Aveanna Healthcare Holdings Inc. (NASDAQ: AVAH), a leading,
diversified home care platform focused on providing care to
medically complex, high-cost patient populations, today announced
financial results for the three-month period March 30, 2024.
Jeff Shaner, Chief Executive Officer, commented,
“Our first quarter results reflect the continued positive momentum
at Aveanna, highlighted by revenue and Adjusted EBITDA growth of
5.2% and 22.5% respectively, when compared to the prior year
period. These results are the product of our continued approach to
transform our business with an emphasis on expanding our position
as a leading, value-based homecare provider. We believe enhanced
payor partnerships allow us to further invest in our caregivers and
deliver more care to more patients in need. Additionally, our
revised outlook demonstrates the positive results from our
Strategic Transformation and our continued execution of our
business plans. I want to thank the dedicated team of Aveanna
leaders and caregivers that deliver our mission every day to
patients and families in need.”
Three-Month Periods Ended March 30, 2024 and
April 1, 2023
Revenue was $490.7 million for the three-month
period ended March 30, 2024, as compared to $466.4 million for the
three-month period ended April 1, 2023, an increase of $24.2
million, or 5.2%. The overall increase in revenue was attributable
to a $22.1 million increase in Private Duty Services (“PDS”)
segment revenue and a $3.7 million increase in Medical Solutions
("MS") segment revenue, offset by a $1.5 million decrease in Home
Health & Hospice (“HHH”) segment revenue over the comparable
quarter.
Gross margin was $145.9 million, or 29.7% of
revenue, for the three-month period ended March 30, 2024, as
compared to $144.5 million, or 31.0% of revenue, for the
three-month period ended April 1, 2023, an increase of $1.4
million, or 1.0%.
Net loss was $11.2 million for the first quarter
of 2024, as compared to net loss of $32.0 million for the first
quarter of 2023, primarily attributable to an increase in non-cash
gains on our interest rate derivatives offset by higher income tax
expense. Net loss per diluted share was $(0.06) for the first
quarter of 2024, as compared to net loss per diluted share of
$(0.17) for the first quarter of 2023. Adjusted net loss per
diluted share was $(0.03) for the first quarter of 2024, as
compared to adjusted net loss per diluted share of $(0.05) for the
first quarter of 2023.
Adjusted EBITDA was $34.9 million, or 7.1% of
revenue, for the first quarter of 2024, as compared to $28.5
million, or 6.1% of revenue, for the first quarter of 2023, an
increase of $6.4 million or 22.5%. See "Non-GAAP Financial Measures
- EBITDA and Adjusted EBITDA" below.
Liquidity, Cash Flow, and
Debt
- As of March 30, 2024, we had cash
of $42.6 million and incremental borrowing capacity of $10.0
million under our securitization facility. Our revolver was
undrawn, with approximately $168.2 million of borrowing capacity
and approximately $31.8 million of outstanding letters of
credit.
- 2024 net cash used by operating
activities was $12.0 million. Free cash flow was $(12.7) million
for 2024. See “Non-GAAP Financial Measures - Free cash flow”
below.
- As of March 30, 2024 we had bank debt of $1,477.5 million. Our
interest rate exposure under our credit facilities is currently
hedged with the following instruments:
- $520.0 million notional amount of
interest rate swaps that convert variable rate debt to a fixed
rate, and
- $880.0 million notional amount of
interest rate caps that cap our exposure to SOFR at 2.96%.
Matt Buckhalter, Chief Financial Officer,
commented “I am proud of our Revenue growth of 5.2% and our
Adjusted EBITDA growth of 22.5% as compared to the prior year
period. We managed through our seasonal low quarter of operating
cash outflows at $12 million, and we expect to be operating
cash flow positive for 2024. Furthermore, we have ample liquidity
to invest and grow our business with over $220 million in available
cash. We continue to leverage our growth through strategic
cost reductions and lower overhead while building on the
success of our preferred payor strategy and
Government Affairs rate wins. Based on the strength of first
quarter results and our expectations for the full year, we are
comfortable raising our guidance to Revenue greater than $1,970
million and Adjusted EBITDA greater than $150 million.
I am proud of our Aveanna Teammates who have executed our
business plans in delivering solid growth, great clinical outcomes,
and improved profitability.”
