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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 3, 2006
PEDIATRIX MEDICAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Florida 001-12111 65-0271219
(State or other jurisdiction Commission File (IRS Employer
of incorporation) Number Identification No.)
1301 Concord Terrace
Sunrise, FL 33323
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 384-0175
N/A
(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))
- --------------------------------------------------------------------------------
Item 2.02. Results of Operations and Financial Condition.
On May 3, 2006, Pediatrix Medical Group, Inc. (the "Company") issued a
press release announcing its results of operations for the three months ended
March 31, 2006 (the "Release"). A copy of the 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.
- ---------------------------------------------
Item 9.01(a) Financial Statements of businesses acquired:
Not applicable.
Item 9.01(b) Pro Forma Financial Information:
Not applicable.
Item 9.01(c) Exhibits:
99.1 Press Release of Pediatrix Medical Group, Inc. dated May 3, 2006.
SIGNATURES
Pursuant of 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.
(Registrant)
Date: May 3, 2006 By: /s/ Karl B. Wagner
---------------------------
Karl B. Wagner
Chief Financial Officer
Exhibit 99.1
Pediatrix Reports Non-GAAP Post-Split EPS of 55 Cents;
Operating Efficiencies Drive Adjusted Net Income Growth of 24 Percent
FORT LAUDERDALE, Fla.--(BUSINESS WIRE)--May 3, 2006--Pediatrix
Medical Group, Inc. (NYSE:PDX), today reported that it earned 55 cents
per share for the three months ended March 31, 2006, as presented on a
non-GAAP basis that excludes the impact of equity-based compensation
expense, or 49 cents per share on a GAAP basis when including the
impact of those expenses.
Pediatrix's 2006 first quarter earnings per share reflect the
impact of a two-for-one stock split that was effective April 28, 2006.
Pediatrix's results for the 2006 first quarter include:
-- Record quarterly revenue of $187.7 million;
-- Same-unit revenue growth of 6.9 percent, which included
neonatal intensive care unit (NICU) patient volume growth of
4.3 percent;
-- The investment of $63.3 million to acquire physician group
practices;
-- Effective management of general and administrative expenses
resulting in non-GAAP operating margin expansion of 130 basis
points.
"This is another solid quarter for Pediatrix, one in which our
strong revenue growth is exceeded by growth of operating income," said
Roger J. Medel, M.D., Chief Executive Officer of Pediatrix. "These
results were at the high end of our guided range for the quarter after
considering the impact of our stock split. We continue to demonstrate
that as we execute our growth strategy we remain focused on
opportunities to manage our national group practice more efficiently."
Net patient service revenue increased by 14 percent for the three
months ended March 31, 2006, to $187.7 million, when compared to the
same period of 2005. Revenue growth included contributions from
acquisitions completed during the past year, as well as same-unit
revenue growth of 6.9 percent. NICU patient volume increased by 4.3
percent for the 2006 first quarter, compared with the 2005 first
quarter.
Income from operations was $37.8 million for the three months
ended March 31, 2006, as compared with $29.3 million for the same
period in 2005. When adjusted to exclude equity-based compensation
expense, income from operations was $42.8 million for the 2006 first
quarter, up 21 percent from $35.3 million for the 2005 first quarter
after adjusting for a charge related to the national Medicaid and
TRICARE investigation that was recorded in that period. General and
administrative expenses, when adjusted for those same items, were 12.4
percent of revenue for the 2006 first quarter, down from 13.5 percent
for the 2005 first quarter.
Operating margin was 20.1 percent for the three months ended March
31, 2006, up from 17.9 percent for the comparable 2005 period. On a
non-GAAP basis, operating margin adjusted to exclude equity-based
compensation expense was 22.8 percent for the 2006 first quarter, an
increase of 130 basis points from the comparable period of 2005, after
adjusting to exclude the charge related to the Medicaid investigation.
Net income for the three months ended March 31, 2006, was $23.7
million, or 49 cents per share based on a weighted average 48.8
million shares outstanding, which compares with net income of $18.0
million, or 38 cents per share, based on a weighted average 46.9
million shares outstanding for the three months ended March 31, 2005.
