Mr. David Cutler reports
CENTRIC HEALTH REPORTS STRONG FOURTH QUARTER AND FULL-YEAR 2014 FINANCIAL RESULTS
Centric Health Corp. has released its financial results for
the fourth quarter and year ended Dec. 31, 2014.
"Our fourth quarter results were further confirmation of the underlying
strength and momentum in our business as we delivered revenue and
adjusted EBITDA growth from continuing operations in each of our
segments for the third consecutive quarter," said David Cutler,
president and chief executive officer, Centric Health.
"For the year as a whole, revenue and adjusted EBITDA grew by 10 per cent and
18 per cent, respectively, as adjusted EBITDA margins expanded to 9.1 per cent from
8.5 per cent. Importantly, the vast majority of our growth continues to be
driven organically."
Mr. Cutler continued: "Two thousand fourteen was transformational for Centric Health. We
realigned our business model to focus on our core strengths in hands-on
health care service delivery, strengthened the balance sheet and
repositioned the business model for sustainable, long-term growth. To
this end, we divested non-core operations and delivered on our stated
objectives to pay down debt and redeploy a meaningful portion of the
divestiture proceeds to a high-quality, high-margin business that fits
squarely within our refined focus, which we achieved by acquiring the
Care Plus group of specialty pharmacies subsequent to year-end."
Highlights for the fourth quarter and 2014 year
(all comparative figures are for the corresponding period of the prior
year):
- Revenue from continuing operations for the fourth quarter grew 7.8 per cent to
$78.2-million from $72.6-million (including organic growth of 6.6 per cent)
and for the year grew 9.6 per cent to $308.1-million from $281.1-million
(including organic growth of 7.7 per cent).
- Adjusted earnings before interest, taxes, depreciation and amortization from continuing operations for the fourth quarter grew 18.3 per cent to $7.0-million from $5.9-million, while adjusted EBITDA for the year grew
18.0 per cent to $28.0-million from $23.8-million.
- Adjusted EBITDA margin from continuing operations for the fourth quarter increased to
9.0 per cent from 8.2 per cent and for the year increased to 9.1 per cent from 8.5 per cent.
- The company generated cash flow from operations for the fourth quarter of $5.5-million, the 11th consecutive quarter of positive cash flow from
operations, and $19.7-million for the year.
- Consistent with the company's refined strategy to focus on its core
higher-margin operations, the Centric Health completed the sales of its retail and home
medical equipment operations and methadone pharmacy operations for
gross proceeds of $50-million and $20-million, respectively.
- It repaid $10-million of its revolving facility, permanently reducing its
capacity to $40-million from $50-million.
- The company temporarily repaid an additional $15-million of its revolving facility
while it evaluates debt repayment options per its commitment
to deploy a minimum of an additional $15-million to some combination of
the revolving facility, redemption of second-lien senior secured notes
and redemption of preferred partnership units.
- Following the completion of certain earn-out periods, Centric cancelled
approximately 17.1 million common shares. The cancellation represents
approximately 8.5 per cent of the current total issued and outstanding common
shares on a fully diluted basis.
Highlights subsequent to year-end:
- Completed the reacquisition of Community Advantage Rehabilitation Inc.
(previously referred to as the company's home care operations)
and Active Health Services Ltd. (previously known as
the company's seniors wellness operations) from Lifespan Health and
Wellness Ltd. in consideration for the full repayment
of the amounts owing under the two promissory notes previously issued
in favour of Centric Health by Lifespan (principal amounts of $2.5-million and $12-million);
- Completed the acquisition of 100 per cent of the shares of Pharmacare
Fulfillment Center Ltd., an Edmonton-based leading specialty pharmacy
business operating under the Care Plus, Pharmacare and Lidia's Pharmacy
brands in Western Canada that
generated annualized trailing 12-month (period ended Dec. 31, 2014)
earnings before interest, taxes, depreciation and amortization of $5.1-million. The acquisition, which is expected to be
immediately accretive, expanded the number of residents serviced by the
company's specialty pharmacy segment by almost 25 per cent, provides access to
the rapidly growing Western Canadian market and significantly enhances
the segment's ability to serve national clients.