Revised Full Year 2024
Guidance
The following is our updated guidance reflecting
our current expectations for revenue and Adjusted EBITDA for the
full year 2024:
- Revenue of greater than $1,970 million, updated from prior
guidance of revenue of between $1,960 million and $1,980
million
Consistent with prior practice, we are not
providing guidance on net income at this time due to the volatility
of certain required inputs that are not available without
unreasonable efforts, including future fair value adjustments
associated with our interest rate swaps and caps.
- Adjusted EBITDA of greater than
$150 million, updated from prior guidance of Adjusted EBITDA
between $146 million and $150 million
Non-GAAP Financial Measures
In addition to our results of operations
prepared in accordance with U.S. generally accepted accounting
principles (“GAAP”), we also evaluate our financial performance
using EBITDA, Adjusted EBITDA, Field contribution, Field
contribution margin, Adjusted net income or loss, Adjusted net
income or loss per diluted share, and Free cash flow. Given our
determination of adjustments in arriving at our computations, these
non-GAAP measures have limitations as analytical tools and should
not be considered in isolation or as substitutes or alternatives to
net income or loss, revenue, operating income or loss, cash flows
from operating activities, total indebtedness or any other
financial measures calculated in accordance with GAAP. The
reconciliations of these non-GAAP financial measures to their most
directly comparable GAAP measures are included in the financial
tables below.
EBITDA and Adjusted EBITDA
EBITDA and Adjusted EBITDA are non-GAAP
financial measures and are not intended to replace financial
performance measures determined in accordance with GAAP, such as
net income or loss. Rather, we present EBITDA and Adjusted EBITDA
as supplemental measures of our performance. We define EBITDA as
net income or loss before interest expense, net; income tax benefit
(expense); and depreciation and amortization. We define Adjusted
EBITDA as EBITDA, adjusted for the impact of certain other items
that are either non-recurring, infrequent, non-cash, unusual, or
items deemed by management to not be indicative of the performance
of our core operations, including impairments of goodwill,
intangible assets, and other long-lived assets; non-cash,
share-based compensation; loss on extinguishment of debt; fees
related to debt modifications; the effect of interest rate
derivatives; acquisition-related and integration costs; legal costs
and settlements associated with acquisition matters; restructuring
costs; other legal matters; and other system transition costs,
professional fees and other costs. As non-GAAP financial measures,
our computations of EBITDA and Adjusted EBITDA may vary from
similarly termed non-GAAP financial measures used by other
companies, making comparisons with other companies on the basis of
this measure impracticable.
We believe our computations of EBITDA and
Adjusted EBITDA are helpful in highlighting trends in our core
operating performance. In determining which adjustments are made to
arrive at EBITDA and Adjusted EBITDA, we consider both (1) certain
non-recurring, infrequent, non-cash or unusual items, which can
vary significantly from year to year, as well as (2) certain other
items that may be recurring, frequent, or settled in cash but which
we do not believe are indicative of our core operating performance.
We use EBITDA and Adjusted EBITDA to assess operating performance
and make business decisions.
We have incurred substantial acquisition-related
costs and integration costs. The underlying acquisition activities
take place over a defined timeframe, have distinct project
timelines and are incremental to activities and costs that arise in
the ordinary course of our business. Therefore, we believe it is
important to exclude these costs from our Adjusted EBITDA because
it provides us a normalized view of our core, ongoing operations
after integrating our acquired companies, which we believe is an
important measure in assessing our performance.
Field contribution and Field contribution
margin
Field contribution and Field contribution margin
are non-GAAP financial measures and are not intended to replace
financial performance measures determined in accordance with GAAP,
such as gross margin and gross margin percentage. Rather, we
present Field contribution and Field contribution margin as
supplemental measures of our performance. We define Field
contribution as gross margin less branch and regional
administrative expenses. Field contribution margin is Field
contribution as a percentage of revenue. As non-GAAP financial
measures, our computations of Field contribution and Field
contribution margin may vary from similarly termed non-GAAP
financial measures used by other companies, making comparisons with
other companies on the basis of these measures impracticable.
Field contribution and Field contribution margin
have limitations as analytical tools and should not be considered
in isolation or as substitutes or alternatives to gross margin,
gross margin percentage, net income or loss, revenue, operating
income or loss, cash flows from operating activities, total
indebtedness or any other financial measures calculated in
accordance with GAAP.
Management believes Field contribution and Field
contribution margin are helpful in highlighting trends in our core
operating performance and evaluating trends in our branch and
regional results, which can vary from year to year. We use Field
contribution and Field contribution margin to make business
decisions and assess the operating performance and results
delivered by our core field operations, prior to corporate and
other costs not directly related to our field operations. These
metrics are also important because they guide us in determining
whether or not our branch and regional administrative expenses are
appropriately sized to support our caregivers and direct patient
care operations. Additionally, Field contribution and Field
contribution margin determine how effective we are in managing our
field supervisory and administrative costs associated with
supporting our provision of services and sale of products.
