The Providence Service Corporation (the “Company” or “Providence”)
(Nasdaq:PRSC), today reported financial results for the three and
twelve months ended December 31, 2017.
“I am very pleased with our fourth quarter
results,” stated Carter Pate, Interim Chief Executive
Officer. “NET Services continued to make substantial progress
on value enhancement activities, especially in regards to
transportation cost reductions, and added to its successful 2017
renewal year, which already included New Jersey and Philadelphia,
by securing the Virginia contract for another three years.
Within WD Services, in addition to being awarded a third Work and
Health Program contract, bringing total secured contract value
under the program to approximately $195 million over five years,
profitability continued to improve as a result of a lower corporate
and shared services cost structure. Lastly our Matrix
Investment continued to successfully convert its sales pipeline
into new signed logos, positioning Matrix for another year of
strong revenue growth in 2018. Matrix also announced
and subsequently closed its acquisition of HealthFair. This
positive momentum across all of our segments positions us well in
2018 for improved profitability and continued long-term value
creation."
Fourth Quarter 2017 Results
For the fourth quarter of 2017, the Company
reported revenue from continuing operations of $406.9 million, an
increase of 5.5% from $385.8 million in the fourth quarter of
2016. Excluding the effects of changes in currency exchange
rates, revenue from continuing operations increased 4.4%.
Income from continuing operations, net of tax,
in the fourth quarter of 2017 was $39.1 million, or $2.41 per
diluted common share, compared to losses of $25.7 million, or $1.77
per diluted common share, in the fourth quarter of 2016.
Income from continuing operations, net of tax, in the fourth
quarter of 2017 includes a $29.6 million benefit due to the impact
of the Tax Cuts and Jobs Act (the “Tax Reform Act”). Income
from continuing operations, net of tax, in the fourth quarter of
2016 includes impairment charges of $21.0 million. Income from
continuing operations, net of tax, in the fourth quarters of 2017
and 2016 includes restructuring and related charges of $4.6 million
and $7.4 million, respectively. Adjusted Net Income in the fourth
quarter of 2017 was $11.5 million, or $0.66 per diluted
common share, compared to $6.4 million, or $0.33 per diluted common
share, in the fourth quarter of 2016.
Segment-level Adjusted EBITDA was $34.3 million
in the fourth quarter of 2017, compared to $24.2 million in the
fourth quarter of 2016. Adjusted EBITDA was $26.4 million in
the fourth quarter of 2017, compared to $19.3 million in the fourth
quarter of 2016.
Full Year 2017 Results
For the twelve months of 2017, the Company
reported revenue from continuing operations of $1.62 billion, an
increase of 2.9% from $1.58 billion in 2016. Excluding the
effects of changes in currency exchange rates, revenue from
continuing operations increased 3.4%.
Income from continuing operations, net of tax,
for the twelve months of 2017 was $59.8 million, or $3.50 per
diluted common share, compared to losses of $18.9 million, or $1.45
per diluted common share, in the twelve months of 2016.
Income from continuing operations, net of tax, for the twelve
months of 2017 includes a $29.6 million benefit due to the impact
of the Tax Reform Act. Income from continuing operations, net
of tax, for the twelve months of 2016 includes impairment charges
of $21.0 million. Income from continuing operations, net of
tax, for the twelve months of 2017 and 2016 includes restructuring
and related charges of $11.6 million and $14.4 million,
respectively. Adjusted Net Income in the twelve months of
2017 was $30.3 million, or $1.65 per diluted common share, compared
to $29.9 million, or $1.52 per diluted common share, in the twelve
months of 2016.
Segment-level Adjusted EBITDA was $101.7 million
in the twelve months of 2017, compared to $97.8 million in the
comparable period of 2016. Adjusted EBITDA was $72.4 million
in the twelve months of 2017, compared to $72.2 million in the
twelve months of 2016.
Share Repurchases
As previously announced, on November 2, 2017,
the Board approved the extension of the Company’s stock repurchase
program, authorizing the Company to repurchase up to $69.6 million
(the amount remaining from the $100.0 million repurchase amount
authorized on October 26, 2016) of the Company’s common stock
through December 31, 2018.
From November 3, 2017 through March 5, 2018 the
Company repurchased 708,095 shares of common stock for $43.8
million, or for an average price of $61.90 per share. Since
beginning to repurchase shares in the fourth quarter of 2015
through March 5, 2018, the Company has repurchased 3.5 million
shares of common stock, or approximately 22% of the Company’s
common stock outstanding at the beginning of the fourth quarter of
2015, for $166.2 million, or for an average price of $46.86 per
share. As of March 5, 2018, $25.8 million of additional share
repurchase capacity existed under this program.
Segment Results
For analysis purposes, the Company provides
revenue, expenses, operating income (loss), income (loss) from
continuing operations, net of taxes, and Adjusted EBITDA on a
segment basis. Segment results include revenue and expenses
incurred by each segment, as well as an allocation of certain
direct expenses incurred by Corporate on behalf of the
segment. No direct expenses were incurred by Corporate on
behalf of the Matrix Investment segment. The activities
reflected in Corporate and Other include executive, accounting,
finance, internal audit, tax, legal, public reporting, certain
strategic and corporate development functions, the results of the
Company’s captive insurance company and elimination entries
recorded in consolidation.
NET Services
NET Services revenue was $330.6 million for the
fourth quarter of 2017, an increase of 4.4% from $316.6 million in
the fourth quarter of 2016. Operating income was $23.8
million, or 7.2% of revenue, in the fourth quarter of 2017,
compared to $23.6 million, or 7.4% of revenue, in the fourth
quarter of 2016. Included in NET Services operating income in
the fourth quarters of 2017 and 2016 were $1.4 million and $1.7
million, respectively, of restructuring and related charges.
NET Services Adjusted EBITDA was $28.7 million, or 8.7% of revenue,
in the fourth quarter of 2017, compared to $28.8 million, or 9.1%
of revenue, in the fourth quarter of 2016.
NET Services revenue was $1.32 billion for the
twelve months of 2017, an increase of 6.8% from $1.23 billion for
the twelve months of 2016. Operating income was $65.7
million, or 5.0% of revenue, in the twelve months of 2017, compared
to $77.1 million, or 6.2% of revenue, in the comparable period of
2016. Included in NET Services operating income in the twelve
months of 2017 and 2016 were $6.3 million and $2.9 million,
respectively, of restructuring and related charges. NET
Services Adjusted EBITDA was $85.3 million, or 6.5% of revenue, in
the twelve months of 2017, compared to $92.4 million, or 7.5% of
revenue, in the comparable period of 2016.
The year-over-year increase in NET Services
revenue in the fourth quarter of 2017 was primarily due to
increased revenue from new contracts including new MCO contracts in
New York and new state regional contracts in Texas. Additionally,
NET Services benefited from membership growth and rate increases on
a number of existing contracts as well as retroactive rate
increases to compensate for increased utilization experienced
throughout the year on multiple MCO contracts. The
year-over-year revenue increase was partially offset by reductions
in revenue from contracts we no longer serve, including a contract
with the state of New York. Adjusted EBITDA as a percentage
of revenue was in line with the fourth quarter of 2016; benefiting
from an expense reserve released upon the finalization of a
contract amendment with a state customer, while being negatively
impacted by the loss of the contract with the state of New
York.
WD Services
WD Services revenue was $76.3 million for the
fourth quarter of 2017, an increase of 10.4% from $69.1 million in
the fourth quarter of 2016. Excluding the effects of changes
in currency exchange rates, revenue increased 4.5% in the fourth
quarter of 2017 versus the fourth quarter of 2016. Operating income
was $2.9 million in the fourth quarter of 2017 including a $2.0
million benefit from a favorable resolution of a contingency
related to the acquisition of Ingeus, compared to a $32.8 million
loss in the fourth quarter of 2016. WD Services operating
loss in the fourth quarter of 2016 included impairment charges of
$19.6 million. Included within WD Services operating income /
loss in the fourth quarters of 2017 and 2016 were restructuring and
related costs of $1.5 million and $5.8 million, respectively.
WD Services Adjusted EBITDA was $5.6 million, or 7.3% of revenue,
in the fourth quarter of 2017 compared to a negative Adjusted
EBITDA of $4.5 million, or negative 6.6% of revenue, in the fourth
quarter of 2016.
WD Services revenue was $305.7 million for the
twelve months of 2017, a decrease of 11.2% from $344.4 million in
the twelve months of 2016. Excluding the effects of changes
in currency exchange rates, revenue declined 8.9% in the twelve
months of 2017 versus the twelve months of 2016. Operating
income was $2.0 million in the twelve months of 2017, compared to
an operating loss of $39.5 million in the comparable period of
2016. WD Services operating loss in the twelve months of 2016
included impairment charges of $19.6 million. Included within
WD Services operating income / loss in the twelve months of 2017
and 2016 were restructuring and related costs of $3.6 million and
$11.5 million, respectively. WD Services Adjusted EBITDA was
$16.3 million, or 5.3% of revenue, in the twelve months of 2017
compared to $5.5 million, or 1.6% of revenue, in the comparable
period of 2016.
