UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

CURRENT REPORT

 

FORM 8-K

 

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

 

Date of Report (Date of Earliest Event Reported): March 14, 2019

 

Hanger, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-10670

 

84-0904275

(State or other jurisdiction

 

(Commission File Number)

 

(IRS Employer

of incorporation)

 

 

 

Identification No.)

 

10910 Domain Drive, Suite 300

Austin, Texas 78758

(Address of principal executive offices (zip code))

 

(512) 777-3800

(Registrant’s telephone number, including area code)

 

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

 

o        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a - 12)

 

o        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13d-4(c))

 

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

 

Emerging growth company       o

 

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

 

 

 


 

Item 2.02                                            Results of Operations and Financial Condition.

 

On March 14, 2019, Hanger, Inc. (the “Company”) issued a press release regarding the filing of the Company’s Annual Report on Form 10-K and announced results for the fourth quarter and full year ended December 31, 2018.  The press release also contains certain preliminary financial estimates for the Company’s fiscal year ended December 31, 2019.  A copy of the press release is furnished as Exhibit 99.1 to this report.

 

The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing. In addition, this report and the press release contain statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in the press release.

 

Item 9.01                                            Financial Statements and Exhibits.

 

(d)  Exhibits:

 

EXHIBIT INDEX

 

Exhibit No.

 

Description

99.1

 

Press Release issued by Hanger, Inc. on March 14, 2019

 

2


 

SIGNATURES

 

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

 

 

HANGER, INC.

 

 

 

 

By:

/s/ Thomas E. Hartman

 

 

Thomas E. Hartman

 

 

Senior Vice President and General Counsel

 

 

 

 

Dated: March 14, 2019

 

3


Exhibit 99.1

 

 

Hanger Reports Fourth Quarter 2018 Results and Provides 2019 Outlook

 

Company anticipates growth in 2019 revenue and earnings, driven by the patient care segment

 

AUSTIN, Texas, March 14, 2019 - Hanger, Inc. (NYSE: HNGR), a leading provider of orthotic and prosthetic (O&P) patient care services and solutions, today announced its financial results for the fourth quarter and full-year ended December 31, 2018.

 

Financial Highlights for the Fourth Quarter of 2018

 

·                   Net revenue was $284.9 million for the three months ended December 31, 2018, compared to $285.7 million for the same period in 2017, reflecting a net revenue decline of 0.3 percent. Excluding a $1.1 million reduction in fourth quarter 2018 net revenue resulting from the adoption of ASC 606, fourth quarter net revenue was consistent with the prior year.

 

·                   Net income totaled $4.5 million for the three months ended December 31, 2018, compared to a net loss of $84.4 million, for the same period in 2017. Fourth quarter 2017 results were impacted by a $57.5 million charge for impairment of intangible assets as well as a $35 million reduction in deferred tax assets resulting from the passage of the Tax Cuts and Jobs Act.

 

·                   Adjusted EBITDA was $40.0 million in the fourth quarter of 2018, compared to $39.6 million in the  fourth quarter of 2017, an increase of $0.4 million, or 1.2 percent. Growth in Adjusted EBITDA was driven by lower Corporate G&A expenses in the fourth quarter of 2018 compared to the same period in 2017.

 

·                   Diluted earnings per share was $0.12 for the fourth quarter of 2018, compared to a loss of $2.32 per share in the fourth quarter of 2017. Per share amounts in the fourth quarter of 2017 were also impacted by the items noted above, in the discussion of net income.

 

·                   Adjusted diluted earnings per share was $0.40 for the three months ended December 31, 2018, compared to earnings of $0.22 per share for the same period in 2017, due primarily to higher income from operations  and lower interest expense in 2018.

 

·                   Net cash provided by operating activities was $41.4 million for the three months ended December 31, 2018, compared to $31.1 million for the same period in 2017.

 

·                   The Company provided its initial outlook for net revenue, same clinic revenue growth and Adjusted EBITDA in 2019. Please see the “2019 Outlook” section of this release for details.

 


 

Vinit Asar, President and Chief Executive Officer of Hanger, Inc., stated, “The fourth quarter of 2018 capped off a successful year for Hanger. We delivered financial results consistent with our original guidance while investing in a comprehensive portfolio of initiatives that will enable Hanger to increase its long-term rate of growth. I am pleased with the progress to date in our Patient Care segment, as we grow the prosthetics business, refine our delivery strategy in certain orthotics categories, and improve our operational effectiveness. Within Products & Services, we saw strong performance within distribution, offset by expected declines in therapeutic solutions. In 2019, we anticipate the investments we have made will further differentiate Hanger’s leadership in the O&P industry.”

 

Complete reconciliations of GAAP to non-GAAP financial measures are provided in the tables located at the end of this press release.

 

Segment Results for the Fourth Quarter of 2018

 

Patient Care Segment

 

For the three months ended December 31, 2018, Patient Care net revenue was $236.6 million, a decrease of $0.9 million, or 0.4 percent, compared to net revenue of $237.5 million reported during the same period in 2017. Net Patient Care growth was reduced by $1.1 million as a result of the impact of ASC 606.