Adjusted net loss and Adjusted net loss per
diluted share
Adjusted net loss represents net loss as
adjusted for the impact of GAAP income tax, goodwill, intangible
and other long-lived asset impairment charges, non-cash share-based
compensation expense, loss on extinguishment of debt, interest rate
derivatives, acquisition-related costs, integration costs, legal
costs, restructuring costs, other legal matters, other system
transition costs, professional fees and certain other miscellaneous
items on a pre-tax basis. Adjusted net loss includes a provision
for income taxes derived utilizing a combined statutory tax rate.
The combined statutory tax rate is our estimate of our long-term
tax rate. The most comparable GAAP measure is net loss.
Adjusted net loss per diluted share represents
adjusted net loss on a per diluted share basis using the
weighted-average number of diluted shares outstanding for the
period. The most comparable GAAP measure is net loss per share,
diluted.
Adjusted net loss and adjusted net loss per
diluted share are important to us because they allow us to assess
financial results, exclusive of the items mentioned above that are
not operational in nature or comparable to those of our
competitors.
Free cash flow
Free cash flow is a liquidity measure that
represents operating cash flow, adjusted for the impact of
purchases of property, equipment and software, principal payments
on term loans, notes payable and financing leases, and settlements
with swap counterparties. The most comparable GAAP measure is cash
flow from operations.
We believe free cash flow is helpful in
highlighting the cash generated or used by the Company, after
taking into consideration mandatory payments on term loans, notes
payable and financing leases, as well as cash needed for
non-acquisition related capital expenditures, and cash paid to or
received from derivative counterparties.
Conference Call
Aveanna will host a conference call on Thursday,
May 9, 2024, at 10:00 a.m. Eastern Time to discuss our first
quarter results. The conference call can be accessed live over the
phone by dialing 1-877-407-0789, or for international callers,
1-201-689-8562. A telephonic replay of the conference call will be
available until May 16, 2024, by dialing 1-844-512-2921, or for
international callers, 1-412-317-6671. The passcode for the replay
is 13740762. A live webcast of our conference call will also be
available under the Investor Relations section of our website:
https://ir.aveanna.com/. The online replay will also be available
for one week following the call.
Forward-Looking Statements
Certain matters discussed in this press release
constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. All statements
(other than statements of historical facts) in this press release
regarding our prospects, plans, financial position, business
strategy and expected financial and operational results may
constitute forward-looking statements. Forward-looking statements
generally can be identified by the use of terminology such as
“believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,”
“seek,” “will,” “may,” “should,” “would,” “predict,” “project,”
“potential,” “continue,” “could,” “design,” or the negatives of
these terms or variations of them or similar expressions. These
statements are based on certain assumptions that we have made in
light of our experience in the industry as well as our perceptions
of historical trends, current conditions, expected future
developments and other factors we believe are appropriate in these
circumstances. These forward-looking statements are based on our
current expectations and beliefs concerning future developments and
their potential effect on us. Forward-looking statements involve a
number of risks and uncertainties that may cause actual results to
differ materially from those expressed or implied by such
forward-looking statements, such as our ability to successfully
execute our growth strategy, including through organic growth and
the completion of acquisitions, effective integration of the
companies we acquire, unexpected costs of acquisitions and
dispositions, the possibility that expected cost synergies may not
materialize as expected, the failure of Aveanna or the companies we
acquire to perform as expected, estimation inaccuracies in revenue
recognition, our ability to drive margin leverage through lower
costs, unexpected increases in SG&A and other expenses, changes
in reimbursement, changes in government regulations, changes in
Aveanna’s relationships with referral sources, increased
competition for Aveanna’s services or wage inflation, the failure
to retain or attract employees, changes in the interpretation of
government regulations or discretionary determinations made by
government officials, uncertainties regarding the outcome of rate
discussions with managed care organizations and our ability to
effectively collect our cash from these organizations, changes in
the case-mix of our patients, as well as the payor mix and payment
methodologies, legal proceedings, claims or governmental inquiries,
our ability to effectively collect and submit data required under
Electronic Visit Verification regulations, our ability to comply
with the terms and conditions of the CMS Review Choice
Demonstration program, our ability to effectively implement and
transition to new electronic medical record systems or billing and
collection systems, a failure to maintain the security and
functionality of our information systems or to defend against or
otherwise prevent a cybersecurity attack or breach, changes in tax
rates, our substantial indebtedness, the impact of adverse weather,
the impact to our business operations, and other risks set
forth under the heading “Risk Factors” in Aveanna’s Annual Report
on Form 10-K for its 2023 fiscal year filed with the Securities and
Exchange Commission on March 14, 2024, which is available
at www.sec.gov. In addition, these forward-looking statements
necessarily depend upon assumptions, estimates and dates that may
prove to be incorrect or imprecise. Accordingly, forward-looking
statements included in this press release do not purport to be
predictions of future events or circumstances, and actual results
may differ materially from those expressed by forward-looking
statements. All forward-looking statements speak only as of the
date made, and Aveanna undertakes no obligation to update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
law.