The year-over-year increase in WD Services
revenue in the fourth quarter of 2017 was primarily related to
increases in the offender rehabilitation contract together with
growth in UK Health and Youth Services programs and increases from
various employability programs outside of the UK, including in
Australia, France and Canada. This was partially offset by the
anticipated ending of referrals under the Work Programme
contract in the UK. While WD Services has successfully
secured contracts under the UK's Work and Health Programme with a
combined total value of approximately $195 million over 5 years,
revenues under these contracts were minimal in the fourth quarter
of 2017. Adjusted EBITDA was significantly higher in
the fourth quarter of 2017 compared to 2016 due to the benefits
from the reduced headcount related to the start of the Ingeus
Futures program at the end of 2016 as well as a reduction in IT and
facility costs.
Corporate and Other
Corporate and Other incurred a $9.8 million
operating loss in the fourth quarter of 2017 compared to an
operating loss of $7.0 million in the fourth quarter of 2016.
Included within Corporate and Other operating loss in the fourth
quarter of 2017 were restructuring and related costs of $1.7
million. Included within operating loss in the fourth quarter of
2016 was an impairment charge of $1.4 million related to the sale
of certain real estate assets. Corporate and Other Adjusted EBITDA
was negative $7.9 million in the fourth quarter of 2017 compared to
negative $4.9 million in the fourth quarter of 2016.
Corporate and Other incurred a $31.7 million
operating loss in the twelve months of 2017, compared to a $29.0
million operating loss in the twelve months of 2016. Included
within Corporate and Other operating loss in the twelve months of
2017 were restructuring and related costs of $1.7 million as well
as $3.4 million of professional costs associated with focused
strategic initiatives. Included within operating loss in the twelve
months of 2016 was an impairment charge of $1.4 million related to
the sale of certain real estate assets. Corporate and Other
Adjusted EBITDA was negative $29.2 million in the twelve months of
2017 compared to negative $25.6 million in the comparable period of
2016.
The year-over-year increase in the
Corporate and Other Adjusted EBITDA loss in the fourth quarter of
2017 was primarily due to a $2.3 million increase in cash settled
stock-based compensation as a result of an increase in the
Company’s stock price in the fourth quarter of 2017 as compared to
a decrease in the fourth quarter of 2016 as well as a decrease in
the benefits associated with favorable claims experiences on our
reinsurance and self-insured programs. Included within Corporate
and Other Adjusted EBITDA for the fourth quarter of 2017 and the
fourth quarter of 2016 is $1.6 million and $0.9 million,
respectively, of expense related to a share-based long-term
incentive plan. No shares were distributed under this plan as the
performance hurdles were not met. As such, as of December 31,
2017, we accelerated all remaining unrecognized compensation
expense for the Holding Company long-term incentive plan.
Corporate and Other included other income in the
fourth quarter of 2017 of $5.4 million related to the settlement of
a previously disclosed litigation related to a putative
stockholder class action derivative complaint.
Matrix Investment (Equity Investment)
For the three and twelve months ended
December 31, 2017, Providence recorded a gain in equity
earnings of $13.0 million and $13.4 million, respectively, related
to its Matrix Investment. Included within the equity income
is the impact on Matrix of the Tax Reform Act.
As Providence’s interest in Matrix is accounted
for as an equity method investment, the following numbers are not
included within the Company’s consolidated results of operations.
For the fourth quarter of 2017, Matrix’s revenue was $52.5 million,
an increase of 0.4% from $52.3 million in the fourth quarter of
2016. Matrix’s operating income was $1.8 million, or 3.4% of
revenue, for the fourth quarter of 2017, compared to a $0.2 million
operating loss, or negative 0.4% of revenue, for the fourth quarter
of 2016. Included within Matrix’s operating income in the
fourth quarter of 2017 were $0.5 million of management fees paid to
Matrix shareholders and acquisition costs of $0.4 million.
Included within Matrix's operating income in the fourth quarter of
2016 were $4.0 million of expense related to transaction bonuses
paid to the Matrix management team as well as $2.4 million of other
transaction related expenses. Matrix’s Adjusted EBITDA was
$11.6 million, or 22.1% of revenue, for the fourth quarter of 2017,
compared to $11.7 million, or 22.5% of revenue, in the fourth
quarter of 2016.
For the twelve months of 2017, Matrix’s revenue
was $227.9 million, an increase of 9.7% from $207.7 million in the
twelve months of 2016. Matrix’s operating income was $11.9
million, or 5.2% of revenue, for the twelve months of 2017,
compared to $17.8 million, or 8.6% of revenue, for the comparable
period of 2016. Included within Matrix’s operating income in
the twelve months of 2017 was $2.7 million of transaction bonuses
paid to the Matrix management team, $2.3 million of management fees
paid to Matrix’s shareholders, $0.9 million of other transaction
related expenses and acquisition costs of $1.3 million.
Matrix’s Adjusted EBITDA was $51.7 million, or 22.7% of revenue,
for the twelve months of 2017, compared to $51.7 million, or 24.9%
of revenue, in the twelve months of 2016.
Matrix had moderate year-over-year revenue
growth for the fourth quarter of 2017 with Adjusted EBITDA margins
impacted by lower prices.
As of December 31, 2017, Matrix had cash of
$15.0 million and $193.1 million of term loan debt outstanding
under its credit facility.
On February 16, 2018 Matrix completed its
acquisition of HealthFair for $160 million plus an earn-out payment
contingent upon HealthFair’s 2018 performance. The
transaction combines Matrix’s expansive in-home capabilities with
HealthFair’s national fleet of mobile health clinics equipped with
advanced diagnostic capabilities. With the addition of
HealthFair, Matrix’s network increases to more than 6,000
community-based providers across all 50 states, including over
1,700 nurse practitioners.
HealthFair’s 2017 revenue was approximately $45
million. HealthFair expects significant growth in 2018
supported by several recently awarded national contracts with major
health plans. The acquisition was funded through an
increase in Matrix's outstanding debt and rollover equity from
the seller of HealthFair. Providence and Frazier did not
contribute additional equity to fund the acquisition.
Following the transaction, Matrix had net debt of approximately
$310 million with Providence retaining an ownership percentage of
43.6%.
Tax Reform
On December 22, 2017, the Tax Cuts and Jobs Act
(the “Tax Reform Act”) was enacted which reduces the U.S. federal
corporate income tax rate to 21% commencing in 2018. As a
result of the decrease in rate, the Company remeasured its deferred
tax liabilities as of December 31, 2017, and recorded a provisional
net tax benefit of $19.4 million in the fourth quarter of
2017. In addition, Matrix remeasured its deferred tax
liabilities in connection with the Tax Reform Act, which resulted
in additional equity income to Providence of $13.6 million.
The Providence tax provision reflects tax expense of $3.4 million
on this additional equity income. Thus, the total impact of
tax reform is $29.6 million.
Investor Presentation and Conference Call
Providence will hold a conference call to
discuss its financial results on Friday, March 9, 2018 at 8:00 a.m.
ET. An investor presentation has been prepared to accompany
the conference call and can be found on the Company’s website
(investor.prscholdings.com.). To access the call, please dial:
US toll-free: 1 (844) 244
3865International: 1 (518) 444
0681Passcode: 8798476
Replay (available until March 16, 2018):US
toll-free: 1 (855) 859 2056International:
1 (404) 537 3406Passcode: 8798476
You may also access the conference call via
webcast at investor.prscholdings.com, where the call also will be
archived.
About Providence
The Providence Service Corporation owns
subsidiaries and investments primarily engaged in the provision of
healthcare services in the United States and workforce development
services internationally. For more information, please visit
prscholdings.com.
Non-GAAP Financial Measures and Adjustments
In addition to the financial results prepared in
accordance with U.S. generally accepted accounting principles
(GAAP), this press release includes EBITDA, Adjusted EBITDA and
Segment-level Adjusted EBITDA for the Company and its operating
segments, and Adjusted Net Income and Adjusted EPS for the Company,
which are performance measures that are not recognized under
GAAP. EBITDA is defined as income (loss) from continuing
operations, net of taxes, before: (1) interest expense, net, (2)
provision (benefit) for income taxes and (3) depreciation and
amortization. Adjusted EBITDA is calculated as EBITDA before
certain items, including (as applicable): (1) restructuring and
related charges, (2) foreign currency transactions, (3) equity in
net earnings or losses of investees, (4) certain litigation related
expenses or settlement income, (5) gain or loss on sale of equity
investments, (6) management fees and (7) certain transaction and
related costs. Segment-level Adjusted EBITDA is calculated as
Adjusted EBITDA for the company excluding the Adjusted EBITDA
associated with corporate and holding company costs reported as our
Corporate and Other Segment. Adjusted Net Income is defined
as income (loss) from continuing operations, net of tax, before
certain items, including (1) restructuring and related charges, (2)
foreign currency transactions, (3) equity in net earnings or losses
of investees, (4) certain litigation related expenses or settlement
income, (5) intangible amortization expense, (6) gain or loss on
sale of equity investments, (7) the impact of the Tax Reform Act,
(8) excess tax charges associated with long term incentive plans,
(9) the impact of adjustments on non-controlling interests, (10)
transaction and related costs and (11) the income tax impact of
such adjustments. Adjusted EPS is calculated as Adjusted Net
Income less (as applicable): (1) dividends on convertible preferred
stock, (2) accretion of convertible preferred stock discount, and
(3) income allocated to participating stockholders, divided by the
diluted weighted-average number of common shares outstanding.
