative expenses

 

 

60,198

 

 

 

59,059

 

Depreciation and amortization

 

 

10,308

 

 

 

8,953

 

Transformational and restructuring related expenses

 

 

8,480

 

 

 

 

Total operating expenses

 

 

479,209

 

 

 

460,967

 

Income from operations

 

 

15,892

 

 

 

30,041

 

Investment and other income

 

 

2,013

 

 

 

634

 

Interest expense

 

 

(10,599

)

 

 

(10,390

)

Equity in earnings of unconsolidated affiliate

 

 

518

 

 

 

427

 

Total non-operating expenses

 

 

(8,068

)

 

 

(9,329

)

Income before income taxes

 

 

7,824

 

 

 

20,712

 

Income tax provision

 

 

(3,789

)

 

 

(6,506

)

Net income

 

$

4,035

 

 

$

14,206

 

Other comprehensive income, net of tax

 

 

 

 

 

 

Unrealized holding gain on investments, net of tax of $20 and $227

 

 

60

 

 

 

604

 

Total comprehensive income

 

$

4,095

 

 

$

14,810

 

Per common and common equivalent share data (diluted):

 

 

 

 

 

 

Net income:

 

$

0.05

 

 

$

0.17

 

Weighted average common shares

 

 

83,275

 

 

 

82,318

 

 

 

 

 

 


 

Pediatrix Medical Group, Inc.

Reconciliation of Net Income to Adjusted EBITDA

(in thousands)

(Unaudited)

 

 

 

Three Months Ended
March 31,

 

 

 

2024

 

 

2023

 

Net income

 

$

4,035

 

 

$

14,206

 

Interest expense

 

 

10,599

 

 

 

10,390

 

Income tax provision

 

 

3,789

 

 

 

6,506

 

Depreciation and amortization expense

 

 

10,308

 

 

 

8,953

 

Transformational and restructuring related expenses

 

 

8,480

 

 

 

 

Adjusted EBITDA

 

$

37,211

 

 

$

40,055

 

 

 

 

 

 

 


 

Pediatrix Medical Group, Inc.

Reconciliation of Diluted Net Income per Share

to Adjusted Income per Diluted Share (“Adjusted EPS”)

(in thousands, except per share data)

(Unaudited)

 

 

 

Three Months Ended
March 31,

 

 

 

2024

 

 

2023

 

Weighted average diluted shares outstanding

 

83,275

 

 

82,318

 

Net income and diluted net income per share

 

$

4,035

 

 

$

0.05

 

 

$

14,206

 

 

$

0.17

 

Adjustments (1):

 

 

 

 

 

 

 

 

 

 

 

 

Amortization (net of tax of $863 and $499)

 

 

2,589

 

 

 

0.03

 

 

 

1,496

 

 

 

0.02

 

Stock-based compensation (net of tax of $716 and $752)

 

 

2,146

 

 

 

0.03

 

 

 

2,257

 

 

 

0.03

 

Transformational and restructuring expenses (net of tax of $2,120)

 

 

6,360

 

 

 

0.08

 

 

 

 

 

 

 

Net impact from discrete tax events

 

 

1,676

 

 

 

0.01

 

 

 

720

 

 

 

0.01

 

Adjusted income and diluted EPS

 

$

16,806

 

 

$

0.20

 

 

$

18,679

 

 

$

0.23

 

 

(1)
A blended tax rate of 25% was used to calculate the tax effects of the adjustments for the three months ended March 31, 2024 and 2023.

 

 

 

 

 


 

Pediatrix Medical Group, Inc.

Balance Sheet Highlights

(in thousands)

(Unaudited)

 

 

 

As of
March 31, 2024

 

 

As of
December 31, 2023

 

Assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

7,998

 

 

$

73,258

 

Investments

 

 

107,473

 

 

 

104,485

 

Accounts receivable, net

 

 

283,749

 

 

 

272,313

 

Other current assets

 

 

27,303

 

 

 

33,398

 

Intangible assets, net

 

 

18,759

 

 

 

21,240

 

Operating and finance lease right-of-use assets

 

 

70,278

 

 

 

70,294

 

Goodwill, other assets, property and equipment

 

 

1,652,605

 

 

 

1,644,822

 

Total assets

 

$

2,168,165

 

 

$

2,219,810

 

Liabilities and shareholders' equity:

 

 

 

 

 

 

Accounts payable and accrued expenses

 

$

207,035

 

 

$

350,798

 

Total debt, including finance leases, net

 

 

709,756

 

 

 

633,334

 

Operating lease liabilities

 

 

68,907

 

 

 

68,314

 

Other liabilities

 

 

326,271

 

 

 

318,303

 

Total liabilities

 

 

1,311,969

 

 

 

1,370,749

 

Total shareholders' equity

 

 

856,196

 

 

 

849,061

 

Total liabilities and shareholders' equity

 

$

2,168,165

 

 

$

2,219,810

 

 

 

 

 

 


 

Pediatrix Medical Group, Inc.

Reconciliation of Net Income to Forward-Looking Adjusted EBITDA

(in thousands)

(Unaudited)

 

 

 

Year Ended
December 31, 2024

 

 

 

 

 

 

 

 

Net income

 

$

68,750

 

 

$

83,700

 

Interest expense

 

 

40,600

 

 

 

39,900

 

Income tax provision

 

 

26,650

 

 

 

32,400

 

Depreciation and amortization expense

 

 

39,000

 

 

 

39,000

 

Transformational and restructuring related expenses

 

 

25,000

 

 

 

25,000

 

Adjusted EBITDA

 

$

200,000

 

 

$

220,000