"During 2014, we continued to make meaningful progress on our debt
reduction plan, highlighted by the use of $25-million of the
divestiture proceeds to pay down our revolving facility comprised of a
$10-million permanent reduction and a $15-million temporary reduction
as we determine the best application of those funds towards some
combination of the revolving facility, redemption of second-lien senior
secured notes and redemption of the preferred partnership units," said
Daniel Gagnon, chief financial officer, Centric Health.
"Reducing debt remains a top priority for us in 2015 as we continue to
pursue expansion of our EBITDA and free cash flow from our growing
business."
Financial results
As a result of the initiative to define the company's long-term operating model and the company's decision to divest substantially
all of its retail and home medical equipment operations, its
chief operating decision maker has amended the manner in which
the business is operated and accordingly how financial information is
presented to the CODM. As a result, the company has amended its
reportable operating segments and will now present three reportable
operating segments rather than five reportable operating segments as
was previously presented. Operating segments, as reported to the CODM,
are as follows: physiotherapy, rehabilitation and assessments;
specialty pharmacy; and surgical and medical centres. The assessment
operations which were separately reported in the past are now reported
as part of the renamed physiotherapy, rehabilitation and assessments
segment. This segment was previously named the physiotherapy segment.
As a result of the planned divestiture of substantially all of the
retail and home medical equipment segment, the remaining component of
this segment will now be reported as part of the physiotherapy,
rehabilitation and assessments segment. Comparative balances have been
amended to reflect the presentation of three reportable operating
segments. The support services provided through the corporate offices
largely support the operations of the company, and certain of these
costs have been allocated to the operating segments based on the extent
of corporate management's involvement in the reportable segment during
the period.
SELECTED FINANCIAL INFORMATION
(all amounts in thousands except per-share and percentage data)
For the three months ended For the years ended
Dec. 31, Dec. 31,
2014 2013 2012 2014 2013 2012
Revenue $78,245 $72,589 $65,567 $308,074 $281,148 $264,139
(Loss) from continuing operations (2,328) (2,627) (11,470) (5,208) (12,922) (24,178)
(Loss) income from continuing operations before
interest expense and income taxes (1,936) (269) (27,936) (6,342) 4,526 5,045
EBITDA from continuing operations 4,528 6,135 (16,087) 19,695 30,917 33,020
Adjusted EBITDA from continuing operations 7,004 5,920 3,972 28,025 23,760 18,528
Per share -- basic $0.05 $0.04 $0.03 $0.19 $0.18 $0.16
Per share -- diluted $0.03 $0.03 $0.02 $0.14 $0.13 $0.12
Adjusted EBITDA margin from continuing operations 9.0% 8.2% 6.1% 9.1% 8.5% 7.0%
Adjusted EBITDA 7,004 6,186 9,591 29,176 33,601 42,832
Per share -- basic $0.05 $0.05 $0.08 $0.20 $0.26 $0.38
Per share -- diluted $0.03 $0.03 $0.06 $0.14 $0.18 $0.28
Adjusted EBITDA margin 9.0% 5.6% 8.6% 7.3% 7.4% 9.8%
Net (loss) (8,035) (39,257) (38,530) (57,203) (90,850) (7,088)
Per share -- basic ($0.04) ($0.30) $(0.33) ($0.40) ($0.71) $(0.06)
Per share -- diluted ($0.04) ($0.30) $(0.32) ($0.40) ($0.71) $(0.05)
Consolidated results
Consolidated revenue from continuing operations for the three-month
period ended Dec. 31, 2014, increased 7.8 per cent to $78.2-million from
$72.6-million for the comparative period in the prior year. The
increase was primarily attributable to:
- Organic growth of $4.8-million, or 6.6 per cent, with growth across all
operating segments;
- The acquisition of SmartShape Weight Loss Centres
(December, 2013) and other start-up initiatives contributed incremental
revenue of $1.6-million.
Partially offsetting these increases was the impact of generic drug
price reductions in the specialty pharmacy segment.
Consolidated revenue from continuing operations for the year ended
Dec. 31, 2014, increased 9.6 per cent to $308.1-million from $281.1-million
for the year ended Dec. 31, 2013. The increase was primarily due
to:
-
Organic growth of $21.9-million, or 7.7 per cent, with growth across all
operating segments;
- The acquisition of SmartShape (December, 2013) and other start-up
initiatives contributed incremental revenue of $7.2-million.