We utilize these non-GAAP performance measures, which exclude
certain expenses and amounts, because we believe the timing of such
expenses is unpredictable and not driven by our core operating
results, and therefore render comparisons with prior periods as
well as with other companies in our industry less meaningful.
We believe such measures allow investors to gain a better
understanding of the factors and trends affecting the ongoing
operations of our business. We consider our core operations
to be the ongoing activities to provide services from which we earn
revenue, including direct operating costs and indirect costs to
support these activities. In addition, our net earnings in
equity investees are excluded from these measures, as we do not
have the ability to manage these ventures, allocate resources
within the ventures, or directly control their operations or
performance.
Our non-GAAP financial measures may not provide
information that is directly comparable to that provided by other
companies in our industry, as other companies in our industry may
calculate non-GAAP financial results differently. In addition,
there are limitations in using non-GAAP financial measures because
they are not prepared in accordance with GAAP, may be different
from non-GAAP financial measures used by other companies, and
exclude expenses that may have a material impact on our reported
financial results. The presentation of non-GAAP financial
information is not meant to be considered in isolation from or as a
substitute for the directly comparable financial measures prepared
in accordance with GAAP. We urge you to review the
reconciliations of our non-GAAP financial measures to the
comparable GAAP financial measures included below, and not to rely
on any single financial measure to evaluate our business.
Forward-Looking Statements
This press release contains “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995. Words such as “believe,” “demonstrate,”
“expect,” “estimate,” “forecast,” “anticipate,” “should” and
“likely” and similar expressions identify forward-looking
statements. In addition, statements that are not historical should
also be considered forward-looking statements. Readers are
cautioned not to place undue reliance on those forward-looking
statements, which speak only as of the date the statement was made.
Such forward-looking statements are based on current expectations
that involve a number of known and unknown risks, uncertainties and
other factors which may cause actual events to be materially
different from those expressed or implied by such forward-looking
statements. These factors include, but are not limited to, our
continuing relationship with government entities and our ability to
procure business from them, our ability to manage growing and
changing operations, the implementation of healthcare reform law,
government budget changes and legislation related to the services
that we provide, our ability to renew or replace existing contracts
that have expired or are scheduled to expire with significant
clients, and other risks detailed in Providence’s filings with the
Securities and Exchange Commission, including its Annual Report on
Form 10-K. Providence is under no obligation to (and
expressly disclaims any such obligation to) update any of the
information in this press release if any forward-looking statement
later turns out to be inaccurate whether as a result of new
information, future events or otherwise.
Investor Relations
Contact
Laurence Orton – VP Finance & Corporate Controller
(203) 307-2800
--financial tables to follow--
| The Providence Service
Corporation |
| Unaudited Condensed Consolidated Statements of
Income |
| (in thousands except share and per share data) |
| |
|
|
|
|
|
|
|
|
| |
|
Three months ended December 31, |
|
Twelve months ended December 31, |
| |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
| |
|
|
|
|
|
|
|
|
| Service revenue,
net |
|
$ |
406,888 |
|
|
$ |
385,819 |
|
|
$ |
1,623,882 |
|
|
$ |
1,578,245 |
|
| |
|
|
|
|
|
|
|
|
| Operating
expenses: |
|
|
|
|
|
|
|
|
| Service
expense |
|
364,566 |
|
|
357,099 |
|
|
1,489,044 |
|
|
1,452,110 |
|
| General and
administrative expense |
|
18,632 |
|
|
17,363 |
|
|
72,336 |
|
|
69,911 |
|
| Asset impairment
charge |
|
— |
|
|
21,003 |
|
|
— |
|
|
21,003 |
|
| Depreciation and
amortization |
|
6,753 |
|
|
6,546 |
|
|
26,469 |
|
|
26,604 |
|
| Total operating
expenses |
|
389,951 |
|
|
402,011 |
|
|
1,587,849 |
|
|
1,569,628 |
|
| Operating income
(loss) |
|
16,937 |
|
|
(16,192 |
) |
|
36,033 |
|
|
8,617 |
|
| |
|
|
|
|
|
|
|
|
| Other expenses: |
|
|
|
|
|
|
|
|
| Interest
expense, net |
|
296 |
|
|
344 |
|
|
1,278 |
|
|
1,583 |
|
| Other
income |
|
(5,363 |
) |
|
— |
|
|
(5,363 |
) |
|
— |
|
| Equity in net
(gain) loss of investees |
|
(13,044 |
) |
|
4,593 |
|
|
(12,054 |
) |
|
10,287 |
|
| (Gain) loss on
sale of equity investment |
|
229 |
|
|
— |
|
|
(12,377 |
) |
|
— |
|
| Loss (gain) on
foreign currency transactions |
|
(256 |
) |
|
(42 |
) |
|
345 |
|
|
(1,375 |
) |
| Income (loss) from
continuing operations before income taxes |
|
35,075 |
|
|
(21,087 |
) |
|
64,204 |
|
|
(1,878 |
) |
| Provision (benefit) for
income taxes |
|
(3,991 |
) |
|
4,570 |
|
|
4,401 |
|
|
17,036 |
|
| Income (loss) from
continuing operations, net of tax |
|
39,066 |
|
|
(25,657 |
) |
|
59,803 |
|
|
(18,914 |
) |
| Discontinued
operations, net of tax |
|
16 |
|
|
108,428 |
|
|
(5,983 |
) |
|
108,760 |
|
| Net income (loss) |
|
39,082 |
|
|
82,771 |
|
|
53,820 |
|
|
89,846 |
|
| Net loss (income)
attributable to noncontrolling interests |
|
(156 |
) |
|
1,649 |
|
|
(451 |
) |
|
2,082 |
|
| Net income (loss)
attributable to Providence |
|
$ |
38,926 |
|
|
$ |
84,420 |
|
|
$ |
53,369 |
|
|
$ |
91,928 |
|
| |
|
|
|
|
|
|
|
|
| Net income (loss)
available to common |
|
|
|
|
|
|
|
|
|
stockholders |
|
$ |
32,929 |
|
|
$ |
69,838 |
|
|
$ |
41,865 |
|
|
$ |
74,374 |
|
| |
|
|
|
|
|
|
|
|
| Basic earnings (loss)
per common share: |
|
|
|
|
|
|
|
|
| Continuing
operations |
|
$ |
2.43 |
|
|
$ |
(1.77 |
) |
|
$ |
3.52 |
|
|
$ |
(1.45 |
) |
| Discontinued
operations |
|
— |
|
|
6.69 |
|
|
(0.44 |
) |
|
6.52 |
|
| Basic earnings (loss)
per common share |
|
$ |
2.43 |
|
|
$ |
4.92 |
|
|
$ |
3.08 |
|
|
$ |
5.07 |
|
| |
|
|
|
|
|
|
|
|
| Diluted earnings (loss)
per common share: |
|
|
|
|
|
|
|
|
| Continuing
operations |
|
$ |
2.41 |
|
|
$ |
(1.77 |
) |
|
$ |
3.50 |
|
|
$ |
(1.45 |
) |
| Discontinued
operations |
|
— |
|
|
6.69 |
|
|
(0.44 |
) |
|
6.52 |
|
| Diluted earnings (loss)
per common share |
|
$ |
2.41 |
|
|
$ |
4.92 |
|
|
$ |
3.06 |
|
|
$ |
5.07 |
|
| |
|
|
|
|
|
|
|
|
| Weighted-average number
of common |
|
|
|
|
|
|
|
|
| shares
outstanding: |
|
|
|
|
|
|
|
|
| Basic |
|
13,570,615 |
|
|
14,199,722 |
|
|
13,602,140 |
|
|
14,666,896 |
|
| Diluted |
|
13,664,727 |
|
|
14,199,722 |
|
|
13,673,314 |
|
|
14,666,896 |
|
| The Providence Service
Corporation |
| Condensed Consolidated Balance
Sheets |
| (in thousands) |
| |
|
|
|
|
| |
|
December 31, 2017 |
|
December 31, 2016 |
| |
|
(Unaudited) |
|
|
|
Assets |
|
|
|
|
| Current assets: |
|
|
|
|
| Cash and cash
equivalents |
|
$ |
95,310 |
|
|
$ |
72,262 |
|
| Accounts
receivable, net of allowance |
|
158,926 |
|
|
162,115 |
|
| Other current
assets (1) |
|
42,093 |
|
|
53,726 |
|
| Total current
assets |
|
296,329 |
|
|
288,103 |
|
| Property and equipment,
net |
|
50,377 |
|
|
46,220 |
|
| Goodwill and intangible
assets, net |
|
165,607 |
|
|
168,748 |
|
| Equity investments |
|
169,912 |
|
|
161,363 |
|
| Other long-term assets
(2) |
|
21,865 |
|
|
20,845 |
|
| Total assets |
|
$ |
704,090 |
|
|
$ |
685,279 |
|
| |
|
|
|
|
|
Liabilities, redeemable convertible preferred stock
and stockholders' equity |
| Current
liabilities: |
|
|
|
|
| Current portion
of long-term obligations |
|
$ |
2,400 |
|
|
$ |
1,721 |
|
| Other current
liabilities (3) |
|
224,530 |
|
|
226,075 |
|
| Total current
liabilities |
|
226,930 |
|
|
227,796 |
|
| Long-term obligations,
less current portion |
|
584 |
|
|
1,890 |
|
| Other long-term
liabilities (4) |
|
63,013 |
|
|
80,353 |
|
| Total liabilities |
|
290,527 |
|
|
310,039 |
|
| |
|
|
|
|
| Mezzanine and
stockholder's equity |
|
|
|
|
| Convertible preferred
stock, net |
|
77,546 |
|
|
77,565 |
|
| Stockholders'
equity |
|
336,017 |
|
|
297,675 |
|
| Total liabilities,
redeemable convertible preferred stock and stockholders'
equity |
|
$ |
704,090 |
|
|
$ |
685,279 |
|
(1) Comprised of other receivables, restricted cash and prepaid
expenses and other.(2) Comprised of restricted cash, less current
portion, deferred tax assets and other assets.(3) Comprised of
accounts payable, accrued expenses, accrued transportation costs,
deferred revenue and reinsurance and related liability reserves.(4)
Includes deferred tax liabilities and other long-term
liabilities.