About Aveanna Healthcare
Aveanna Healthcare is headquartered in Atlanta,
Georgia and has locations in 33 states providing a broad range of
pediatric and adult healthcare services including nursing,
rehabilitation services, occupational nursing in schools, therapy
services, day treatment centers for medically fragile and
chronically ill children and adults, home health and hospice
services, as well as delivery of enteral nutrition and other
products to patients. The Company also provides case management
services in order to assist families and patients by coordinating
the provision of services between insurers or other payers,
physicians, hospitals, and other healthcare providers. In addition,
the Company provides respite healthcare services, which are
temporary care provider services provided in relief of the
patient’s normal caregiver. The Company’s services are designed to
provide a high quality, lower cost alternative to prolonged
hospitalization. For more information, please
visit www.aveanna.com.
Cash Flow and Information about
Indebtedness
The following table sets forth a summary of our
cash flows from operating, investing, and financing activities for
the periods presented:
|
For the three-month periods ended |
|
(dollars in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Net cash (used in) provided by operating activities |
$ |
(11,972 |
) |
$ |
7,495 |
|
Net cash used in investing activities |
$ |
(1,308 |
) |
$ |
(4,800 |
) |
Net cash provided by financing activities |
$ |
11,945 |
|
$ |
12,521 |
|
Cash and cash equivalents at beginning of period |
$ |
43,942 |
|
$ |
19,217 |
|
Cash and cash equivalents at end of period |
$ |
42,607 |
|
$ |
34,433 |
|
The following table presents our long-term
indebtedness as of March 30, 2024:
(dollars in thousands) |
|
|
|
|
Instrument |
Interest Rate |
|
March 30, 2024 |
|
2021 Extended Term Loan (1) |
S + 3.75% |
|
$ |
897,450 |
|
Second Lien Term Loan (1) |
S + 7.00% |
|
|
415,000 |
|
Revolving Credit Facility (1) |
S + 3.75% |
|
|
- |
|
Securitization Facility |
S + 3.50% |
|
|
165,000 |
|
Total indebtedness |
|
|
$ |
1,477,450 |
|
(1) S = Greater of 0.50% or one-month SOFR, plus a CSA |
|
|
|
|
Results of Operations
The following table summarizes our consolidated
results of operations for the periods indicated (amounts in
thousands, except per share data):
|
For the three-month periods ended |
|
|
March 30, 2024 |
|
April 1, 2023 |
|
Revenue |
$ |
490,653 |
|
$ |
466,413 |
|
Cost of revenue, excluding depreciation and amortization |
|
344,799 |
|
|
321,948 |
|
Branch and regional administrative expenses |
|
87,914 |
|
|
91,708 |
|
Corporate expenses |
|
29,842 |
|
|
30,935 |
|
Depreciation and amortization |
|
2,912 |
|
|
4,041 |
|
Acquisition-related costs |
|
- |
|
|
70 |
|
Other operating expense |
|
2,320 |
|
|
72 |
|
Operating income |
|
22,866 |
|
|
17,639 |
|
Interest income |
|
102 |
|
|
75 |
|
Interest expense |
|
(39,647 |
) |
|
(35,958 |
) |
Other income (expense) |
|
18,169 |
|
|
(12,188 |
) |
Income (loss) before income taxes |
|
1,490 |
|
|
(30,432 |
) |
Income tax expense |
|
(12,662 |
) |
|
(1,566 |
) |
Net loss |
$ |
(11,172 |
) |
$ |
(31,998 |
) |
Net loss per share: |
|
|
|
|
Net loss per share, basic and diluted |
$ |
(0.06 |
) |
$ |
(0.17 |
) |
Weighted average shares of common stock outstanding, basic and
diluted |
|
192,241 |
|
|
189,054 |
|
The following tables summarize our consolidated
key performance measures, including Field contribution and Field
contribution margin, which are non-GAAP measures, for the periods
indicated:
|
For the three-month periods ended |
|