Partially offsetting these increases was the impact of generic drug
price reductions in the specialty pharmacy segment and the closure of
certain underperforming rehabilitation clinics in the physiotherapy,
rehabilitation and assessments segment.
Adjusted EBITDA from continuing operations for the three-month period ended Dec. 31,
2014, increased 18.3 per cent to $7.0-million from $5.9-million for the
three-month period ended Dec. 31, 2013. Adjusted EBITDA margin from continuing operations for the three-month period ended
Dec. 31, 2014, increased to 9.0 per cent from 8.2 per cent for the three-month
period ended Dec. 31, 2013.
Adjusted EBITDA from continuing operations for the year ended Dec. 31, 2014,
increased 18.0 per cent to $28.0-million from $23.8-million for the year ended
Dec. 31, 2013. Adjusted EBITDA margin from continuing operations for the year ended Dec. 31, 2014,
increased to 9.1 per cent from 8.5 per cent for the year ended Dec. 31, 2013.
Outlook
With services that address growing demand and evolving needs within the
Canadian health care ecosystem, Centric Health's unparalleled national
care delivery platform provides significant potential for future
expansion and growth. Following an extensive review of its core
competencies, business segment performance and market opportunities,
the company has focused its strategy on its core health care service
businesses in the pursuit of top-line growth, improved profitability
and free cash flow generation. The company's organic growth initiatives
focus on those opportunities with low capital investment that leverages
the company's existing resources and capacity. Acquisitions are
expected to be accretive and will be consistent with the company's
focus on its core business segments and on operations that generate
high margins and strong cash flow, require low capital expenditures, and
have low exposure to regulatory or public financing changes.
Physiotherapy, rehabilitation and assessments
The company's physiotherapy, rehabilitation and assessments segment
achieved strong growth in 2014, driven by both the rehabilitation
clinic network and the assessments business.
The company anticipates continued growth in the rehabilitation clinic
network through organic initiatives, such as continued expansion of its
preferred provider relationships with employers and other
organizations. Specialty programs offered by the company's network of
rehabilitation clinics differentiates Centric Health in a highly
competitive industry. The company is also undertaking expanded local
and digital marketing initiatives to drive brand awareness and increase
the volume of patient visits.
The company expanded its clinic network in 2014 through the acquisition
of four new clinics. The company will pursue continued expansion of the
national clinic footprint through additional beneficial
acquisitions. Growth through acquisition will only occur if the
acquisition will be accretive to earnings and complementary to the
national network and plan.
Over the longer term, this segment should benefit from growth in
employer health care management and wellness contracts, which should
contribute to increased volumes at the company's rehabilitation
clinics.
In February, 2015, the company completed the reacquisition of Active
Health and Community Advantage Rehabilitation. These acquisitions represent a continued focus on meeting the
increasing needs of the growing seniors population and overall
alignment with the company's core strategy.
Specialty pharmacy
The specialty pharmacy segment continued to achieve success with its
organic growth strategy focused on maximizing the utilization of
existing infrastructure by winning new tenders for contracts with
long-term-care and retirement homes and retail initiatives. The company
anticipates that revenue and adjusted EBITDA growth in its specialty
pharmacy segment will continue for 2015 and beyond, but expects
increased competition for new long-term-care and retirement home
contracts through competitive tendering processes across Ontario. To offset the increasing competition, the specialty pharmacy
segment will continue to pursue operational efficiencies and cost
savings from management.
As most of the company's specialty pharmacy operations are based
in Ontario, the company seeks to expand this business
into key growth markets beyond the province, in particular across
Western Canada, and enhance its ability to service clients with
national networks. On March 2, 2015, the company completed the
acquisition of 100 per cent of the shares of Pharmacare Fulfillment Center, an Edmonton-based leading specialty pharmacy business operating
under the Care Plus, Pharmacare and Lidia's Pharmacy brands
in Western Canada that generated
annualized trailing 12-month (period ended Dec. 31, 2014) EBITDA of
$5.1-million. The acquisition, which is expected to be immediately
accretive, expanded the number of residents serviced by the company's specialty pharmacy segment by almost 25 per cent, provides access to the
rapidly growing Western Canadian market and significantly enhances the
segment's ability to serve national clients.