| The Providence Service
Corporation |
| Unaudited Condensed Consolidated Statements of
Cash Flows |
| (in thousands) (1) |
| |
|
|
|
|
| |
|
Twelve months ended December 31, |
| |
|
2017 |
|
2016 |
| Operating
activities |
|
|
|
|
| Net income |
|
$ |
53,820 |
|
|
$ |
89,846 |
|
| Depreciation and
amortization |
|
26,469 |
|
|
47,725 |
|
| Stock-based
compensation |
|
7,543 |
|
|
5,136 |
|
| Asset impairment
charge |
|
— |
|
|
21,003 |
|
| Equity in net
(gain) loss of investees |
|
(12,054 |
) |
|
10,287 |
|
| Gain on sale of
equity investment |
|
(12,377 |
) |
|
— |
|
| Other non-cash
credits |
|
(20,646 |
) |
|
(7,638 |
) |
| Gain on sale of
business, net of tax |
|
— |
|
|
(109,403 |
) |
| Changes in
working capital |
|
12,289 |
|
|
(15,191 |
) |
| Net cash provided by
operating activities |
|
55,044 |
|
|
41,765 |
|
| Investing
activities |
|
|
|
|
| Purchase of property
and equipment |
|
(19,923 |
) |
|
(41,216 |
) |
| Sale of business, net
of cash sold |
|
— |
|
|
371,580 |
|
| Equity investments/loan
to joint venture |
|
10 |
|
|
(13,663 |
) |
| Proceeds from sale of
equity investment |
|
15,593 |
|
|
— |
|
| Other investing
activities |
|
5,134 |
|
|
7,204 |
|
| Net cash provided by
investing activities |
|
814 |
|
|
323,905 |
|
| Financing
activities |
|
|
|
|
| Preferred stock
dividends |
|
(4,418 |
) |
|
(4,419 |
) |
| Repurchase of common
stock, for treasury |
|
(29,364 |
) |
|
(70,378 |
) |
| Net proceeds of
long-term debt |
|
— |
|
|
(304,950 |
) |
| Other financing
activities |
|
(6 |
) |
|
2,926 |
|
| Net cash used in
financing activities |
|
(33,788 |
) |
|
(376,821 |
) |
| Effect of exchange rate
changes on cash |
|
978 |
|
|
(1,357 |
) |
| Net change in cash and
cash equivalents |
|
23,048 |
|
|
(12,508 |
) |
| Cash and cash
equivalents at beginning of period |
|
72,262 |
|
|
84,770 |
|
| Cash and cash
equivalents at end of period |
|
$ |
95,310 |
|
|
$ |
72,262 |
|
(1) Includes both continuing and discontinued operations.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresSegment Information and Adjusted
EBITDA(in thousands)(Unaudited) |
| |
|
Three months ended December 31,
2017 |
| |
|
NET Services |
|
WD Services |
|
Total Segment-Level |
|
Matrix Investment |
|
Corporate and Other |
|
Total Continuing Operations |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Service
revenue, net |
$ |
330,558 |
|
|
$ |
76,330 |
|
|
$ |
406,888 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
406,888 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Service expense |
300,344 |
|
|
65,752 |
|
|
366,096 |
|
|
— |
|
|
(1,530 |
) |
|
364,566 |
|
|
General and administrative expense |
2,901 |
|
|
4,494 |
|
|
7,395 |
|
|
— |
|
|
11,237 |
|
|
18,632 |
|
|
Depreciation and amortization |
3,513 |
|
|
3,156 |
|
|
6,669 |
|
|
— |
|
|
84 |
|
|
6,753 |
|
| Total
operating expenses |
306,758 |
|
|
73,402 |
|
|
380,160 |
|
|
— |
|
|
9,791 |
|
|
389,951 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
income (loss) |
23,800 |
|
|
2,928 |
|
|
26,728 |
|
|
— |
|
|
(9,791 |
) |
|
16,937 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Other
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
20 |
|
|
375 |
|
|
395 |
|
|
— |
|
|
(99 |
) |
|
296 |
|
|
Other income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(5,363 |
) |
|
(5,363 |
) |
|
Equity in net (gain) loss of investees |
— |
|
|
(27 |
) |
|
(27 |
) |
|
(13,017 |
) |
|
— |
|
|
(13,044 |
) |
| Loss
on sale of equity investment |
— |
|
|
229 |
|
|
229 |
|
|
— |
|
|
— |
|
|
229 |
|
| Loss
(gain) on foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
transactions |
— |
|
|
(256 |
) |
|
(256 |
) |
|
— |
|
|
— |
|
|
(256 |
) |
| Income
(loss) from continuing |
|
|
|
|
|
|
|
|
|
|
|
|
operations, before income tax |
23,780 |
|
|
2,607 |
|
|
26,387 |
|
|
13,017 |
|
|
(4,329 |
) |
|
35,075 |
|
| Provision
(benefit) for income taxes |
7,796 |
|
|
1,668 |
|
|
9,464 |
|
|
3,322 |
|
|
(16,777 |
) |
|
(3,991 |
) |
|
Income (loss) from continuing operations, net of
taxes |
15,984 |
|
|
939 |
|
|
16,923 |
|
|
9,695 |
|
|
12,448 |
|
|
39,066 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Interest
expense, net |
20 |
|
|
375 |
|
|
395 |
|
|
— |
|
|
(99 |
) |
|
296 |
|
| Provision
(benefit) for income taxes |
7,796 |
|
|
1,668 |
|
|
9,464 |
|
|
3,322 |
|
|
(16,777 |
) |
|
(3,991 |
) |
|
Depreciation and amortization |
3,513 |
|
|
3,156 |
|
|
6,669 |
|
|
— |
|
|
84 |
|
|
6,753 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
27,313 |
|
|
6,138 |
|
|
33,451 |
|
|
13,017 |
|
|
(4,344 |
) |
|
42,124 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring and related charges (1) |
1,404 |
|
|
1,507 |
|
|
2,911 |
|
|
— |
|
|
1,716 |
|
|
4,627 |
|
| Equity in
net (gain) loss of investees |
— |
|
|
(27 |
) |
|
(27 |
) |
|
(13,017 |
) |
|
— |
|
|
(13,044 |
) |
| Loss on
sale of equity investment |
— |
|
|
229 |
|
|
229 |
|
|
— |
|
|
— |
|
|
229 |
|
| Loss (gain)
on foreign currency transactions |
— |
|
|
(256 |
) |
|
(256 |
) |
|
— |
|
|
— |
|
|
(256 |
) |
| Litigation
income (2) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(5,273 |
) |
|
(5,273 |
) |
| Other
(3) |
— |
|
|
(2,041 |
) |
|
(2,041 |
) |
|
— |
|
|
— |
|
|
(2,041 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
28,717 |
|
|
$ |
5,550 |
|
|
$ |
34,267 |
|
|
$ |
— |
|
|
$ |
(7,901 |
) |
|
$ |
26,366 |
|
(1) Restructuring and related charges are comprised of employee
separation costs, which include redundancy program costs of $1,459
within WD Services, as well as third-party consulting and
implementation costs related to WD Services' value enhancement
initiative of $48 and NET Services' value enhancement initiative of
$1,404. They also include $1,716 of severance and other costs
related to the former CEO of Providence within Corporate and
Other.(2) Litigation Income related to the settlement of a putative
stockholder class action derivative complaint, which is more fully
described in the Company's Form 10-K.(3) Reflects the favorable
resolution of contingency related to the acquisition of Ingeus.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresSegment Information and Adjusted
EBITDA (in
thousands)(Unaudited) |
| |
|
Three months ended December 31,
2016 |
| |
|
NET Services (1) |
|
WD Services |
|
Total Segment-Level |
|
MatrixInvestment |
|
Corporate and Other |
|
Total Continuing Operations |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Service
revenue, net |
$ |
316,562 |
|
|
$ |
69,111 |
|
|
$ |
385,673 |
|
|
$ |
— |
|
|
$ |
146 |
|
|
$ |
385,819 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Service expense |
286,545 |
|
|
72,351 |
|
|
358,896 |
|
|
— |
|
|
(1,797 |
) |
|
357,099 |
|
|
General and administrative expense |
2,923 |
|
|
7,064 |
|
|
9,987 |
|
|
— |
|
|
7,376 |
|
|
17,363 |
|
|
Asset impairment charge |
— |
|
|
19,588 |
|
|
19,588 |
|
|
— |
|
|
1,415 |
|
|
21,003 |
|
|
Depreciation and amortization |
3,517 |
|
|
2,912 |
|
|
6,429 |
|
|
— |
|
|
117 |
|
|
6,546 |
|
| Total
operating expenses |
