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Share Name | Share Symbol | Market | Type |
---|---|---|---|
AMN Healthcare Services Inc | NYSE:AMN | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.68 | -1.13% | 59.53 | 61.82 | 59.265 | 61.82 | 433,806 | 23:02:17 |
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the quarterly period ended June 30, 2017
|
|
OR
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
For the transition period from
to
|
Delaware
|
|
06-1500476
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
12400 High Bluff Drive, Suite 100
San Diego, California
|
|
92130
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Large accelerated filer
x
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
|
Emerging growth company
o
|
|
|
|
Item
|
|
Page
|
|
|
|
|
PART I - FINANCIAL INFORMATION
|
|
|
|
|
1.
|
||
|
||
|
||
|
||
|
||
2.
|
||
3.
|
||
4.
|
||
|
|
|
|
PART II - OTHER INFORMATION
|
|
|
|
|
|
|
|
1.
|
||
1A.
|
||
2.
|
||
3.
|
||
4.
|
||
5.
|
||
6.
|
||
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
22,878
|
|
|
$
|
10,622
|
|
Accounts receivable, net of allowances of $12,634 and $11,376 at June 30, 2017 and December 31, 2016, respectively
|
334,597
|
|
|
341,977
|
|
||
Accounts receivable, subcontractor
|
36,631
|
|
|
49,233
|
|
||
Prepaid expenses
|
17,153
|
|
|
14,189
|
|
||
Other current assets
|
29,785
|
|
|
34,607
|
|
||
Total current assets
|
441,044
|
|
|
450,628
|
|
||
Restricted cash, cash equivalents and investments
|
33,882
|
|
|
31,287
|
|
||
Fixed assets, net of accumulated depreciation of $91,164 and $84,865 at June 30, 2017 and December 31, 2016, respectively
|
65,368
|
|
|
59,954
|
|
||
Other assets
|
71,594
|
|
|
57,534
|
|
||
Goodwill
|
340,596
|
|
|
341,754
|
|
||
Intangible assets, net of accumulated amortization of $81,295 and $72,057 at June 30, 2017 and December 31, 2016, respectively
|
236,486
|
|
|
245,724
|
|
||
Total assets
|
$
|
1,188,970
|
|
|
$
|
1,186,881
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
118,943
|
|
|
$
|
137,512
|
|
Accrued compensation and benefits
|
107,283
|
|
|
107,993
|
|
||
Current portion of notes payable, less unamortized fees
|
18,071
|
|
|
3,750
|
|
||
Deferred revenue
|
9,644
|
|
|
8,924
|
|
||
Other current liabilities
|
12,387
|
|
|
16,611
|
|
||
Total current liabilities
|
266,328
|
|
|
274,790
|
|
||
|
|
|
|
||||
Notes payable, less unamortized fees
|
319,462
|
|
|
359,192
|
|
||
Deferred income taxes, net
|
12,387
|
|
|
21,420
|
|
||
Other long-term liabilities
|
82,301
|
|
|
82,096
|
|
||
Total liabilities
|
680,478
|
|
|
737,498
|
|
||
Commitments and contingencies
|
|
|
|
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.01 par value; 10,000 shares authorized; none issued and outstanding at June 30, 2017 and December 31, 2016
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 200,000 shares authorized; 48,400 issued and 47,947 outstanding, respectively, at June 30, 2017 and 48,055 issued and 47,612 outstanding, respectively, at December 31, 2016
|
484
|
|
|
481
|
|
||
Additional paid-in capital
|
448,716
|
|
|
452,491
|
|
||
Treasury stock, at cost (453 and 443 shares at June 30, 2017 and December 31, 2016, respectively)
|
(13,590
|
)
|
|
(13,261
|
)
|
||
Retained earnings
|
72,934
|
|
|
9,671
|
|
||
Accumulated other comprehensive income (loss)
|
(52
|
)
|
|
1
|
|
||
Total stockholders’ equity
|
508,492
|
|
|
449,383
|
|
||
Total liabilities and stockholders’ equity
|
$
|
1,188,970