The company is also pursuing organic growth opportunities by
establishing co-location pharmacy services within selected existing
facilities, having opened the first such pharmacy location during the
fourth quarter of 2014 within the Richmond Oval sports medicine complex
in Richmond, B.C.
Adjusted EBITDA margins, which have returned to historical levels
following the implementation of electronic medical administrative
records, for existing long-term-care-home contracts, are
expected to be stable in coming quarters. However, as Centric wins new
contracts, margins may be impacted in the short term as EMAR
implementation costs may be absorbed.
Longer term, this segment should benefit from growth in employer
health care management and wellness contracts, which should contribute
to increased volumes.
Surgical and medical centres
Growth in the company's surgical and medical centres segment is expected
to be driven primarily by increasing utilization of the existing
network capacity through a multifaceted strategy that includes the
introduction of innovative programs and new technologies, partnerships
with local physicians and health authorities, marketing and brand
development, and facilitating medical tourism. Efforts to expand the
roster of physicians to utilize excess operating room capacity
are continuing at all of the company's surgical centres.
The financial results of the surgical and medical centres segment
improved in 2014 due to growth in the contribution from bariatric
procedures following the 75-per-cent acquisition of SmartShape, a leader in
state-of-the-art bariatric (weight loss) surgical procedures, in the
fourth quarter of 2013. The company expects the number of bariatric
procedures to increase based on the rollout of SmartShape's proven
business model at each surgical centre location. SmartShape recently
added the higher-margin gastric sleeve procedure to its offerings at
the Don Mills (Toronto) facility (and will do so at other Ontario
facilities pending regulatory approval), which is expected to further
increase volumes.
The company continues to seek partnerships with some of Canada's leading
surgeons for the future launch of additional specialized surgical centres of excellence and other initiatives. In addition, facilitating
out-of-province care presents a growth opportunity for the company.
During the first quarter of 2014, the company completed a significant
renovation to its facility in Calgary, Alta., and completed a
renovation of its Don Mills facility in the third quarter of 2014. In
the first quarter of 2015, the company is planning an expansion and
renovation of its False Creek location in Vancouver, B.C., which will result in a temporary closure of this facility.
Employer health care management and wellness initiative
The company recently established a dedicated cross-divisional support
team to pursue opportunities in the high-growth employer services
market by co-ordinating business development and account-based marketing
efforts across multiple entry points. The company offers clients
customizable program options from a broad continuum of services across
its platform, including mandatory workplace injury insurance programs,
optional wellness programs, and corporate health benefits and
prescription plans, generating additional revenue in its core
segments. In the fourth quarter of 2014, the company launched an
incentives-based wellness pilot program for employees to help test and
optimize the offer in advance of a market launch.
Corporate infrastructure
Management believes overall profitability can be improved through
further optimization of corporate infrastructure. The company has
multiple initiatives under way intended to reduce corporate costs as a
proportion of consolidated revenue through consolidation and
centralization of functions, rightsizing, achieving unrealized
synergies amongst the operating segments, and managing discretionary
spend and professional fees.
Financing and debt reduction
On Aug. 29, 2014, the company repaid $10,000 of its revolving facility
resulting in a permanent reduction in the capacity of the revolving facility from $50,000 to $40,000. The company intends to make a further
$15,000 debt reduction through a combination of additional reduction of
the revolving facility, redemption of second-lien senior secured notes
and redemption of the preferred partnership units. While the company
evaluates its debt repayment options, on Sept. 19, 2014, the
company made a temporary repayment of an additional $15,000 against the
revolving facility, which further reduced the capacity of the revolving facility to $25,000. However, the capacity on the revolving facility
can be increased to $40,000 with an equivalent return of funds to the
escrow cash account for the proceeds of sale from the non-core
businesses as long as the company is not in default under the revolving facility. The company's revolving facility matures in June, 2015, and the
company is in the process of extending the facility with the lender.