292,985 |
|
|
101,915 |
|
|
394,900 |
|
|
— |
|
|
7,111 |
|
|
402,011 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
income (loss) |
23,577 |
|
|
(32,804 |
) |
|
(9,227 |
) |
|
— |
|
|
(6,965 |
) |
|
(16,192 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Other
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
(1 |
) |
|
209 |
|
|
208 |
|
|
— |
|
|
136 |
|
|
344 |
|
|
Equity in net (gain) loss of investees |
— |
|
|
2,804 |
|
|
2,804 |
|
|
1,789 |
|
|
— |
|
|
4,593 |
|
| Loss
(gain) on foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
transactions |
— |
|
|
(42 |
) |
|
(42 |
) |
|
— |
|
|
— |
|
|
(42 |
) |
| Income
(loss) from continuing |
|
|
|
|
|
|
|
|
|
|
|
|
operations, before income tax |
23,578 |
|
|
(35,775 |
) |
|
(12,197 |
) |
|
(1,789 |
) |
|
(7,101 |
) |
|
(21,087 |
) |
| Provision
(benefit) for income taxes |
9,210 |
|
|
(288 |
) |
|
8,922 |
|
|
(674 |
) |
|
(3,678 |
) |
|
4,570 |
|
|
Income (loss) from continuing operations, net of
taxes |
14,368 |
|
|
(35,487 |
) |
|
(21,119 |
) |
|
(1,115 |
) |
|
(3,423 |
) |
|
(25,657 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Interest
expense, net |
(1 |
) |
|
209 |
|
|
208 |
|
|
— |
|
|
136 |
|
|
344 |
|
| Provision
(benefit) for income taxes |
9,210 |
|
|
(288 |
) |
|
8,922 |
|
|
(674 |
) |
|
(3,678 |
) |
|
4,570 |
|
|
Depreciation and amortization |
3,517 |
|
|
2,912 |
|
|
6,429 |
|
|
— |
|
|
117 |
|
|
6,546 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
27,094 |
|
|
(32,654 |
) |
|
(5,560 |
) |
|
(1,789 |
) |
|
(6,848 |
) |
|
(14,197 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Asset
impairment charge |
— |
|
|
19,588 |
|
|
19,588 |
|
|
— |
|
|
1,415 |
|
|
21,003 |
|
|
Restructuring and related charges (2) |
1,679 |
|
|
5,756 |
|
|
7,435 |
|
|
— |
|
|
— |
|
|
7,435 |
|
| Equity in
net (gain) loss of investees |
— |
|
|
2,804 |
|
|
2,804 |
|
|
1,789 |
|
|
— |
|
|
4,593 |
|
| Loss (gain)
on foreign currency transactions |
— |
|
|
(42 |
) |
|
(42 |
) |
|
— |
|
|
— |
|
|
(42 |
) |
| Litigation
expense (3) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
491 |
|
|
491 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
28,773 |
|
|
$ |
(4,548 |
) |
|
$ |
24,225 |
|
|
$ |
— |
|
|
$ |
(4,942 |
) |
|
$ |
19,283 |
|
(1) We have reclassified certain amounts relating to our prior
period results to conform to our current period presentation.(2)
Restructuring and related charges include employee separation costs
related to redundancy programs within WD Services of $3,771, and
$881 of former CEO departure costs within NET Services, as well as
third-party consulting and implementation costs related to WD
Services' value enhancement initiative of $1,985 and NET Services'
value enhancement initiative of $798.(3) Litigation expense related
to defense cost for a putative stockholder class action derivative
complaint, which is more fully described in the Company's Form
10-K.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresSegment Information and Adjusted
EBITDA(in thousands)(Unaudited) |
| |
|
Twelve months ended December 31,
2017 |
| |
|
NET Services |
|
WD Services |
|
Total Segment-Level |
|
Matrix Investment |
|
Corporate and Other |
|
Total Continuing Operations |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Service
revenue, net |
$ |
1,318,220 |
|
|
$ |
305,662 |
|
|
$ |
1,623,882 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
1,623,882 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Service expense |
1,227,426 |
|
|
265,417 |
|
|
1,492,843 |
|
|
— |
|
|
(3,799 |
) |
|
1,489,044 |
|
|
General and administrative expense |
11,779 |
|
|
25,438 |
|
|
37,217 |
|
|
— |
|
|
35,119 |
|
|
72,336 |
|
|
Depreciation and amortization |
13,275 |
|
|
12,851 |
|
|
26,126 |
|
|
— |
|
|
343 |
|
|
26,469 |
|
| Total
operating expenses |
1,252,480 |
|
|
303,706 |
|
|
1,556,186 |
|
|
— |
|
|
31,663 |
|
|
1,587,849 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
income (loss) |
65,740 |
|
|
1,956 |
|
|
67,696 |
|
|
— |
|
|
(31,663 |
) |
|
36,033 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Other
expenses: |
|
|
|
|
— |
|
|
|
|
|
|
|
|
Interest expense, net |
69 |
|
|
1,333 |
|
|
1,402 |
|
|
— |
|
|
(124 |
) |
|
1,278 |
|
|
Other income |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(5,363 |
) |
|
(5,363 |
) |
|
Equity in net (gain) loss of investees |
— |
|
|
1,391 |
|
|
1,391 |
|
|
(13,445 |
) |
|
— |
|
|
(12,054 |
) |
|
(Gain) on sale of equity investment |
— |
|
|
(12,377 |
) |
|
(12,377 |
) |
|
— |
|
|
— |
|
|
(12,377 |
) |
| Loss
(gain) on foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
transactions |
— |
|
|
345 |
|
|
345 |
|
|
— |
|
|
— |
|
|
345 |
|
| Income
(loss) from continuing operations, |
|
|
|
|
|
|
|
|
|
|
|
|
before income tax |
65,671 |
|
|
11,264 |
|
|
76,935 |
|
|
13,445 |
|
|
(26,176 |
) |
|
64,204 |
|
| Provision
(benefit) for income taxes |
24,018 |
|
|
1,218 |
|
|
25,236 |
|
|
3,483 |
|
|
(24,318 |
) |
|
4,401 |
|
|
Income (loss) from continuing operations, net of
taxes |
41,653 |
|
|
10,046 |
|
|
51,699 |
|
|
9,962 |
|
|
(1,858 |
) |
|
59,803 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Interest
expense, net |
69 |
|
|
1,333 |
|
|
1,402 |
|
|
— |
|
|
(124 |
) |
|
1,278 |
|
| Provision
(benefit) for income taxes |
24,018 |
|
|
1,218 |
|
|
25,236 |
|
|
3,483 |
|
|
(24,318 |
) |
|
4,401 |
|
|
Depreciation and amortization |
13,275 |
|
|
12,851 |
|
|
26,126 |
|
|
— |
|
|
343 |
|
|
26,469 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
79,015 |
|
|
25,448 |
|
|
104,463 |
|
|
13,445 |
|
|
(25,957 |
) |
|
91,951 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring and related charges (1) |
6,318 |
|
|
3,554 |
|
|
9,872 |
|
|
— |
|
|
1,716 |
|
|
11,588 |
|
| Equity in
net (gain) loss of investees |
— |
|
|
1,391 |
|
|
1,391 |
|
|
(13,445 |
) |
|
— |
|
|
(12,054 |
) |
| (Gain) on
sale of equity investment |
— |
|
|
(12,377 |
) |
|
(12,377 |
) |
|
— |
|
|
— |
|
|
(12,377 |
) |
| Loss (gain)
on foreign currency transactions |
— |
|
|
345 |
|
|
345 |
|
|
— |
|
|
— |
|
|
345 |
|
| Litigation
income (2) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(4,969 |
) |
|
(4,969 |
) |
| Other (3) |
|
— |
|
|
(2,041 |
) |
|
(2,041 |
) |
|
— |
|
|
— |
|
|
(2,041 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
85,333 |
|
|
$ |
16,320 |
|
|
$ |
101,653 |
|
|
$ |
— |
|
|
$ |
(29,210 |
) |
|
$ |
72,443 |
|
(1) Restructuring and related charges are comprised of employee
separation costs, which include redundancy program costs of $2,577
and other severance costs of $182 within WD Services and NET
Services chief executive officer search fees of $214, as well as
third-party consulting and implementation costs related to WD
Services' value enhancement initiative of $795 and NET Services'
value enhancement initiative of $6,104. They also include $1,716 of
severance and other costs related to the former CEO of Providence
within Corporate and Other.(2) Litigation Income related to the
settlement of a putative stockholder class action derivative