|
|
|
$
|
1,186,881
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenue
|
$
|
489,803
|
|
|
$
|
473,729
|
|
|
$
|
984,972
|
|
|
$
|
941,731
|
|
Cost of revenue
|
328,791
|
|
|
318,976
|
|
|
662,184
|
|
|
635,080
|
|
||||
Gross profit
|
161,012
|
|
|
154,753
|
|
|
322,788
|
|
|
306,651
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative
|
96,673
|
|
|
99,541
|
|
|
198,746
|
|
|
197,364
|
|
||||
Depreciation and amortization
|
7,959
|
|
|
7,334
|
|
|
15,627
|
|
|
14,099
|
|
||||
Total operating expenses
|
104,632
|
|
|
106,875
|
|
|
214,373
|
|
|
211,463
|
|
||||
Income from operations
|
56,380
|
|
|
47,878
|
|
|
108,415
|
|
|
95,188
|
|
||||
Interest expense, net, and other
|
4,928
|
|
|
2,800
|
|
|
10,058
|
|
|
6,049
|
|
||||
Income before income taxes
|
51,452
|
|
|
45,078
|
|
|
98,357
|
|
|
89,139
|
|
||||
Income tax expense
|
20,197
|
|
|
18,756
|
|
|
35,094
|
|
|
36,948
|
|
||||
Net income
|
$
|
31,255
|
|
|
$
|
26,322
|
|
|
$
|
63,263
|
|
|
$
|
52,191
|
|
|
|
|
|
|
|
|
|
||||||||
Other comprehensive loss:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation and other
|
(41
|
)
|
|
86
|
|
|
(38
|
)
|
|
125
|
|
||||
Cash flow hedge, net of income taxes
|
(58
|
)
|
|
(111
|
)
|
|
(15
|
)
|
|
(574
|
)
|
||||
Other comprehensive loss
|
(99
|
)
|
|
(25
|
)
|
|
(53
|
)
|
|
(449
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Comprehensive income
|
$
|
31,156
|
|
|
$
|
26,297
|
|
|
$
|
63,210
|
|
|
$
|
51,742
|
|
|
|
|
|
|
|
|
|
||||||||
Net income per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.65
|
|
|
$
|
0.55
|
|
|
$
|
1.32
|
|
|
$
|
1.09
|
|
Diluted
|
$
|
0.63
|
|
|
$
|
0.53
|
|
|
$
|
1.28
|
|
|
$
|
1.06
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
47,916
|
|
|
48,034
|
|
|
47,849
|
|
|
47,964
|
|
||||
Diluted
|
49,475
|
|
|
49,348
|
|
|
49,498
|
|
|
49,225
|
|
||||
|
|
|
|
|
|
|
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
63,263
|
|
|
$
|
52,191
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
15,627
|
|
|
14,099
|
|
||
Non-cash interest expense and other
|
1,121
|
|
|
725
|
|
||
Change in fair value of contingent consideration
|
46
|
|
|
214
|
|
||
Increase in allowances for doubtful accounts and sales credits
|
7,740
|
|
|
5,452
|
|
||
Provision for deferred income taxes
|
(9,024
|
)
|
|
(419
|
)
|
||
Share-based compensation
|
5,243
|
|
|
6,091
|
|
||
Excess tax benefits from share-based compensation
|
—
|
|
|
(2,764
|
)
|
||
Loss on disposal or sale of fixed assets
|
43
|
|
|
23
|
|
||
Amortization of discount on investments
|
(42
|
)
|
|
—
|
|
||
Changes in assets and liabilities, net of effects from acquisitions:
|
|
|
|
||||
Accounts receivable
|
(360
|
)
|
|
(41,434
|
)
|
||
Accounts receivable, subcontractor
|
12,602
|
|
|
4,448
|
|
||
Income taxes receivable
|
(825
|
)
|
|
5,448
|
|
||
Prepaid expenses
|
(2,964
|
)
|
|
(2,013
|
)
|
||
Other current assets
|
5,562
|
|
|
(7,390
|
)
|
||
Other assets
|
(5,763
|
)
|
|
(4,042
|
)
|
||
Accounts payable and accrued expenses
|
(18,515
|
)
|
|
12,565
|
|
||
Accrued compensation and benefits
|
(710
|
)
|
|
13,648
|
|
||
Other liabilities
|
525
|
|
|
1,619
|
|
||
Deferred revenue
|
716
|
|
|
(2,043
|
)
|
||
Restricted cash, cash equivalents and investments balance
|
(3,497
|
)
|
|
(1,138
|
)
|
||
Net cash provided by operating activities
|
70,788
|
|
|
55,280
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
||||
Purchase and development of fixed assets
|
(11,741
|
)
|
|
(12,894
|
)
|
||