When adjusted to exclude equity-based compensation, net income was
$26.9 million or 55 cents per share for 2006 first quarter, compared
with $21.7 million or 46 cents per share for the 2005 first quarter
after adjusting to exclude the charge related to the Medicaid
investigation.
At March 31, 2006, Pediatrix had cash and cash equivalents of $4.5
million and net accounts receivable of $115.8 million. Days sales
outstanding remain less than 60.
Total debt of $42.2 million at March 31, 2006, includes an
outstanding balance of $41 million under Pediatrix's $225 million
revolving credit facility.
Pediatrix used $63.3 million of its cash and amounts available
under its revolving credit facility to acquire physician group
practices, including a neonatal group practice based in Atlanta,
Georgia, and a pediatric cardiology physician group practice based in
Springfield, Missouri.
Cash flow used in operations for the three months ended March 31,
2006, was $11.2 million. Pediatrix normally experiences significant
cash outflows during the first quarter of each year, principally
because of annual bonus payments that are made to physicians under
incentive programs for the prior year.
Reconciliation of Non-GAAP Information
Beginning with the first quarter of 2006, Pediatrix adopted
Financial Accounting Standards No. 123R, "Share-Based Payments". This
press release contains non-GAAP information for the three months ended
March 31, 2006, that includes income from operations, operating
margin, net income and earnings per share as adjusted to exclude
equity-based compensation expense.
In addition, this press release contains non-GAAP information for
the three months ended March 31, 2005, that includes income from
operations, operating margin, net income and earnings per share as
adjusted to exclude expenses related to a pre-tax charge as a result
of an increase of the estimated liability relating to the Medicaid and
TRICARE investigation.
Pediatrix believes that the presentation of non-GAAP information
provides useful guidance to management and investors regarding
financial and business trends related to its results of operations and
that when non-GAAP information is viewed with GAAP information,
investors are provided with a meaningful understanding of Pediatrix's
ongoing operating financial performance. This information is not
intended to be considered in isolation, or as a substitute for GAAP
financial information. The following tables reconcile non-GAAP
financial information to income from operations, net income and net
income per common share which Pediatrix believes are the most
comparable GAAP measures:
Three Months Ended
March 31, 2006
GAAP Adjustments Adjusted
(in thousands except per share data)
Net patient service revenue $187,679 $187,679
----------- -----------
Operating expenses:
Practice salaries and benefits 112,483 (1,083) 111,400
Practice supplies and other
operating expenses 7,802 7,802
General and administrative
expenses 27,238 (3,934) 23,304
Depreciation and amortization 2,348 2,348
----------- -----------
Total operating expenses 149,871 144,854
----------- -----------
Income from operations 37,808 42,825
----------- -----------
Investment income 450 450
Interest expense (409) (409)
----------- -----------
Income before income taxes 37,849 42,866
Income tax provision (14,099) 1,869 (15,968)
----------- -----------
Net income $23,750 $26,898
----------- -----------
Net income per common and common
equivalent share (diluted)
$0.49 $0.06 $0.55
Weighted average shares used in
computing net income per common
and common equivalent share
(diluted) 48,844 48,844
Share and per-share data for all periods presented have been adjusted
to give effect to the two-for-one stock split that was effective
April 28, 2006.
Three Months Ended
March 31, 2005
GAAP Adjustments Adjusted
(in thousands except per share data)
Net patient service revenue $164,150 $164,150
Operating expenses:
Practice salaries and benefits 97,803 97,803
Practice supplies and other
operating expenses 6,250 6,250
General and administrative
expenses 28,129 (6,000) 22,129
Depreciation and amortization 2,647 2,647
----------- -----------
Total operating expenses 134,829 128,829
----------- -----------
Income from operations 29,321 35,321
----------- -----------
Investment income 177 177
Interest expense (840) (840)
----------- -----------
Income before income taxes 28,658 34,658
Income tax provision (10,675) 2,235 (12,910)
----------- -----------
Net income $17,983 $21,748
----------- -----------
Net income per common and common
equivalent share (diluted) $0.38 $0.08 $0.46
Weighted average shares used in
computing net income per common
and common equivalent share
(diluted) 46,910 46,910
Share and per-share data for all periods presented have been adjusted
to give effect to the two-for-one stock split that was effective
April 28, 2006.