complaint, which is more fully described in the Company's Form
10-K. (3) Reflects the favorable resolution of
contingency related to the acquisition of Ingeus.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresSegment Information and Adjusted
EBITDA (in
thousands)(Unaudited) |
| |
|
Twelve months ended December 31,
2016 |
| |
|
NET Services (1) |
|
WD Services |
|
Total Segment-Level |
|
MatrixInvestment |
|
Corporate and Other |
|
Total Continuing Operations |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Service
revenue, net |
$ |
1,233,720 |
|
|
$ |
344,403 |
|
|
$ |
1,578,123 |
|
|
$ |
— |
|
|
$ |
122 |
|
|
$ |
1,578,245 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Service expense |
1,132,857 |
|
|
320,147 |
|
|
1,453,004 |
|
|
— |
|
|
(894 |
) |
|
1,452,110 |
|
|
General and administrative expense |
11,406 |
|
|
30,300 |
|
|
41,706 |
|
|
— |
|
|
28,205 |
|
|
69,911 |
|
|
Asset impairment charge |
— |
|
|
19,588 |
|
|
19,588 |
|
|
— |
|
|
1,415 |
|
|
21,003 |
|
|
Depreciation and amortization |
12,375 |
|
|
13,824 |
|
|
26,199 |
|
|
— |
|
|
405 |
|
|
26,604 |
|
| Total
operating expenses |
1,156,638 |
|
|
383,859 |
|
|
1,540,497 |
|
|
— |
|
|
29,131 |
|
|
1,569,628 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Operating
income (loss) |
77,082 |
|
|
(39,456 |
) |
|
37,626 |
|
|
— |
|
|
(29,009 |
) |
|
8,617 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Other
expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
(4 |
) |
|
777 |
|
|
773 |
|
|
— |
|
|
810 |
|
|
1,583 |
|
|
Equity in net (gain) loss of investees |
— |
|
|
8,498 |
|
|
8,498 |
|
|
1,789 |
|
|
— |
|
|
10,287 |
|
| Loss
(gain) on foreign currency |
|
|
|
|
|
|
|
|
|
|
|
|
transactions |
— |
|
|
(1,375 |
) |
|
(1,375 |
) |
|
— |
|
|
— |
|
|
(1,375 |
) |
| Income
(loss) from continuing |
|
|
|
|
|
|
|
|
|
|
|
|
operations, before income tax |
77,086 |
|
|
(47,356 |
) |
|
29,730 |
|
|
(1,789 |
) |
|
(29,819 |
) |
|
(1,878 |
) |
| Provision
(benefit) for income taxes |
29,708 |
|
|
(1,172 |
) |
|
28,536 |
|
|
(674 |
) |
|
(10,826 |
) |
|
17,036 |
|
|
Income (loss) from continuing operations, net of
taxes |
47,378 |
|
|
(46,184 |
) |
|
1,194 |
|
|
(1,115 |
) |
|
(18,993 |
) |
|
(18,914 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Interest
expense, net |
(4 |
) |
|
777 |
|
|
773 |
|
|
— |
|
|
810 |
|
|
1,583 |
|
| Provision
(benefit) for income taxes |
29,708 |
|
|
(1,172 |
) |
|
28,536 |
|
|
(674 |
) |
|
(10,826 |
) |
|
17,036 |
|
|
Depreciation and amortization |
12,375 |
|
|
13,824 |
|
|
26,199 |
|
|
— |
|
|
405 |
|
|
26,604 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA |
89,457 |
|
|
(32,755 |
) |
|
56,702 |
|
|
(1,789 |
) |
|
(28,604 |
) |
|
26,309 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Asset
impairment charge |
— |
|
|
19,588 |
|
|
19,588 |
|
|
— |
|
|
1,415 |
|
|
21,003 |
|
|
Restructuring and related charges (2) |
2,909 |
|
|
11,513 |
|
|
14,422 |
|
|
— |
|
|
— |
|
|
14,422 |
|
| Equity in
net (gain) loss of investees |
— |
|
|
8,498 |
|
|
8,498 |
|
|
1,789 |
|
|
— |
|
|
10,287 |
|
| Loss (gain)
on foreign currency transactions |
— |
|
|
(1,375 |
) |
|
(1,375 |
) |
|
— |
|
|
— |
|
|
(1,375 |
) |
| Litigation
expense (3) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
1,574 |
|
|
1,574 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
92,366 |
|
|
$ |
5,469 |
|
|
$ |
97,835 |
|
|
$ |
— |
|
|
$ |
(25,615 |
) |
|
$ |
72,220 |
|
(1) We have reclassified certain amounts relating to our prior
period results to conform to our current period presentation.(2)
Restructuring and related charges include employee separation costs
related to redundancy programs within WD Services of $8,951, and
$881 of former CEO departure costs within NET Services, as well as
third-party consulting and implementation costs related to WD
Services' value enhancement initiative of $2,562 and NET Services'
value enhancement initiative of $2,028.(3) Litigation expense
related to defense cost for a putative stockholder class action
derivative complaint, which is more fully described in the
Company's Form 10-K.
| The Providence Service
CorporationSummary Financial Information of Equity
Investments (1)(in thousands)(Unaudited) |
| |
|
| |
Three months ended December 31,
2017 |
| |
Matrix Investment |
|
MissionProvidence |
|
Other |
|
Total |
| Revenue |
$ |
52,536 |
|
|
$ |
— |
|
|
$ |
691 |
|
|
$ |
53,227 |
|
| Operating expense
(2) |
41,881 |
|
|
— |
|
|
628 |
|
|
42,509 |
|
| Depreciation and
amortization |
8,883 |
|
|
— |
|
|
5 |
|
|
8,888 |
|
| Operating income
(loss) |
1,772 |
|
|
— |
|
|
58 |
|
|
1,830 |
|
| |
|
|
|
|
|
|
|
| Other expense
(income) |
— |
|
|
— |
|
|
(12 |
) |
|
(12 |
) |
| Interest expense |
3,823 |
|
|
— |
|
|
— |
|
|
3,823 |
|
| Provision (benefit) for
income taxes |
(29,492 |
) |
|
— |
|
|
17 |
|
|
(29,475 |
) |
| Net income
(loss) |
27,441 |
|
|
— |
|
|
53 |
|
|
27,494 |
|
| |
|
|
|
|
|
|
|
| Interest |
46.6 |
% |
|
75.0 |
% |
|
50.0 |
% |
|
N/A |
| Net income
(loss) - Equity Investment |
12,796 |
|
|
— |
|
|
27 |
|
|
12,823 |
|
| Management fee and
other (3) |
221 |
|
|
— |
|
|
— |
|
|
221 |
|
| Equity in net
gain (loss) of investee |
$ |
13,017 |
|
|
$ |
— |
|
|
$ |
27 |
|
|
$ |
13,044 |
|
| |
|
|
|
|
|
|
|
| Net Debt (4) |
178,030 |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
Three months ended December 31,
2016 |
| |
MatrixInvestment |
|
MissionProvidence |
|
Other |
|
Total |
| Revenue |
$ |
41,635 |
|
|
$ |
10,106 |
|
|
$ |
442 |
|
|
$ |
52,183 |
|
| Operating expense
(2) |
39,357 |
|
|
10,718 |
|
|
444 |
|
|
50,519 |
|
| Depreciation and
amortization |
6,356 |
|
|
903 |
|
|
1 |
|
|
7,260 |
|
| Operating income
(loss) |
(4,078 |
) |
|
(1,515 |
) |
|
(3 |
) |
|
(5,596 |
) |
| |
|
|
|
|
|
|
|
| Other expense
(income) |
— |
|
|
(195 |
) |
|
(11 |
) |
|
(206 |
) |
| Interest expense |
2,949 |
|
|
15 |
|
|
— |
|
|
2,964 |
|
| Provision (benefit) for
income taxes |
(2,828 |
) |
|
2,400 |
|
|
15 |
|
|
(413 |
) |
| Net income
(loss) |
(4,199 |
) |
|
(3,735 |
) |
|
(7 |
) |
|
(7,941 |
) |
| |
|
|
|
|
|
|
|
| Interest |
46.8 |
% |
|
75.0 |
% |
|
50.0 |
% |
|
N/A |
| Net income
(loss) - Equity Investment |
(1,965 |
) |
|
(2,801 |
) |
|
(3 |
) |
|
(4,769 |
) |
| Management fee and
other (5) |
176 |
|
|
— |
|
|
— |
|
|
176 |
|
| Equity in net
gain (loss) of investee |
$ |
(1,789 |
) |
|
$ |
(2,801 |
) |
|
$ |
(3 |
) |
|
$ |
(4,593 |
) |
(1) The results of equity method investments are excluded from
the calculation of Providence's Adjusted EBITDA and Adjusted Net
Income.(2) Excludes depreciation and amortization.(3) Includes
amounts relating to management fees due from Matrix to Providence
of $247 less Providence share-based compensation expense of $26.(4)
Represents cash of $15,020 and debt of $193,050 on Matrix's
standalone balance sheet as of December 31, 2017.(5) Includes
amounts relating to management fees due from Matrix to Providence
of $185 less Providence share-based compensation expense of $9.