 

Same clinic revenue growth was 0.3 percent on a day-adjusted basis for the three months ended December 31, 2018. This moderation in same clinic revenue growth was caused by two primary factors:  comparison to a strong growth performance in the fourth quarter of 2017 when same clinic revenue per day growth totaled 2.1 percent; as well as a decline in certain lower-margin orthotic categories that the Company continues to de-emphasize.

 

Income from operations in the Patient Care segment was $42.2 million during the fourth quarter of 2018, which reflected a $2.0 million decrease, compared to $44.2 million reported in the prior year. Adjusted EBITDA for the segment was $48.5 million, which reflected a $2.2 million or 4.4 percent decrease compared to the prior year period. Comparative increases in material and personnel costs impacted income from operations and Adjusted EBITDA in the fourth quarter of 2018.

 

Products & Services Segment

 

For the three months ended December 31, 2018, Products & Services net revenue totaled $48.2 million, which was consistent with the $48.3 million reported in the same period of 2017. Within this segment, revenue from the distribution of O&P componentry to independent providers increased by $1.6 million, or 4.9 percent. This growth was offset by a $1.7 million decrease in revenue from therapeutic solutions as compared to the fourth quarter of 2017.

 


 

Income from operations for the Products & Services segment increased by $53.4 million to $5.4 million in the fourth quarter of 2018 compared to the same period in 2017, due primarily to impairment of intangible assets in the prior year. Adjusted EBITDA for the Products & Services segment was $8.4 million for the fourth quarter of 2018, which reflected a $1.1 million decrease compared to the same period of 2017. Earnings growth from increased O&P distribution revenue was offset by the decrease in earnings associated with the decline in therapeutic solutions revenue.

 

Corporate & Other

 

The loss from operations relating to corporate and other activities declined by $6.8 million to $24.8 million for the quarter ended December 31, 2018 compared to the same period in 2017. This decrease primarily related to a $3.5 million reduction in bonus expense and a $2.8 million reduction in professional accounting and legal fees as compared to the fourth quarter of the prior year. Excluding the effect of third party professional fees related to financial statement remediation, depreciation and amortization, and non-cash equity compensation expense, the net cost of Corporate and Other activities decreased year-over-year by $3.8 million, to $16.8 million.

 

Net Income; Interest Expense

 

For the three months ended December 31, 2018, net income was $4.5 million compared with a net loss of $84.4 million in the same period of 2017. The $88.9 million improvement in net income year-over-year was due primarily to the $54.7 million impairment of intangible assets incurred in the fourth quarter of 2017, as well as lower professional accounting and legal fees, depreciation and amortization expense, interest expense and taxes in the fourth quarter of 2018.

 

Financial Highlights for the Full Year 2018

 

·                   Net revenue of $1,048.8 million for the twelve months ended December 31, 2018, compared to $1,040.8 million for the same period in 2017, reflecting net revenue growth of 0.8 percent year-over-year.  Excluding a $4.0 million reduction in 2018 net revenue resulting from the adoption of ASC 606, 2018 net revenue grew by $12.0 million, or 1.2 percent.

 

·                   For the full year 2018, Patient Care segment net revenue totaled $857.4 million, an increase of $5.4 million or 0.6 percent, compared to 2017. Net Patient Care revenue grew 1.0 percent, excluding the impact of ASC 606.  Revenue from prosthetics increased by 3.3 percent, while revenues from orthotics, shoes and inserts declined by 1.3 percent, primarily due to the Company’s de-emphasis of lower margin off-the-shelf orthotics and shoes.

 

·                   Products & Services segment net revenue totaled $191.4 million, an increase of $2.6 million or 1.4 percent, compared to 2017. Strong growth in distribution of O&P componentry was partially offset by declines in therapeutic solutions revenue.

 


 

·                   Net loss totaled $0.9 million for the year ended December 31, 2018, compared to a net loss of $104.7 million for the same period in 2017. Prior year results were impacted by a $57.5 million charge for impairment of intangible assets as well as a $35 million reduction in deferred tax assets resulting from the passage of the Tax Cuts and Jobs Act.

 

·                   Adjusted EBITDA was $121.1 million in 2018 compared to $120.3 million in 2017, an increase of $0.8 million.

 

·                   Diluted loss per share was $0.02 for 2018, compared to a loss of $2.89 per share in 2017. Per share amounts in 2017 and 2018 were also impacted by the items noted above, in the discussion of net loss.

 

·                   Adjusted diluted earnings per share was $0.78 for the year ended December 31, 2018, compared to $0.33 per share for the same period in 2017, due primarily to higher income from operations and lower interest expense during 2018.

 

·                   Net cash provided by operating activities was $78.5 million for the year ended December 31, 2018, compared to $30.1 million for the same period in 2017, primarily driven by reduced professional third party expenses and cash generated from working capital as well as lower interest expense.