Earnings conference call
Pediatrix Medical Group, Inc. will host an investor conference
call to discuss the quarterly results at 11 a.m. (EDT) today. The
conference call Webcast may be accessed from the Company's Website,
http://www.pediatrix.com. A telephone replay of the conference call
will be available from 1 p.m. (EDT) today through midnight (EDT) May
10, 2006 by dialing 800-475-6701, access code 824325. The replay will
also be available at http://www.pediatrix.com.
About Pediatrix
Pediatrix Medical Group, Inc. is the nation's leading provider of
newborn, maternal-fetal and pediatric physician subspecialty services.
Pediatrix physicians and advanced nurse practitioners are reshaping
the delivery of maternal-fetal and newborn care by identifying best
demonstrated processes and participating in clinical research to
enhance patient outcomes and provide high-quality, cost-effective
care. Founded in 1979, its neonatal physicians provide services at
more than 240 NICUs, and through Obstetrix, its perinatal physicians
provide services in many markets where Pediatrix's neonatal physicians
practice. Combined, Pediatrix and its affiliated professional
corporations employ more than 860 physicians in 32 states and Puerto
Rico. Pediatrix is also the nation's largest provider of newborn
hearing screens and newborn metabolic screening. Additional
information is available at http://www.pediatrix.com.
Certain statements and information in this press release may be
deemed to be "forward-looking statements" within the meaning of the
Federal Private Securities Litigation Reform Act of 1995.
Forward-looking statements may include, but are not limited to,
statements relating to our 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 are
forward-looking statements. 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 Pediatrix'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 Pediatrix 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 Pediatrix's most
recent Annual Report on Form 10-K, including the section entitled
"Risk Factors".
Pediatrix Medical Group, Inc.
Consolidated Statements of Income
(Unaudited)
Three months ended
March 31,
2006 2005
------------ ------------
(in thousands, except for
per share data)
--------------------------
Net patient service revenue $ 187,679 $ 164,150
------------ ------------
Operating expenses:
Practice salaries and benefits 112,483 97,803
Practice supplies and other operating
expenses 7,802 6,250
General and administrative expenses 27,238 28,129
Depreciation and amortization 2,348 2,647
------------ ------------
Total operating expenses 149,871 134,829
------------ ------------
Income from operations 37,808 29,321
------------ ------------
Investment income 450 177
Interest expense (409) (840)
------------ ------------
Income before income taxes 37,849 28,658
Income tax provision (14,099) (10,675)
------------ ------------
Net income $ 23,750 $ 17,983
============ ============
Per share data:
Net income per common and common
equivalent share (diluted) $ 0.49 $ 0.38
Weighted average shares used in
computing net income per common and
common equivalent share (diluted) 48,844 46,910
Share and per-share data for all periods presented have been adjusted
to give effect to the two-for-one stock split that was effective
April 28, 2006.
Balance Sheet Highlights
(Unaudited)
As of As of
Mar. 31, 2006 Dec. 31, 2005
----------------------------
(in thousands)
Assets:
Cash and cash equivalents $ 4,507 $ 11,192
Short-term investments 9,958 10,920
Accounts receivable, net 115,759 111,725
Other current assets 31,236 30,787
Other assets, property and equipment 801,557 735,779
------------- -------------
Total assets $ 963,017 $ 900,403
============= =============
Liabilities and shareholders' equity:
Accounts payable & accrued expenses $ 122,169 $ 164,749
Total debt 42,179 1,504
Other liabilities 47,943 42,359
------------- -------------
Total liabilities 212,291 208,612
Shareholders' equity 750,726 691,791
------------- -------------
Total liabilities and shareholders'
equity $ 963,017 $ 900,403
============= =============
CONTACT: Pediatrix Medical Group, Inc., Fort Lauderdale
Bob Kneeley, 954-384-0175, x-5300
bob_kneeley@pediatrix.com