| The Providence Service
CorporationSummary Financial Information of Equity
Investments (1)(in thousands)(Unaudited) |
| |
|
| |
Twelve months ended December 31,
2017 |
| |
Matrix Investment |
|
MissionProvidence |
|
Other |
|
Total |
| Revenue |
$ |
227,872 |
|
|
$ |
30,125 |
|
|
$ |
2,185 |
|
|
$ |
260,182 |
|
| Operating expense
(2) |
182,489 |
|
|
28,739 |
|
|
2,055 |
|
|
213,283 |
|
| Depreciation and
amortization |
33,512 |
|
|
3,150 |
|
|
20 |
|
|
36,682 |
|
| Operating income
(loss) |
11,871 |
|
|
(1,764 |
) |
|
110 |
|
|
10,217 |
|
| |
|
|
|
|
|
|
|
| Other expense
(income) |
— |
|
|
18 |
|
|
(46 |
) |
|
(28 |
) |
| Interest expense |
14,818 |
|
|
150 |
|
|
— |
|
|
14,968 |
|
| Provision (benefit) for
income taxes |
(29,613 |
) |
|
1 |
|
|
38 |
|
|
(29,574 |
) |
| Net income
(loss) |
26,666 |
|
|
(1,933 |
) |
|
118 |
|
|
24,851 |
|
| |
|
|
|
|
|
|
|
| Interest |
46.6 |
% |
|
75.0 |
% |
|
50.0 |
% |
|
N/A |
| Net income
(loss) - Equity Investment |
12,434 |
|
|
(1,451 |
) |
|
60 |
|
|
11,043 |
|
| Management fee and
other (3) |
1,011 |
|
|
— |
|
|
— |
|
|
1,011 |
|
| Equity in net
gain (loss) of investee |
$ |
13,445 |
|
|
$ |
(1,451 |
) |
|
$ |
60 |
|
|
$ |
12,054 |
|
| |
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
| |
Twelve months ended December 31,
2016 |
| |
MatrixInvestment |
|
MissionProvidence |
|
Other |
|
Total |
| Revenue |
$ |
41,635 |
|
|
$ |
36,581 |
|
|
$ |
722 |
|
|
$ |
78,938 |
|
| Operating expense
(2) |
39,357 |
|
|
45,234 |
|
|
665 |
|
|
85,256 |
|
| Depreciation and
amortization |
6,356 |
|
|
3,559 |
|
|
2 |
|
|
9,917 |
|
| Operating income
(loss) |
(4,078 |
) |
|
(12,212 |
) |
|
55 |
|
|
(16,235 |
) |
| |
|
|
|
|
|
|
|
| Other expense
(income) |
— |
|
|
(853 |
) |
|
(19 |
) |
|
(872 |
) |
| Interest expense |
2,949 |
|
|
33 |
|
|
— |
|
|
2,982 |
|
| Provision (benefit) for
income taxes |
(2,828 |
) |
|
(31 |
) |
|
27 |
|
|
(2,832 |
) |
| Net income
(loss) |
(4,199 |
) |
|
(11,361 |
) |
|
47 |
|
|
(15,513 |
) |
| |
|
|
|
|
|
|
|
| Interest |
46.8 |
% |
|
75.0 |
% |
|
50.0 |
% |
|
N/A |
| Net income
(loss) - Equity Investment |
(1,965 |
) |
|
(8,521 |
) |
|
23 |
|
|
(10,463 |
) |
| Management fee and
other (4) |
176 |
|
|
— |
|
|
— |
|
|
176 |
|
| Equity in net
gain (loss) of investee |
$ |
(1,789 |
) |
|
$ |
(8,521 |
) |
|
$ |
23 |
|
|
$ |
(10,287 |
) |
(1) The results of equity method investments are excluded from
the calculation of Providence's Adjusted EBITDA and Adjusted Net
Income.(2) Excludes depreciation and amortization.(3) Includes
amounts relating to management fees due from Matrix to Providence
of $1,087 less Providence share-based compensation expense of
$76.(4) Includes amounts relating to management fees due from
Matrix to Providence of $185 less Providence share-based
compensation expense of $9.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresAdjusted EBITDA: Matrix Medical Network
(1)(in thousands) (Unaudited) |
| |
|
| |
Three months ended December 31,
2017 |
| |
HA Services Segment |
|
MatrixInvestment |
|
TotalMatrix |
| Revenue |
$ |
— |
|
|
$ |
52,536 |
|
|
$ |
52,536 |
|
| Operating expense
(2) |
— |
|
|
41,881 |
|
|
41,881 |
|
| Depreciation and
amortization |
— |
|
|
8,883 |
|
|
8,883 |
|
| Operating income |
— |
|
|
1,772 |
|
|
1,772 |
|
| |
|
|
|
|
|
| Other expense |
— |
|
|
— |
|
|
— |
|
| Interest expense |
— |
|
|
3,823 |
|
|
3,823 |
|
| Provision (benefit) for
income taxes |
— |
|
|
(29,492 |
) |
|
(29,492 |
) |
| Net
income |
— |
|
|
27,441 |
|
|
27,441 |
|
| |
|
|
|
|
|
| Depreciation and
amortization |
— |
|
|
8,883 |
|
|
8,883 |
|
| Interest expense |
— |
|
|
3,823 |
|
|
3,823 |
|
| Provision (benefit) for
income taxes |
— |
|
|
(29,492 |
) |
|
(29,492 |
) |
|
EBITDA |
— |
|
|
10,655 |
|
|
10,655 |
|
| Matrix management
transaction bonuses |
— |
|
|
12 |
|
|
12 |
|
| Management fees |
— |
|
|
529 |
|
|
529 |
|
| Acquisition costs |
— |
|
|
412 |
|
|
412 |
|
| Transaction costs |
— |
|
|
6 |
|
|
6 |
|
| Adjusted
EBITDA |
$ |
— |
|
|
$ |
11,614 |
|
|
$ |
11,614 |
|
| |
|
|
|
|
|
| |
Three months ended December 31,
2016 |
| |
HA ServicesSegment
(3) |
|
MatrixInvestment
(4) |
|
TotalMatrix |
| Revenue |
$ |
10,669 |
|
|
$ |
41,635 |
|
|
$ |
52,304 |
|
| Operating expense
(2) |
6,776 |
|
|
39,357 |
|
|
46,133 |
|
| Depreciation and
amortization |
— |
|
|
6,356 |
|
|
6,356 |
|
| Operating income
(loss) |
3,893 |
|
|
(4,078 |
) |
|
(185 |
) |
| |
|
|
|
|
|
| Other expense |
2,302 |
|
|
— |
|
|
2,302 |
|
| Interest expense |
625 |
|
|
2,949 |
|
|
3,574 |
|
| Gain on
disposition |
(167,895 |
) |
|
— |
|
|
(167,895 |
) |
| Provision (benefit) for
income taxes |
59,903 |
|
|
(2,828 |
) |
|
57,075 |
|
| Net income
(loss) |
108,958 |
|
|
(4,199 |
) |
|
104,759 |
|
| |
|
|
|
|
|
| Depreciation and
amortization |
— |
|
|
6,356 |
|
|
6,356 |
|
| Interest expense |
625 |
|
|
2,949 |
|
|
3,574 |
|
| Provision (benefit) for
income taxes |
59,903 |
|
|
(2,828 |
) |
|
57,075 |
|
|
EBITDA |
169,486 |
|
|
2,278 |
|
|
171,764 |
|
| Gain on
disposition |
(167,895 |
) |
|
— |
|
|
(167,895 |
) |
| Write-off of deferred
financing fees |
2,302 |
|
|
— |
|
|
2,302 |
|
| Matrix management
transaction bonuses |
— |
|
|
4,033 |
|
|
4,033 |
|
| Transaction costs |
(794 |
) |
|
2,334 |
|
|
1,540 |
|
| Adjusted
EBITDA |
$ |
3,099 |
|
|
$ |
8,645 |
|
|
$ |
11,744 |
|
(1) Matrix's Adjusted EBITDA is not included
within Providence's Adjusted EBITDA in any period presented.(2)
Excludes depreciation and amortization.(3) Represents Matrix's
results of operations from October 1, 2016 to October 19,
2016. These results are included within Discontinued
Operations on the Company's consolidated financial statements.(4)
Represents Matrix's results of operation from October 20, 2016 to
December 31, 2016. Providence accounts for its
proportionate share of Matrix's results during this time period
using the equity method.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresAdjusted EBITDA: Matrix Medical Network
(1)(in thousands) (Unaudited) |
| |
|
| |
Twelve months ended December 31,
2017 |