Purchase of investments
|
(7,251
|
)
|
|
—
|
|
||
Proceeds from maturity of investments
|
8,200
|
|
|
—
|
|
||
Change in restricted cash, cash equivalents and investments balance
|
(5
|
)
|
|
—
|
|
||
Payments to fund deferred compensation plan
|
(6,824
|
)
|
|
(3,062
|
)
|
||
Equity investment
|
(2,000
|
)
|
|
—
|
|
||
Cash paid for acquisitions, net of cash received
|
—
|
|
|
(216,350
|
)
|
||
Cash paid for working capital adjustments and holdback liability for prior year acquisitions
|
—
|
|
|
(848
|
)
|
||
Net cash used in investing activities
|
(19,621
|
)
|
|
(233,154
|
)
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Capital lease repayments
|
—
|
|
|
(2
|
)
|
||
Payments on term loans
|
(25,938
|
)
|
|
(5,625
|
)
|
||
Proceeds from term loans
|
—
|
|
|
75,000
|
|
||
Proceeds from revolving credit facility
|
—
|
|
|
124,000
|
|
||
Repurchase of common stock
|
(329
|
)
|
|
—
|
|
||
Payment of financing costs
|
—
|
|
|
(448
|
)
|
||
Earn-out payments for prior acquisitions
|
(3,677
|
)
|
|
(900
|
)
|
||
Proceeds from termination of derivative contract
|
85
|
|
|
—
|
|
||
Cash paid for shares withheld for taxes
|
(9,014
|
)
|
|
(5,554
|
)
|
||
Excess tax benefits from equity awards vested and exercised
|
—
|
|
|
2,764
|
|
||
Net cash provided by (used in) financing
activities
|
(38,873
|
)
|
|
189,235
|
|
||
Effect of exchange rate changes on cash
|
(38
|
)
|
|
125
|
|
||
Net increase in cash and cash equivalents
|
12,256
|
|
|
11,486
|
|
||
Cash and cash equivalents at beginning of period
|
10,622
|
|
|
9,576
|
|
||
Cash and cash equivalents at end of period
|
$
|
22,878
|
|
|
$
|
21,062
|
|
|
|
|
|
||||
Supplemental disclosures of cash flow information:
|
|
|
|
||||
Cash paid for interest (net of $58 and $154 capitalized for the six months ended June 30, 2017 and 2016, respectively)
|
$
|
9,129
|
|
|
$
|
4,678
|
|
Cash paid for income taxes
|
$
|
45,164
|
|
|
$
|
34,110
|
|
Acquisitions:
|
|
|
|
||||
Fair value of tangible assets acquired in acquisitions, net of cash received
|
$
|
—
|
|
|
$
|
18,176
|
|
Goodwill
|
—
|
|
|
137,174
|
|
||
Intangible assets
|
—
|
|
|
89,084
|
|
||
Liabilities assumed
|
—
|
|
|
(21,892
|
)
|
||
Holdback provision
|
—
|
|
|
(2,122
|
)
|
||
Earn-out liabilities
|
—
|
|
|
(4,070
|
)
|
||
Net cash paid for acquisitions
|
$
|
—
|
|
|
$
|
216,350
|
|
Supplemental disclosures of non-cash investing and financing activities:
|
|
|
|
||||
Purchase of fixed assets recorded in accounts payable and accrued expenses
|
$
|
2,239
|
|
|
$
|
1,720
|
|
•
|
The Company recorded
$1,028
and
$5,325
of tax benefits within income tax expense for the three and
six months ended June 30, 2017
, respectively, related to the excess tax benefit on share-based compensation. Prior to adoption, this amount would have been recorded as additional paid-in capital;
|
•
|
The Company continued to estimate the number of awards expected to be forfeited in accordance with its existing accounting policy, which is to estimate forfeitures when recording share-based compensation expense;
|
•
|
The Company excluded the excess tax benefits from the assumed proceeds available to repurchase shares in the computation of its diluted earnings per share for the three and
six months ended June 30, 2017
. The effect of this change on its diluted earnings per share was not significant;
|
•
|
For the
six months ended June 30, 2017
, cash flows related to excess tax benefits were classified as an operating activity.