 

Liquidity

 

On December 31, 2018, the Company had total liquidity of $189.2 million, comprised of $95.1 million in cash and cash equivalents, and $94.1 million in available borrowing capacity under its revolving credit facility, compared to liquidity of $155.1 million on September 30, 2018. The increase in liquidity of $34.1 million from September 30, 2018 resulted primarily from positive net cash flow from operations and  secondarily due to favorable working capital timing.

 

2019 Outlook

 

Hanger currently anticipates 2019 net revenue in a range between $1.075 billion and $1.105 billion, and Adjusted EBITDA in a range between $121 million and $126 million.

 

The Company anticipates that growth and margin expansion in its Patient Care segment will be partially offset by declines in its Products & Services segment due to decreases in therapeutic solutions revenue. The Company’s revenue and Adjusted EBITDA outlook also includes approximately $28 million of incremental revenue acquired through three acquisitions completed in the fourth quarter of 2018 and first quarter of 2019.  Due to integration and other related costs, these acquisitions are anticipated to provide only modest contributions to earnings growth in 2019.

 


 

Hanger expects 2019 to be consistent with prior years with regard to seasonality in its business, with sequentially lower revenue, earnings and cash flow in the first quarter of the year. In addition, Hanger’s financial outlook for 2019 does not incorporate contributions from potential future acquisitions.

 

Adjusted EBITDA is provided on a non-GAAP basis only because a reconciliation to the most comparable GAAP financial measure, net income, is not available without unreasonable effort due to the unpredictable nature of reconciling items that render such a reconciliation not meaningful for investors.

 

Conference and Webcast Details

 

Hanger’s management team will host a conference call tomorrow, Friday, March 15, at 8:30 a.m. Eastern time to discuss the Company’s fourth quarter and full year 2018 financial results and 2019 outlook.

 

To participate, dial 877-407-6184 or 201-389-0877 outside the U.S. and Canada, and use conference code number 13686646. A live webcast and replay of the call as well as accompanying supplemental information will be available at the Investor Relations section of the Company’s web site: investor.hanger.com .

 

Additional Notes

 

A reconciliation of GAAP and non-GAAP financial results is included in the tables provided at the back of this press release. The Company has provided certain supplemental key statistics relating to its results for certain prior periods. These key statistics are non-GAAP measures used by the Company’s management to analyze the Company’s business results that are being provided for informational and analytical context. Accompanying supplemental information will be posted to the Investor Relations section of Hanger’s web site at  investor.hanger.com .

 

About Hanger, Inc.  — Built on the legacy of James Edward Hanger, the first amputee of the American Civil War, Hanger, Inc. (NYSE: HNGR) delivers orthotic and prosthetic (O&P) patient care, and distributes O&P products and rehabilitative solutions to the broader market. Hanger’s Patient Care segment is the largest owner and operator of O&P patient care clinics with approximately 800 patient care locations nationwide. Through its Products & Services segment, Hanger distributes branded and private label O&P devices, products and components, and provides rehabilitative solutions. With over 150 years of clinical excellence and innovation, Hanger’s vision is to lead the orthotic & prosthetic markets by providing superior patient care, outcomes, services and value. For more information on Hanger, visit www.hanger.com .

 

This press release contains certain “forward-looking statements” relating to the Company. All statements, other than statements of historical fact included herein, are “forward - looking statements.”  These forward-looking statements are often identified by the use of forward-looking terminology such as “preliminary,” “intends,” “expects,” “plans,” “anticipates,” “believes,” “views” or similar expressions and involve known and unknown risks and uncertainties.

 


 

Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks, and uncertainties, and these expectations may prove to be incorrect. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. These uncertainties include, but are not limited to, the risk of our identified material weaknesses in our internal control over financial reporting adversely affecting our ability to report our financial condition and results of operations in a timely and accurate manner; any litigation relating to, the Company’s accounting practices, financial statements and other financial data, periodic reports or other corporate actions; changes in the demand for the Company’s O&P products and services; uncertainties relating to the results of operations or recently acquired O&P patient care clinics; the Company’s ability to enter into and derive benefits from managed-care contracts; the Company’s ability to successfully attract and retain qualified O&P clinicians; federal laws governing the health care industry; uncertainties inherent in investigations and legal proceedings; governmental policies affecting O&P operations; and other risks and uncertainties generally affecting the health care industry. For additional information and risk factors that could affect the Company, see its Form 10 - K for the year ended December 31, 2018 as filed with the Securities and Exchange Commission. The information contained in this press release is made only as of the date hereof, even if subsequently made available by the Company on its website or otherwise.

 

SOURCE Hanger, Inc.

 

Investor Relations Contacts:

Thomas Kiraly, Executive Vice President and Chief Financial Officer, Hanger, Inc.

512-777-3600

tkiraly@hanger.com

 

Seth Frank, Vice President, Treasury and Investor Relations, Hanger, Inc.

512-777-3573

sfrank@hanger.com

 

###

 


 

Table 1

Hanger, Inc.