| |
HA Services Segment |
|
MatrixInvestment |
|
TotalMatrix |
| Revenue |
$ |
— |
|
|
$ |
227,872 |
|
|
$ |
227,872 |
|
| Operating expense
(2) |
— |
|
|
182,489 |
|
|
182,489 |
|
| Depreciation and
amortization |
— |
|
|
33,512 |
|
|
33,512 |
|
| Operating income |
— |
|
|
11,871 |
|
|
11,871 |
|
| |
|
|
|
|
|
| Other expense |
— |
|
|
— |
|
|
— |
|
| Interest expense |
— |
|
|
14,818 |
|
|
14,818 |
|
| Provision (benefit) for
income taxes |
— |
|
|
(29,613 |
) |
|
(29,613 |
) |
| Net
Income |
— |
|
|
26,666 |
|
|
26,666 |
|
| |
|
|
|
|
|
| Depreciation and
amortization |
— |
|
|
33,512 |
|
|
33,512 |
|
| Interest expense |
— |
|
|
14,818 |
|
|
14,818 |
|
| Provision (benefit) for
income taxes |
— |
|
|
(29,613 |
) |
|
(29,613 |
) |
|
EBITDA |
— |
|
|
45,383 |
|
|
45,383 |
|
| Matrix management
transaction bonuses |
— |
|
|
2,679 |
|
|
2,679 |
|
| Management fees |
— |
|
|
2,331 |
|
|
2,331 |
|
| Acquisition costs |
— |
|
|
412 |
|
|
412 |
|
| Transaction costs |
— |
|
|
857 |
|
|
857 |
|
| Adjusted
EBITDA |
$ |
— |
|
|
$ |
51,662 |
|
|
$ |
51,662 |
|
| |
|
|
|
|
|
| |
Twelve months ended December 31,
2016 |
| |
HA ServicesSegment
(3) |
|
MatrixInvestment
(4) |
|
TotalMatrix |
| Revenue |
$ |
166,090 |
|
|
$ |
41,635 |
|
|
$ |
207,725 |
|
| Operating expense
(2) |
123,054 |
|
|
39,357 |
|
|
162,411 |
|
| Depreciation and
amortization |
21,121 |
|
|
6,356 |
|
|
27,477 |
|
| Operating income
(loss) |
21,915 |
|
|
(4,078 |
) |
|
17,837 |
|
| |
|
|
|
|
|
| Other expense |
2,302 |
|
|
— |
|
|
2,302 |
|
| Interest expense |
9,929 |
|
|
2,949 |
|
|
12,878 |
|
| Gain on
disposition |
(167,895 |
) |
|
— |
|
|
(167,895 |
) |
| Provision (benefit) for
income taxes |
63,254 |
|
|
(2,828 |
) |
|
60,426 |
|
| Net income
(loss) |
114,325 |
|
|
(4,199 |
) |
|
110,126 |
|
| |
|
|
|
|
|
| Depreciation and
amortization |
21,121 |
|
|
6,356 |
|
|
27,477 |
|
| Interest expense |
9,929 |
|
|
2,949 |
|
|
12,878 |
|
| Provision (benefit) for
income taxes |
63,254 |
|
|
(2,828 |
) |
|
60,426 |
|
|
EBITDA |
208,629 |
|
|
2,278 |
|
|
210,907 |
|
| Gain on
disposition |
(167,895 |
) |
|
— |
|
|
(167,895 |
) |
| Write-off of deferred
financing fees |
2,302 |
|
|
— |
|
|
2,302 |
|
| Matrix management
transaction bonuses |
— |
|
|
4,033 |
|
|
4,033 |
|
| Transaction costs |
47 |
|
|
2,334 |
|
|
2,381 |
|
| Adjusted
EBITDA |
$ |
43,083 |
|
|
$ |
8,645 |
|
|
$ |
51,728 |
|
(1) Matrix's Adjusted EBITDA is not included within Providence's
Adjusted EBITDA in any period presented.(2) Excludes depreciation
and amortization.(3) Represents Matrix's results of operations from
January 1, 2016 to October 19, 2016. These results are
included within Discontinued Operations on the Company's
consolidated financial statements.(4) Represents Matrix's results
of operation from October 20, 2016 to December 31, 2016.
Providence accounts for its proportionate share of Matrix's results
during this time period using the equity method.
| The Providence Service
CorporationReconciliation of Non-GAAP Financial
MeasuresAdjusted Net Income and Adjusted Net
Income per Common Share:(in thousands, except share and
per share data)(Unaudited) |
| |
|
|
|
|
| |
|
Three months ended December 31, |
|
Twelve months ended December 31, |
| |
|
2017 |
|
2016 |
|
2017 |
|
2016 |
| |
|
|
|
|
|
|
|
|
| Income from
continuing operations, net of tax |
$ |
39,066 |
|
|
$ |
(25,657 |
) |
|
$ |
59,803 |
|
|
$ |
(18,914 |
) |
| Net loss
(income) attributable to noncontrolling interests |
(156 |
) |
|
1,649 |
|
|
(451 |
) |
|
2,082 |
|
| |
|
|
|
|
|
|
|
| Asset
impairment charge |
— |
|
|
21,003 |
|
|
— |
|
|
21,003 |
|
|
Restructuring and related charges (1) |
4,627 |
|
|
7,435 |
|
|
11,588 |
|
|
14,422 |
|
| Equity in
net (gain) loss of investees |
(13,044 |
) |
|
4,593 |
|
|
(12,054 |
) |
|
10,287 |
|
| Gain on
sale of equity investment |
229 |
|
|
— |
|
|
(12,377 |
) |
|
— |
|
| Loss (gain)
on foreign currency transactions |
(256 |
) |
|
(42 |
) |
|
345 |
|
|
(1,375 |
) |
| Intangible
amortization expense |
2,013 |
|
|
1,886 |
|
|
7,927 |
|
|
8,566 |
|
| Litigation
(income) expense, net (2) |
(5,273 |
) |
|
491 |
|
|
(4,969 |
) |
|
1,574 |
|
| Other |
(2,041 |
) |
|
— |
|
|
(2,041 |
) |
|
— |
|
| Impact of
adjustments on noncontrolling interests |
(145 |
) |
|
(1,053 |
) |
|
(159 |
) |
|
(1,475 |
) |
| Impact of
Tax Reform Act |
(19,397 |
) |
|
— |
|
|
(19,397 |
) |
|
— |
|
| Tax
adjustment for 2015 Holding Company LTI Program |
3,590 |
|
|
— |
|
|
3,590 |
|
|
— |
|
| Tax
effected impact of adjustments |
2,239 |
|
|
(3,857 |
) |
|
(1,490 |
) |
|
(6,277 |
) |
| |
|
|
|
|
|
|
|
|
| Adjusted
Net Income |
11,452 |
|
|
6,448 |
|
|
30,315 |
|
|
29,893 |
|
| |
|
|
|
|
|
|
|
|
| Dividends
on convertible preferred stock |
(1,114 |
) |
|
(1,111 |
) |
|
(4,419 |
) |
|
(4,419 |
) |
| Income
allocated to participating securities |
(1,336 |
) |
|
(663 |
) |
|
(3,341 |
) |
|
(3,076 |
) |
| |
|
|
|
|
|
|
|
|
| Adjusted
Net Income available to common stockholders |
$ |
9,002 |
|
|
$ |
4,674 |
|
|
$ |
22,555 |
|
|
$ |
22,398 |
|
| |
|
|
|
|
|
|
|
|
| Adjusted
EPS |
$ |
0.66 |
|
|
$ |
0.33 |
|
|
$ |
1.65 |
|
|
$ |
1.52 |
|
| |
|
|
|
|
|
|
|
|
| Diluted
weighted-average number of common shares outstanding |
13,664,727 |
|
|
14,271,935 |
|
|
13,673,314 |
|
|
14,779,398 |
|
(1) Restructuring and related charges are comprised of employee
separation costs, severance and other costs related to the former
CEO of Providence, NET Services chief executive officer search
fees, as well as third-party consulting and implementation costs
related to WD Services' Ingeus Futures initiative and NET Services'
LogistiCare Member Experience initiative. See the above
Segment Information and Adjusted EBITDA tables for a detailed
breakdown of the restructuring and related charges for each time
period presented.(2) Income or expense related to defense cost and
final settlement for a putative stockholder class action derivative
complaint, which is more fully described in the Company's Form
10-K.
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