|
|
|
|
Fair Value
|
|
Useful Life
|
|
|
|
|
|
|
(in years)
|
|
Identifiable intangible assets
|
|
|
|
|||
|
Tradenames and Trademarks
|
|
$26,300
|
|
20
|
|
|
Customer Relationships
|
|
25,700
|
|
|
12
|
|
Staffing Database
|
|
13,000
|
|
|
10
|
|
Non-Compete Agreements
|
|
900
|
|
|
5
|
|
|
|
$65,900
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income
|
$
|
31,255
|
|
|
$
|
26,322
|
|
|
$
|
63,263
|
|
|
$
|
52,191
|
|
|
|
|
|
|
|
|
|
||||||||
Net income per common share - basic
|
$
|
0.65
|
|
|
$
|
0.55
|
|
|
$
|
1.32
|
|
|
$
|
1.09
|
|
Net income per common share - diluted
|
$
|
0.63
|
|
|
$
|
0.53
|
|
|
$
|
1.28
|
|
|
$
|
1.06
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding - basic
|
47,916
|
|
|
48,034
|
|
|
47,849
|
|
|
47,964
|
|
||||
Plus dilutive effect of potential common shares
|
1,559
|
|
|
1,314
|
|
|
1,649
|
|
|
1,261
|
|
||||
Weighted average common shares outstanding - diluted
|
49,475
|
|
|
49,348
|
|
|
49,498
|
|
|
49,225
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Revenue
|
|
|
|
|
|
|
|
||||||||
Nurse and allied solutions
|
$
|
300,727
|
|
|
$
|
292,663
|
|
|
$
|
614,250
|
|
|
$
|
590,387
|
|
Locum tenens solutions
|
108,215
|
|
|
109,129
|
|
|
211,058
|
|
|
211,867
|
|
||||
Other workforce solutions
|
80,861
|
|
|
71,937
|
|
|
159,664
|
|
|
139,477
|
|
||||
|
$
|
489,803
|
|
|
$
|
473,729
|
|
|
$
|
984,972
|
|
|
$
|
941,731
|
|
Segment operating income
|
|
|
|
|
|
|
|
||||||||
Nurse and allied solutions
|
$
|
47,851
|
|
|
$
|
39,503
|
|
|
$
|
93,831
|
|
|
$
|
81,121
|
|
Locum tenens solutions
|
12,371
|
|
|
16,317
|
|
|
24,590
|
|
|
29,608
|
|
||||
Other workforce solutions
|
22,041
|
|
|
17,858
|
|
|
41,898
|
|
|
35,444
|
|
||||
|
82,263
|
|
|
73,678
|
|
|
160,319
|
|
|
146,173
|
|
||||
Unallocated corporate overhead
|
15,362
|
|
|
15,756
|
|
|
31,034
|
|
|
30,795
|
|
||||
Depreciation and amortization
|
7,959
|
|
|
7,334
|
|
|
15,627
|
|
|
14,099
|
|
||||
Share-based compensation
|
2,562
|
|
|
2,710
|
|
|
5,243
|
|
|
6,091
|
|
||||
Interest expense, net, and other
|
4,928
|
|
|
2,800
|
|
|
10,058
|
|
|
6,049
|
|
||||
Income before income taxes
|
$
|
51,452
|
|
|
$
|
45,078
|
|
|
$
|
98,357
|
|
|
$
|
89,139
|
|
|
Nurse and Allied Solutions
|
|
Locum Tenens Solutions
|
|
Other Workforce Solutions
|
|
Total
|
||||||||
Balance, January 1, 2017
|
$
|
104,306
|
|
|
$
|
19,743
|
|
|
$
|
217,705
|
|
|
$
|
341,754
|
|
Goodwill adjustment for HSG acquisition
|
(1,199
|
)
|
|
—
|
|
|
—
|
|
|
(1,199
|
)
|
||||
Goodwill adjustment for Peak acquisition
|
—
|
|
|
—
|
|
|
41
|
|
|
41
|
|
||||
Balance, June 30, 2017
|
$
|
103,107
|
|
|
$
|
19,743
|
|
|
$
|
217,746
|
|
|
$
|
340,596
|
|
Accumulated impairment loss as of December 31, 2016 and June 30, 2017
|
$
|
154,444
|
|
|
$
|
53,940
|
|
|
$
|
6,555
|
|
|
$
|
214,939
|
|
|
Fair Value Measurements as of June 30, 2017
|
||||||||||||||
|
Total
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
||||||||
Money market funds
|
$
|
4,633
|
|
|
$
|
4,633
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial paper
|
27,722
|
|
|
—
|
|
|
27,722
|
|
|
—
|
|
||||
Acquisition contingent consideration earn-out liabilities
|
(1,932
|
)
|
|
—
|
|
|
—
|
|
|
(1,932
|
)
|
|
Fair Value Measurements as of December 31, 2016
|
||||||||||||||
|
Total
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant Other Observable Inputs (Level 2)
|
|
Significant Unobservable Inputs (Level 3)
|
||||||||
Money market funds
|
$
|
4,627
|
|
|
$
|
4,627
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Commercial paper
|