(dollars in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Change |
|
% Change |
|
Revenue |
$ |
490,653 |
|
$ |
466,413 |
|
$ |
24,240 |
|
|
5.2 |
% |
Cost of revenue, excluding depreciation and amortization |
|
344,799 |
|
|
321,948 |
|
|
22,851 |
|
|
7.1 |
% |
Gross margin |
$ |
145,854 |
|
$ |
144,465 |
|
$ |
1,389 |
|
|
1.0 |
% |
Gross margin percentage |
|
29.7 |
% |
|
31.0 |
% |
|
|
|
|
Branch and regional administrative expenses |
|
87,914 |
|
|
91,708 |
|
|
(3,794 |
) |
|
-4.1 |
% |
Field contribution |
$ |
57,940 |
|
$ |
52,757 |
|
$ |
5,183 |
|
|
9.8 |
% |
Field contribution margin |
|
11.8 |
% |
|
11.3 |
% |
|
|
|
|
Corporate expenses |
$ |
29,842 |
|
$ |
30,935 |
|
$ |
(1,093 |
) |
|
-3.5 |
% |
As a percentage of revenue |
|
6.1 |
% |
|
6.6 |
% |
|
|
|
|
Operating income |
$ |
22,866 |
|
$ |
17,639 |
|
$ |
5,227 |
|
|
29.6 |
% |
As a percentage of revenue |
|
4.7 |
% |
|
3.8 |
% |
|
|
|
|
The following tables summarize our key
performance measures by segment for the periods indicated:
|
PDS |
|
|
|
For the three-month periods ended |
|
|
(dollars and hours in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Change |
|
% Change |
|
|
Revenue |
$ |
395,009 |
|
$ |
372,947 |
|
$ |
22,062 |
|
|
5.9 |
% |
|
Cost of revenue, excluding depreciation and amortization |
|
294,874 |
|
|
268,763 |
|
|
26,111 |
|
|
9.7 |
% |
|
Gross margin |
$ |
100,135 |
|
$ |
104,184 |
|
$ |
(4,049 |
) |
|
-3.9 |
% |
|
Gross margin percentage |
|
25.4 |
% |
|
27.9 |
% |
|
|
|
-2.5 |
% |
(4) |
Hours |
|
10,264 |
|
|
9,783 |
|
|
481 |
|
|
4.9 |
% |
|
Revenue rate |
$ |
38.48 |
|
$ |
38.12 |
|
$ |
0.36 |
|
|
1.0 |
% |
(1) |
Cost of revenue rate |
$ |
28.73 |
|
$ |
27.47 |
|
$ |
1.26 |
|
|
4.8 |
% |
(2) |
Spread rate |
$ |
9.76 |
|
$ |
10.65 |
|
$ |
(0.89 |
) |
|
-8.8 |
% |
(3) |
|
|
|
|
|
|
|
|
|
|
|
HHH |
|
|
|
For the three-month periods ended |
|
|
(dollars and admissions/episodes in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Change |
|
% Change |
|
|
Revenue |
$ |
54,613 |
|
$ |
56,126 |
|
$ |
(1,513 |
) |
|
-2.7 |
% |
|
Cost of revenue, excluding depreciation and amortization |
|
25,639 |
|
|
31,095 |
|
|
(5,456 |
) |
|
-17.5 |
% |
|
Gross margin |
$ |
28,974 |
|
$ |
25,031 |
|
$ |
3,943 |
|
|
15.8 |
% |
|
Gross margin percentage |
|
53.1 |
% |
|
44.6 |
% |
|
|
|
8.5 |
% |
(4) |
Home health total admissions (5) |
|
10.1 |
|
|
11.7 |
|
|
(1.6 |
) |
|
-13.7 |
% |
|
Home health episodic admissions (6) |
|
7.6 |
|
|
8.0 |
|
|
(0.4 |
) |
|
-5.0 |
% |
|
Home health total episodes (7) |
|
12.1 |
|
|
11.9 |
|
|
0.2 |
|
|
1.7 |
% |
|
Home health revenue per completed episode (8) |
$ |
3,070 |
|
$ |
2,969 |
|
$ |
101 |
|
|
3.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
MS |
|
|
|
For the three-month periods ended |
|
|
(dollars and UPS in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Change |
|
% Change |
|
|
Revenue |
$ |
41,031 |
|
$ |
37,340 |
|
$ |
3,691 |
|
|
9.9 |
% |
|
Cost of revenue, excluding depreciation and amortization |
|
24,286 |
|
|
22,090 |
|
|
2,196 |
|
|
9.9 |
% |
|
Gross margin |
$ |
16,745 |
|
$ |
15,250 |
|
$ |
1,495 |
|
|
9.8 |
% |
|
Gross margin percentage |
|
40.8 |
% |
|
40.8 |
% |
|
|
|
0.0 |
% |
(4) |
Unique patients served (“UPS”) |
|
92 |
|
|
85 |
|
|
7 |
|
|
8.2 |
% |
|
Revenue rate |
$ |
445.99 |
|
$ |
439.29 |
|
$ |
6.70 |
|
|
1.7 |
% |
(1) |
Cost of revenue rate |
$ |
263.98 |
|
$ |
259.88 |
|
$ |
4.10 |
|
|
1.7 |
% |
(2) |
Spread rate |
$ |
182.01 |
|
$ |
179.41 |
|
$ |
2.60 |
|
|
1.6 |
% |
(3) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Represents the period over period
change in revenue rate, plus the change in revenue rate
attributable to the change in volume.