In August, 2014, as a result of the pending divestiture of certain
non-core operations and subject to the completion of these
divestitures, the company received a waiver from a financial
performance covenant at the Sept. 30, 2014, measurement date and
amendments to certain financial performance covenants for the remaining
measurement dates up to the maturity of the revolving facility in June,
2015. In December, 2014, the company received a waiver from a financial
performance covenant at Dec. 31, 2014, and March 31, 2015. The
company was in compliance with its financial performance covenants at
Dec. 31, 2014, except for the one financial covenant for which the
company received a waiver in December, 2014.
The company has at Dec. 31, 2014, $36,302 of restricted cash
representing the balance of net proceeds from the sale of the methadone
pharmacy operations and the retail and home medical equipment
business. In February, 2015, the company obtained approval to use
$26,000 of this restricted cash from both the second-lien senior
secured notes and revolving facility lenders to finance the cash cost of
the acquisition of specialty pharmacy business, Pharmacare Fulfillment
Center, on March 2, 2015.
With the completion of this accretive acquisition and the company's 2015
projected improved budget from operations over 2014 results through
organic growth, operational improvements and cost containment, the
company plans to renegotiate its existing revolving facility with its
lenders.
The company intends to use the remaining restricted cash to reinvest in
its core businesses through accretive acquisitions or further debt
reductions.
Shares outstanding
As at Dec. 31, 2014, the company had total shares outstanding of
155,502,902 and as at the date of this press release (March 3, 2015),
the company had total shares outstanding of 159,850,725. The
outstanding shares at Dec. 31, 2014, include 2,113,916 shares which
are restricted or held in escrow and will be released to certain
vendors of previously acquired businesses based on the achievement of
certain stated performance targets and at March 3, 2015, include
1,813,916 which are also restricted or held in escrow and will be
released to certain vendors of previously acquired businesses based on
the achievement of certain stated performance targets. Escrowed and
restricted shares are not reflected in the shares reported on the
company's financial statements. Accordingly, for financial reporting
purposes, the company reported 153,388,986 common shares outstanding as
at Dec. 31, 2014, and 133,363,294 shares outstanding at Dec. 31,
2013. The number of options outstanding is 6,871,000 at Dec. 31,
2014, and 7,671,000 at March 3, 2014. The number of restricted share
units outstanding is 3,414,835 at Dec. 31, 2014, and 3,201,657 at
March 3, 2015. The number of warrants outstanding is 12,694,427 at
Dec. 31, 2014, and March 3, 2015. Should all outstanding options
and warrants that were exercisable at Dec. 31, 2014, be exercised,
the company would receive proceeds of $20.8-million.
Presentation of financial results
In the second quarter of 2014, Centric Health launched a plan
to focus on core businesses and divest of non-core businesses. As a
result of entering into definitive agreements for the divestiture of
non-core businesses in June, 2014, which were subsequently closed in
September, 2014, the sale of other businesses in May, 2014, and the
closure of an underperforming surgical centre, the company has
segregated its results from operations between continuing and
discontinued operations for the three- and 12-month periods ended
Dec. 31, 2014, and 2013. Continuing operations reflect the
company's focus on its three core segments: physiotherapy,
rehabilitation and assessments; specialty pharmacy; and surgical and
medical centres.
Conference call
Centric Health will host a conference call, including a slide
presentation, to discuss its fourth quarter and year-to-date financial
results March 4, 2015, at 8:30 a.m. (ET).
Telephone dial-in access information
To access the conference call by telephone, dial 647-427-7450 or
1-888-231-8191. Please connect approximately 10 minutes prior to the
beginning of the call to ensure participation. Those participating in
the conference call by telephone can view the slide presentation by
accessing the on-line webcast and choosing the
non-streaming audio option.
Webcast access information
A live webcast of the conference call, including the slide presentation,
will be available on the events and presentations page of the investors
section of the company's website. Please connect at least 15 minutes prior to the conference call to
ensure adequate time for any software download that may be required to
join the webcast. To view the webcast presentation with slides, please
choose either the real streaming audio or Windows streaming audio
option.
Archive access information
The conference call will be archived for replay by telephone until
March 11, 2015, at midnight. To access the archived
conference call, dial 1-855-859-2056 or 416-849-0833 and enter the
reservation No. 85639046.
The webcast with slide presentation will be archived for 90 days on the
events and presentations page of the investors section of the company's
website.
We seek Safe Harbor.
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