25,610
|
|
|
—
|
|
|
25,610
|
|
|
—
|
|
||||
Interest rate swap asset
|
24
|
|
|
—
|
|
|
24
|
|
|
—
|
|
||||
Acquisition contingent consideration earn-out liabilities
|
(6,816
|
)
|
|
—
|
|
|
—
|
|
|
(6,816
|
)
|
|
Three Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Balance as of April 1,
|
$
|
(1,909
|
)
|
|
$
|
(6,459
|
)
|
Contingent consideration earn-out liability from Peak acquisition on June 3, 2016
|
—
|
|
|
(480
|
)
|
||
Change in fair value of contingent consideration earn-out liability from TFS acquisition
|
—
|
|
|
(68
|
)
|
||
Change in fair value of contingent consideration earn-out liability from HSG acquisition
|
(23
|
)
|
|
(47
|
)
|
||
Balance as of June 30,
|
$
|
(1,932
|
)
|
|
$
|
(7,054
|
)
|
|
Six Months Ended June 30,
|
||||||
|
2017
|
|
2016
|
||||
Balance as of January 1,
|
$
|
(6,816
|
)
|
|
$
|
(3,770
|
)
|
Settlement of TFS earn-out for year ended December 31, 2015
|
—
|
|
|
1,000
|
|
||
Contingent consideration earn-out liability from HSG acquisition on January 11, 2016
|
—
|
|
|
(3,590
|
)
|
||
Contingent consideration earn-out liability from Peak acquisition on June 3, 2016
|
—
|
|
|
(480
|
)
|
||
Change in fair value of contingent consideration earn-out liability from Avantas acquisition
|
—
|
|
|
660
|
|
||
Change in fair value of contingent consideration earn-out liability from TFS acquisition
|
—
|
|
|
(765
|
)
|
||
Change in fair value of contingent consideration earn-out liability from HSG acquisition
|
(46
|
)
|
|
(109
|
)
|
||
Settlement of TFS earn-out for year ended December 31, 2016
|
3,000
|
|
|
—
|
|
||
Settlement of HSG earn-out for year ended December 31, 2016
|
1,930
|
|
|
—
|
|
||
Balance as of June 30,
|
$
|
(1,932
|
)
|
|
$
|
(7,054
|
)
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Other current assets:
|
|
|
|
|
||||
Restricted cash and cash equivalents
|
|
$
|
16,064
|
|
|
$
|
20,271
|
|
Other
|
|
13,721
|
|
|
14,336
|
|
||
Other current assets
|
|
$
|
29,785
|
|
|
$
|
34,607
|
|
|
|
|
|
|
||||
Fixed assets:
|
|
|
|
|
||||
Furniture and equipment
|
|
$
|
27,333
|
|
|
$
|
25,582
|
|
Software
|
|
120,389
|
|
|
112,405
|
|
||
Leasehold improvements
|
|
8,810
|
|
|
6,832
|
|
||
|
|
156,532
|
|
|
144,819
|
|
||
Accumulated depreciation
|
|
(91,164
|
)
|
|
(84,865
|
)
|
||
Fixed assets, net
|
|
$
|
65,368
|
|
|
$
|
59,954
|
|
|
|
|
|
|
||||
Other assets:
|
|
|
|
|
||||
Life insurance cash surrender value
|
|
$
|
41,562
|
|
|
$
|
32,190
|
|
Other
|
|
30,032
|
|
|
25,344
|
|
||
Other assets
|
|
$
|
71,594
|
|
|
$
|
57,534
|
|
|
|
|
|
|
||||
Accounts payable and accrued expenses:
|
|
|
|
|
||||
Trade accounts payable
|
|
$
|
27,268
|
|
|
$
|
33,392
|
|
Subcontractor payable
|
|
37,109
|
|
|
51,973
|
|
||
Accrued expenses
|
|
41,329
|
|
|
37,251
|
|
||
Professional liability reserve
|
|
6,559
|
|
|
10,254
|
|
||
Other
|
|
6,678
|
|
|
4,642
|
|
||
Accounts payable and accrued expenses
|
|
$
|
118,943
|
|
|
$
|
137,512
|
|
|
|
|
|
|
||||
Accrued compensation and benefits:
|
|
|
|
|
||||
Accrued payroll
|
|
$
|
31,457
|
|
|
$
|
30,917
|
|
Accrued bonuses
|
|
15,315
|
|
|
26,992
|
|
||
Accrued travel expense
|
|
3,205
|
|
|
2,972
|
|
||
Accrued health insurance reserve
|
|
3,369
|
|
|
3,189
|
|
||
Accrued workers compensation reserve
|
|
8,461
|
|
|
8,406
|
|
||
Deferred compensation
|
|
42,823
|
|
|
32,690
|
|
||
Other
|
|
2,653
|
|
|
2,827
|
|
||
Accrued compensation and benefits
|
|
$
|
107,283
|
|
|
$
|
107,993
|
|
|
|
|
|
|
||||
Other current liabilities:
|
|
|
|
|
||||
Acquisition related liabilities
|
|
$
|
5,164
|
|
|
$
|