Consolidated Statements of Operations

(dollars in thousands, except share and per share amounts)

 

 

 

For the Three Months Ended
December 31,

 

For the Years Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

Net revenues

 

$

284,853

 

$

285,736

 

$

1,048,760

 

$

1,040,769

 

Material costs

 

90,340

 

88,816

 

338,017

 

329,223

 

Personnel costs

 

97,574

 

95,239

 

364,089

 

361,090

 

Other operating costs

 

31,271

 

32,097

 

123,902

 

129,831

 

General and administrative expenses

 

29,085

 

33,373

 

109,552

 

109,342

 

Professional accounting and legal fees

 

4,726

 

7,224

 

16,915

 

36,239

 

Depreciation and amortization

 

8,903

 

9,665

 

36,455

 

39,259

 

Impairment of intangible assets

 

183

 

54,735

 

183

 

54,735

 

Income (loss) from operations

 

22,771

 

(35,413

)

59,647

 

(18,950

)

Interest expense, net

 

9,046

 

14,491

 

37,566

 

57,688

 

Loss on extinguishment of debt

 

 

 

16,998

 

 

Non-service defined benefit plan expense

 

176

 

184

 

703

 

736

 

Income (loss) before income taxes

 

13,549

 

(50,088

)

4,380

 

(77,374

)

Provision for income taxes

 

9,086

 

34,325

 

5,238

 

27,297

 

Net income (loss)

 

$

4,463

 

$

(84,413

)

$

(858

)

$

(104,671

)

Basic and Diluted Per Common Share Data:

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share

 

$

0.12

 

$

(2.32

)

$

(0.02

)

$

(2.89

)

Shares used to compute basic and diluted per common share amounts

 

36,906,938

 

36,410,488

 

36,764,551

 

36,270,920

 

Diluted earnings (loss) per share

 

$

0.12

 

$

(2.32

)

$

(0.02

)

$

(2.89

)

Weighted average shares outstanding - diluted

 

37,721,662

 

36,410,488

 

36,764,551

 

36,270,920

 

 


 

Table 2

Hanger, Inc.

Consolidated Balance Sheets

(dollars in thousands)

 

 

 

As of December 31,

 

 

 

2018

 

2017

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

95,114

 

$

1,508

 

Accounts receivable, net

 

143,986

 

146,346

 

Inventories

 

67,690

 

69,138

 

Income taxes receivable

 

379

 

13,079

 

Other current assets

 

18,731

 

20,888

 

Total current assets

 

325,900

 

250,959

 

Non-current assets:

 

 

 

 

 

Property, plant, and equipment, net

 

89,489

 

93,615

 

Goodwill

 

198,742

 

196,343

 

Other intangible assets, net

 

15,478

 

21,940

 

Deferred income taxes

 

65,635

 

68,126

 

Other assets

 

7,766

 

9,440

 

Total assets

 

$

703,010

 

$

640,423

 

 

 

 

 

 

 

TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Current portion of long-term debt

 

$

8,583

 

$

4,336

 

Accounts payable

 

55,797

 

48,269

 

Accrued expenses and other current liabilities

 

51,783

 

66,308

 

Accrued compensation related costs

 

55,111

 

53,380

 

Total current liabilities

 

171,274

 

172,293

 

 

 

 

 

 

 

Long-term liabilities:

 

 

 

 

 

Long-term debt, less current portion

 

502,090

 

445,928

 

Other liabilities

 

51,570

 

50,253

 

Total liabilities

 

724,934

 

668,474

 

 

 

 

 

 

 

Shareholders’ deficit:

 

 

 

 

 

Common stock, $0.01 par value; 60,000,000 shares authorized; 37,063,995 shares issued and 36,921,174 shares outstanding in 2018, and 36,515,232 shares issued and 36,372,411 shares outstanding in 2017

 

371

 

365

 

Additional paid-in capital

 

343,955

 

333,738

 

Accumulated other comprehensive loss

 

(4,531

)

(1,686

)

Accumulated deficit

 

(361,023

)

(359,772

)

Treasury stock, at cost; 142,821 shares at 2018 and 2017, respectively

 

(696

)

(696

)

Total shareholders’ deficit

 

(21,924

)

(28,051

)

Total liabilities and shareholders’ deficit

 

$

703,010

 

$

640,423

 

 


 

 

Table 3

Hanger, Inc.

Consolidated Statements of Cash Flows

(dollars in thousands)

 

 

 

For the Twelve Months
Ended December 31,

 

 

 

2018

 

2017

 

Cash flows from operating activities:

 

 

 

 

 

Net loss

 

$

(858

)

$

(104,671

)

Adjustments to reconcile net loss to net cash from operating activities:

 

 

 

 

 

Depreciation and amortization

 

36,455

 

39,259

 

(Benefit) provision for doubtful accounts

 

(733

)

9,422

 

Impairment of intangible assets

 

183

 

54,735

 

Stock-based compensation expense

 

13,065

 

12,930

 

Deferred income taxes

 

3,452

 

26,248

 

Amortization of debt issuance costs

 

2,837

 

8,876

 

Loss on extinguishment of debt

 

16,998

 

 

Gain on sale and disposal of fixed assets

 

(2,713

)

(2,059

)