6,921
|
|
Other
|
|
7,223
|
|
|
9,690
|
|
||
Other current liabilities
|
|
$
|
12,387
|
|
|
$
|
16,611
|
|
|
|
|
|
|
||||
Other long-term liabilities:
|
|
|
|
|
||||
Workers’ compensation reserve
|
|
$
|
18,755
|
|
|
$
|
18,708
|
|
Professional liability reserve
|
|
38,841
|
|
|
37,338
|
|
||
Deferred rent
|
|
14,199
|
|
|
13,274
|
|
||
Unrecognized tax benefits
|
|
8,693
|
|
|
8,464
|
|
||
Other
|
|
1,813
|
|
|
4,312
|
|
||
Other long-term liabilities
|
|
$
|
82,301
|
|
|
$
|
82,096
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Unaudited Condensed Consolidated Statements of Operations:
|
|
|
|
|
|
|
|
||||
Revenue
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of revenue
|
67.1
|
|
|
67.3
|
|
|
67.2
|
|
|
67.4
|
|
Gross profit
|
32.9
|
|
|
32.7
|
|
|
32.8
|
|
|
32.6
|
|
Selling, general and administrative
|
19.7
|
|
|
21.0
|
|
|
20.2
|
|
|
21.0
|
|
Depreciation and amortization
|
1.7
|
|
|
1.6
|
|
|
1.6
|
|
|
1.5
|
|
Income from operations
|
11.5
|
|
|
10.1
|
|
|
11.0
|
|
|
10.1
|
|
Interest expense, net, and other
|
1.0
|
|
|
0.6
|
|
|
1.0
|
|
|
0.6
|
|
Income before income taxes
|
10.5
|
|
|
9.5
|
|
|
10.0
|
|
|
9.5
|
|
Income tax expense
|
4.1
|
|
|
3.9
|
|
|
3.6
|
|
|
4.0
|
|
Net income
|
6.4
|
%
|
|
5.6
|
%
|
|
6.4
|
%
|
|
5.5
|
%
|
|
(In Thousands)
Six Months Ended June 30, |
||||||
|
2017
|
|
2016
|
||||
|
|
||||||
Net cash provided by operating activities
|
$
|
70,788
|
|
|
$
|
55,280
|
|
Net cash used in investing activities
|
(19,621
|
)
|
|
(233,154
|
)
|
||
Net cash provided by (used in) financing
activities
|
(38,873
|
)
|
|
189,235
|
|
•
|
the effects of economic downturns or slow recoveries, which could result in less demand for our services and pricing pressures;
|
•
|
the negative effects that intermediary organizations may have on our ability to secure new and profitable contracts with our clients;
|
•
|
the level of consolidation and concentration of buyers of healthcare workforce solutions and staffing services, which could affect the pricing of our services and our ability to mitigate concentration risk;
|
•
|
any inability on our part to anticipate and quickly respond to changing marketplace conditions, such as alternative modes of healthcare delivery, reimbursement, or client needs;
|
•
|
the ability of our clients to retain and increase the productivity of their permanent staff, or their ability to increase the efficiency and effectiveness of their internal recruiting efforts, through online recruiting or otherwise, which may negatively affect our revenue, results of operations, and cash flows;
|
•
|
the uncertainty regarding a repeal of the Patient Protection and Affordable Care Act without a corresponding replacement, or such a repeal with a corresponding replacement that significantly reduces the number of individuals who maintain health insurance, which may negatively affect the demand for our services;
|
•
|
any inability on our part to grow and operate our business profitably in compliance with federal and state healthcare industry regulation, including conduct of operations, costs and payment for services and payment for referrals as well as laws regarding employment practices and government contracting;
|
•
|
any challenge to the classification of certain of our healthcare professionals as independent contractors, which could adversely affect our profitability;
|
•
|
the effect of investigations, claims, and legal proceedings alleging medical malpractice, violation of employment and wage regulations and other legal theories of liability asserted against us, which could subject us to substantial liabilities;
|
•
|
security breaches and other disruptions that could compromise our information and expose us to liability, which could cause our business and reputation to suffer and could subject us to substantial liabilities;
|
•
|
any inability on our part to implement new infrastructure and technology systems effectively or technology disruptions, either of which may adversely affect our operating results and our ability to manage our business effectively;
|
•
|
disruption to or failures of our SaaS-based technology within certain of our service offerings or our inability to adequately protect our intellectual property rights with respect to such technology, which could reduce client satisfaction, harm our reputation, and negatively affect our business;
|
•
|
our dependence on third parties for the execution of certain critical functions;
|
•
|
cybersecurity risks and cyber incidents, which could adversely affect our business or disrupt our operations;
|
•
|
any inability on our part to recruit and retain sufficient quality healthcare professionals at reasonable costs;
|
•
|
any inability on our part to properly screen and match quality healthcare professionals with suitable placements;
|
•
|
any inability on our part to successfully attract, develop and retain a sufficient number of quality sales and operations personnel;
|
•
|
the loss of our key officers and management personnel, which could adversely affect our business and operating results;
|
•
|
any inability on our part to maintain our positive brand awareness and identity;
|
•
|
any inability on our part to consummate and effectively incorporate acquisitions into our business operations;
|
•
|
any recognition by us of an impairment to goodwill or indefinite-lived intangibles;
|
•
|
the effect of significant adverse adjustments by us to our insurance-related accruals, which could decrease our earnings or increase our losses, as the case may be;
|
•
|
our significant indebtedness and any inability on our part to generate sufficient cash flow to service our debt; and
|
•
|
the terms of our debt instruments that impose restrictions on us that may affect our ability to successfully operate our business.
|
Exhibit
Number
|
|
Description
|
|
|
|
31.1
|
|
Certification by Susan R. Salka pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.*
|
|
|
|
31.2
|
|
Certification by Brian M. Scott pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.*
|
|
|
|
32.1
|
|
Certification by Susan R. Salka pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
|
|
|
|
32.2
|
|
Certification by Brian M. Scott pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*
|
|
|
|
101.INS
|
|
XBRL Instance Document.*
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.*
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.*
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.*
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document.*
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.*
|
|
*
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
AMN HEALTHCARE SERVICES, INC.
|
||
|
||
/
S
/ S
USAN
R. S
ALKA
|
||
Susan R. Salka
President and Chief Executive Officer
(Principal Executive Officer)
|
/
S
/ B
RIAN
M. S
COTT
|
Brian M. Scott
Chief Accounting Officer,
Chief Financial Officer and Treasurer
(Principal Accounting and Financial Officer)
|
1 Year AMN Healthcare Services Chart |
1 Month AMN Healthcare Services Chart |
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