Changes in operating assets and liabilities:

 

 

 

 

 

Accounts receivable, net

 

3,238

 

(12,585

)

Inventories

 

1,750

 

(913

)

Other current assets and other assets

 

4,459

 

661

 

Income taxes receivable

 

12,700

 

121

 

Accounts payable

 

6,511

 

(3,562

)

Accrued expenses and other current liabilities

 

(16,550

)

(12,929

)

Accrued compensation related costs

 

1,713

 

16,843

 

Other liabilities

 

(3,980

)

(2,271

)

Changes in operating assets and liabilities

 

9,841

 

(14,635

)

Net cash provided by operating activities - continuing operations

 

78,527

 

30,105

 

Cash flows from investing activities:

 

 

 

 

 

Purchase of property, plant, and equipment

 

(18,984

)

(16,355

)

Purchase of therapeutic program equipment leased to third parties under operating leases

 

(9,835

)

(6,000

)

Acquisitions, net of cash acquired

 

(1,978

)

 

Proceeds from company-owned life insurance investment

 

 

17,135

 

Purchase of company-owned life insurance investment

 

(598

)

(555

)

Proceeds from sale of property, plant and equipment

 

4,237

 

4,909

 

Net cash used in investing activities - continuing operations

 

(27,158

)

(866

)

Cash flows from financing activities:

 

 

 

 

 

Borrowings under term loan, net of discount

 

501,467

 

420

 

Repayment of term loan

 

(435,660

)

(28,545

)

Borrowings under revolving credit agreement

 

3,000

 

156,965

 

Repayments under revolving credit agreement

 

(8,000

)

(151,965

)

Payment of employee taxes on stock-based compensation

 

(2,906

)

(1,477

)

Payment on seller notes

 

(2,599

)

(5,197

)

Payment of capital lease obligations

 

(1,207

)

(1,210

)

Payment of debt issuance costs

 

(6,757

)

(2,863

)

Payment of debt extinguishment costs

 

(8,436

)

 

Proceeds from exercise of options

 

64

 

 

Net cash provided by (used in) financing activities - continuing operations

 

38,966

 

(33,872

)

Increase (decrease) in cash, cash equivalents and restricted cash

 

90,335

 

(4,633

)

Cash, cash equivalents and restricted cash, at beginning of period

 

4,779

 

9,412

 

Cash, cash equivalents and restricted cash, at end of period

 

$

95,114

 

$

4,779

 

 

 

 

 

 

 

Reconciliation of Cash, Cash Equivalents, and Restricted Cash

 

 

 

 

 

Cash and cash equivalents, at beginning of period

 

$

1,508

 

$

7,157

 

Restricted cash, at beginning of period

 

3,271

 

2,255

 

Cash, cash equivalents, and restricted cash, at beginning of period

 

$

4,779

 

$

9,412

 

 

 

 

 

 

 

Cash and cash equivalents, at end of period

 

$

95,114

 

$

1,508

 

Restricted cash, at end of period

 

 

3,271

 

Cash, cash equivalents, and restricted cash, at end of period

 

$

95,114

 

$

4,779

 

 


 

Table 4

Hanger, Inc.

Segment Information:  Revenue, EBITDA and Adjusted EBITDA

(dollars in thousands)

 

EBITDA is defined as operating income before depreciation and amortization.  Adjusted EBITDA is defined as operating income before certain charges, impairments of intangible assets, third-party professional fees in excess of normal amounts incurred in connection with our financial statement remediation, debt extinguishment costs, expenses associated with equity-based compensation, severance expenses, and certain third-party expenses incurred in connection with our acquisitions.

 

We use EBITDA and Adjusted EBITDA as measures to assess the relative level of our indebtedness and our compliance with certain debt covenants which are based on these measures.  Additionally, we utilize these measures to assess our operating and financial performance.  We believe that these measures enhance a user’s understanding of normal operating income excluding certain charges, depreciation and amortization.

 

Neither EBITDA or Adjusted EBITDA are measures of financial performance computed in accordance with Generally Accepted Accounting Principles (“GAAP”) and should not be considered in isolation nor as a substitute for operating income, net income, cash flows from operations, or other statement of operations or cash flow data prepared in conformity with GAAP, or as a measure of profitability or liquidity.  In addition, the calculation of EBITDA and Adjusted EBITDA is susceptible to varying interpretations and calculations, and the amounts presented may not be comparable to similarly titled measures of other companies.  EBITDA and Adjusted EBITDA may not be indicative of historical operating results, and we do not intend these measures to be predictive of future results of operations.

 

 

 

For the Three Months Ended
December 31,

 

For the Twelve Months Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

 

 

 

 

 

 

 

 

Net Revenue (a)

 

 

 

 

 

 

 

 

 

Patient Care

 

$

236,637

 

$

237,478

 

$

857,382

 

$

851,973

 

Products & Services

 

48,216

 

48,258

 

191,378

 

188,796

 

Net revenue

 

$

284,853

 

$

285,736

 

$

1,048,760

 

$

1,040,769

 

 

 

 

 

 

 

 

 

 

 

EBITDA (b)

 

 

 

 

 

 

 

 

 

Patient Care

 

$

46,756

 

$

49,415

 

$

145,918

 

$

143,781

 

Products & Services

 

7,980

 

(45,593

)

35,720

 

(17,513

)

Corporate & Other

 

(23,062

)

(29,570

)

(85,536

)

(105,959

)

EBITDA (Non-GAAP)

 

$

31,674

 

$

(25,748

)

$

96,102

 

$

20,309

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA (b)

 

 

 

 

 

 

 

 

 

Patient Care

 

$

48,457

 

$

50,662

 

$

150,881

 

$

148,007

 

Products & Services

 

8,420

 

9,517

 

36,503

 

38,504

 

Corporate & Other

 

(16,837

)

(20,597

)

(66,327

)

(66,172

)

Adjusted EBITDA (Non-GAAP)

 

$

40,040

 

$

39,582

 

$

121,057

 

$

120,339

 

 


(a) Excludes intersegment revenue.

(b) EBITDA and Adjusted EBITDA are “Non-GAAP” measures.  Please refer to both Table 6 and Table 7 for a reconciliation of these measures to GAAP net income.

 


 

Table 5

Hanger, Inc.

Reconciliation of Net Income (Loss) and Earnings (Loss) Per Share to

Adjusted Net Income and Adjusted Earnings Per Share

(dollars in thousands, except share and per share amounts)

 

Earnings Per Share (or “EPS”) is defined as net income divided by our diluted common shares during the applicable period.  Adjusted EPS is defined as EPS adjusted for impairments of intangible assets, third-party professional fees in excess of normal amounts incurred in connection with our financial statement remediation, debt extinguishment costs, severance expenses and certain other charges.

 

We utilize Adjusted EPS to assess our operating and financial performance.  We believe that this measure enhances a user’s understanding of normal operating results excluding certain charges.

 

Adjusted EPS is not a measure of financial performance computed in accordance with GAAP and should not be considered in isolation nor as a substitute for operating income, net income, cash flows from operations, or other statement of operations or cash flow data prepared in conformity with GAAP, or as a measure of profitability or liquidity.  In addition, the calculation of Adjusted EPS is susceptible to varying interpretations and calculations, and the amounts presented may not be comparable to similarly titled measures of other companies.  Adjusted EPS may not be indicative of historical operating results, and we do not intend these measures to be predictive of future results of operations.

 

 

 

For the Three Months Ended
December 31,

 

For the Twelve Months Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) - as reported (GAAP)

 

$

4,463

 

$

(84,413

)

$

(858

)

$

(104,671

)

 

 

 

 

 

 

 

 

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Impairment of intangible assets

 

183

 

54,735

 

183

 

54,735

 

Amortization expense

 

1,443

 

2,308

 

6,707

 

9,527

 

Third-party professional fees

 

3,591

 

6,358

 

12,461

 

32,301

 

Loss on extinguishment of debt

 

 

 

16,998

 

 

Acquisition-related expenses

 

510

 

 

510

 

 

Disaster recovery / unclaimed property settlement

 

 

 

(3,729

)

 

Severance expenses

 

591

 

 

957

 

64

 

Adjustments prior to tax effect

 

$

6,318

 

$

63,401

 

$

34,087

 

$

96,627

 

 

 

 

 

 

 

 

 

 

 

Tax effect of specified adjustments (a)

 

4,317

 

29,266

 

(3,994

)

19,981

 

Adjustments after taxes

 

10,635

 

92,667

 

30,093

 

116,608

 

 

 

 

 

 

 

 

 

 

 

Adjusted net income (Non-GAAP)

 

$

15,098

 

$

8,254

 

$

29,235

 

$

11,937

 

 

 

 

 

 

 

 

 

 

 

Basic earnings (loss) per share - as reported (GAAP)

 

$

0.12

 

$

(2.32

)

$

(0.02

)

$

(2.89

)

Effect of above listed specified adjustments

 

0.29

 

2.55

 

0.82

 

3.22

 

Adjusted basic earnings per share - as reported (Non-GAAP)

 

$

0.41

 

$

0.23

 

$

0.80

 

$

0.33

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings (loss) per share - as reported (GAAP)

 

$

0.12

 

$

(2.32

)

$

(0.02

)

$

(2.89

)

Effect of above listed specified adjustments

 

0.28

 

2.54

 

0.80

 

3.22

 

Adjusted diluted earnings per share - as reported (Non-GAAP)

 

$

0.40

 

$

0.22

 

$

0.78

 

$

0.33

 

 

 

 

 

 

 

 

 

 

 

Shares used to compute basic earnings (loss) per share

 

36,906,938

 

36,410,488

 

36,764,551

 

36,270,920

 

Shares used to compute diluted earnings (loss) per share

 

37,721,662

 

36,764,901

 

37,473,860

 

36,566,638

 

 


(a) “Tax effect of specified adjustments” reflects the difference between the Company’s effective provision for taxes and the application of a combined federal and state statutory tax rate of 24% and 38% respectively for the 2018 and 2017 periods to the Company’s earnings from operations before taxes, after the incorporation of the identified above adjustments.

 


 

Table 6

Hanger, Inc.

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

(dollars in thousands)

 

EBITDA is defined as operating income before depreciation and amortization.  Adjusted EBITDA is defined as operating income before certain charges, impairments of intangible assets, third-party professional fees in excess of normal amounts incurred in connection with our financial statement remediation, debt extinguishment costs, expenses associated with equity-based compensation, severance expenses, and certain third-party expenses incurred in connection with our acquisitions.

 

We use EBITDA and Adjusted EBITDA as measures to assess the relative level of our indebtedness and our compliance with certain debt covenants which are based on these measures.  Additionally, we utilize these measures to assess our operating and financial performance.  We believe that these measures enhance a user’s understanding of normal operating income excluding certain charges, depreciation and amortization.

 

Neither EBITDA or Adjusted EBITDA are measures of financial performance computed in accordance with Generally Accepted Accounting Principles (“GAAP”) and should not be considered in isolation nor as a substitute for operating income, net income, cash flows from operations, or other statement of operations or cash flow data prepared in conformity with GAAP, or as a measure of profitability or liquidity.  In addition, the calculation of EBITDA and Adjusted EBITDA is susceptible to varying interpretations and calculations, and the amounts presented may not be comparable to similarly titled measures of other companies.  EBITDA and Adjusted EBITDA may not be indicative of historical operating results, and we do not intend these measures to be predictive of future results of operations.

 

 

 

For the Three Months Ended
December 31,

 

For the Twelve Months Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) - as reported (GAAP)

 

$

4,463

 

$

(84,413

)

$

(858

)

$

(104,671

)

 

 

 

 

 

 

 

 

 

 

Adjustments to calculate EBITDA:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

8,903

 

9,665

 

36,455

 

39,259

 

Interest expense, net

 

9,046

 

14,491

 

37,566

 

57,688

 

Loss on extinguishment of debt

 

 

 

16,998

 

 

Non-service defined benefit plan expense

 

176

 

184

 

703

 

736

 

Provision for income taxes

 

9,086

 

34,325

 

5,238

 

27,297

 

Adjustments - net income (loss) to EBITDA

 

27,211

 

58,665

 

96,960

 

124,980

 

EBITDA (Non-GAAP)

 

31,674

 

(25,748

)

96,102

 

20,309

 

 

 

 

 

 

 

 

 

 

 

Further adjustments to calculate Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

Impairment of intangible assets

 

183

 

54,735

 

183

 

54,735

 

Third-party professional fees

 

3,591

 

6,358

 

12,461

 

32,301

 

Equity-based compensation

 

3,491

 

4,237

 

13,065

 

12,930

 

Transaction costs

 

510

 

 

510

 

 

Disaster recovery / unclaimed property settlement

 

 

 

(2,221

)

 

Severance expenses

 

591

 

 

957

 

64

 

Further adjustments - EBITDA to Adjusted EBITDA

 

8,366

 

65,330

 

24,955

 

100,030

 

Adjusted EBITDA (Non-GAAP)

 

$

40,040

 

$

39,582

 

$

121,057

 

$

120,339

 

 


 

Table 7

Hanger, Inc.

Segment Reconciliation of Income (Loss) From Operations to EBITDA and Adjusted EBITDA

(dollars in thousands)

 

EBITDA is defined as operating income before depreciation and amortization.  Adjusted EBITDA is defined as operating income before certain charges, impairments of intangible assets, third-party professional fees in excess of normal amounts incurred in connection with our financial statement remediation, debt extinguishment costs, expenses associated with equity-based compensation, severance expenses, and certain third-party expenses incurred in connection with our acquisitions.

 

We use EBITDA and Adjusted EBITDA as measures to assess the relative level of our indebtedness and our compliance with certain debt covenants which are based on these measures.  Additionally, we utilize these measures to assess our operating and financial performance.  We believe that these measures enhance a user’s understanding of normal operating income excluding certain charges, depreciation and amortization.

 

Neither EBITDA or Adjusted EBITDA are measures of financial performance computed in accordance with Generally Accepted Accounting Principles (“GAAP”) and should not be considered in isolation nor as a substitute for operating income, net income, cash flows from operations, or other statement of operations or cash flow data prepared in conformity with GAAP, or as a measure of profitability or liquidity.  In addition, the calculation of EBITDA and Adjusted EBITDA is susceptible to varying interpretations and calculations, and the amounts presented may not be comparable to similarly titled measures of other companies.  EBITDA and Adjusted EBITDA may not be indicative of historical operating results, and we do not intend these measures to be predictive of future results of operations.

 


 

 

 

For the Three Months Ended
December 31,

 

For the Twelve Months Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

Patient Care

 

 

 

 

 

 

 

 

 

Income from operations - as reported (GAAP)

 

$

42,190

 

$

44,175

 

$

126,805

 

$

122,418

 

Depreciation & amortization

 

4,566

 

5,240

 

19,113

 

21,363

 

EBITDA (Non-GAAP)

 

46,756

 

49,415

 

145,918

 

143,781

 

Further adjustments to calculate Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

Equity-based compensation

 

1,110

 

1,247

 

4,372

 

4,138

 

Severance expenses

 

591

 

 

591

 

88

 

Further adjustments - EBITDA to Adjusted EBITDA

 

1,701

 

1,247

 

4,963

 

4,226

 

Adjusted EBITDA (Non-GAAP)

 

48,457

 

50,662

 

150,881

 

148,007

 

 

 

 

 

 

 

 

 

 

 

Products & Services

 

 

 

 

 

 

 

 

 

Income (loss) from operations - as reported (GAAP)

 

5,352

 

(48,065

)

25,523

 

(27,676

)

Depreciation & amortization

 

2,628

 

2,472

 

10,197

 

10,163

 

EBITDA (Non-GAAP)

 

7,980

 

(45,593

)

35,720

 

(17,513

)

Further adjustments to calculate Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

Impairment of intangible assets

 

183

 

54,735

 

183

 

54,735

 

Equity-based compensation

 

257

 

375

 

600

 

1,306

 

Severance expenses

 

 

 

 

(24

)

Further adjustments - EBITDA to Adjusted EBITDA

 

440

 

55,110

 

783

 

56,017

 

Adjusted EBITDA (Non-GAAP)

 

8,420

 

9,517

 

36,503

 

38,504

 

 

 

 

 

 

 

 

 

 

 

Corporate & Other

 

 

 

 

 

 

 

 

 

Loss from operations - as reported (GAAP)

 

(24,771

)

(31,523

)

(92,681

)

(113,692

)

Depreciation & amortization

 

1,709

 

1,953

 

7,145

 

7,733

 

EBITDA (Non-GAAP)

 

(23,062

)

(29,570

)

(85,536

)

(105,959

)

Further adjustments to calculate Adjusted EBITDA:

 

 

 

 

 

 

 

 

 

Third-party professional fees

 

3,591

 

6,358

 

12,461

 

32,301

 

Equity-based compensation

 

2,124

 

2,615

 

8,093

 

7,486

 

Acquisition-related expenses

 

510

 

 

510

 

 

Disaster recovery / unclaimed property settlement

 

 

 

(2,221

)

 

Severance expenses

 

 

 

366

 

 

Further adjustments - EBITDA to Adjusted EBITDA

 

6,225

 

8,973

 

19,209

 

39,787

 

Adjusted EBITDA (Non-GAAP)

 

(16,837

)

(20,597

)

(66,327

)

(66,172

)

Total Adjusted EBITDA (Non-GAAP)

 

$

40,040

 

$

39,582

 

$

121,057

 

$

120,339

 

 


 

Table 8

Hanger, Inc.

Indebtedness

(dollars in thousands)

 

 

 

As of December 31,

 

 

 

2018

 

2017

 

Revolving credit facility

 

$

 

$

5,000

 

Term B loan, due 2025

 

501,213

 

 

Term B loan, due 2019

 

 

280,000

 

Seller notes

 

4,506

 

5,912

 

Term loan, due June 2018

 

 

151,875

 

Financing leases and other

 

14,361

 

18,169

 

Total debt before unamortized discount and debt issuance costs

 

520,080

 

460,956

 

Unamortized discount and debt issuance costs, net

 

(9,407

)

(10,692

)

Total debt

 

$

510,673

 

$

450,264

 

 

 

 

 

 

 

Reported as:

 

 

 

 

 

Current portion of long-term debt

 

$

8,583

 

$

4,336

 

Long-term debt

 

502,090

 

445,928

 

Total debt

 

$

510,673

 

$

450,264

 

 

 

 

 

 

 

Net indebtedness:

 

 

 

 

 

Total debt before unamortized discount and debt issuance costs

 

$

520,080

 

$

460,956

 

Cash and cash equivalents

 

(95,114

)

(1,508

)

Net indebtedness

 

$

424,966

 

$

459,448

 

 


 

Table 9

Hanger, Inc.

Key Operating Metrics

 

 

 

For the Three Months
Ended December 31,

 

As of and For the
Twelve Months Ended
December 31,

 

 

 

2018

 

2017

 

2018

 

2017

 

 

 

 

 

 

 

 

 

 

 

Same clinic revenue:

 

 

 

 

 

 

 

 

 

Growth rate on net revenue

 

0.3

%

3.7

%

1.3

%

1.8

%

Growth rate day adjusted (a)

 

0.3

%

3.7

%

0.9

%

2.2

%

 

 

 

 

 

 

 

 

 

 

Clinical locations:

 

 

 

 

 

 

 

 

 

Patient care clinics

 

 

 

 

 

676

 

682

 

Satellite clinics

 

 

 

 

 

104

 

112

 

Total clinical locations

 

 

 

 

 

780

 

794

 

 


(a) Same Clinic Revenue per Day - Same Clinic Revenue per Day normalizes sales for the number of days a clinic was open in each comparable period.  These measures are both non-GAAP and unaudited.