- Represents the period over period
change in cost of revenue rate, plus the change in cost of revenue
rate attributable to the change in volume.
- Represents the period over period
change in spread rate, plus the change in spread rate attributable
to the change in volume.
- Represents the change in margin
percentage year over year (or quarter over quarter).
- Represents home health episodic and
fee-for-service admissions.
- Represents home health episodic
admissions.
- Represents episodic admissions and
recertifications.
- Represents Medicare revenue per
completed episode.
The following table reconciles gross margin and
gross margin percentage to Field contribution and Field
contribution margin:
|
For the three-month periods ended |
|
(dollars in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Gross margin |
$ |
145,854 |
|
$ |
144,465 |
|
Branch and regional administrative expenses |
|
87,914 |
|
|
91,708 |
|
Field contribution |
$ |
57,940 |
|
$ |
52,757 |
|
Revenue |
$ |
490,653 |
|
$ |
466,413 |
|
Field contribution margin |
|
11.8 |
% |
|
11.3 |
% |
The following table reconciles net loss to
EBITDA and Adjusted EBITDA:
|
|
For the three-month periods ended |
|
(dollars in thousands) |
|
March 30, 2024 |
|
April 1, 2023 |
|
Net loss |
|
$ |
(11,172 |
) |
$ |
(31,998 |
) |
Interest expense, net |
|
|
39,545 |
|
|
35,883 |
|
Income tax expense |
|
|
12,662 |
|
|
1,566 |
|
Depreciation and amortization |
|
|
2,912 |
|
|
4,041 |
|
EBITDA |
|
|
43,947 |
|
|
9,492 |
|
Goodwill, intangible and other long-lived asset impairment |
|
|
2,320 |
|
|
68 |
|
Non-cash share-based compensation |
|
|
4,081 |
|
|
2,442 |
|
Interest rate derivatives (1) |
|
|
(17,918 |
) |
|
11,922 |
|
Acquisition-related costs (2) |
|
|
- |
|
|
70 |
|
Integration costs (3) |
|
|
299 |
|
|
1,133 |
|
Legal costs and settlements associated with acquisition matters
(4) |
|
|
402 |
|
|
304 |
|
Restructuring (5) |
|
|
1,470 |
|
|
2,127 |
|
Other legal matters (6) |
|
|
1,095 |
|
|
- |
|
Other system transition costs, professional fees and other (7) |
|
|
(813 |
) |
|
923 |
|
Total adjustments |
|
$ |
(9,064 |
) |
$ |
18,989 |
|
Adjusted EBITDA |
|
$ |
34,883 |
|
$ |
28,481 |
|
The following table reconciles net loss to
adjusted net loss and presents adjusted net loss per diluted
share:
|
For the three-month periods ended |
|
(dollars in thousands, except share and per share data) |
March 30, 2024 |
|
April 1, 2023 |
|
Net loss |
$ |
(11,172 |
) |
$ |
(31,998 |
) |
Income tax expense |
|
12,662 |
|
|
1,566 |
|
Goodwill, intangible and other long-lived asset impairment |
|
2,320 |
|
|
68 |
|
Non-cash share-based compensation |
|
4,081 |
|
|
2,442 |
|
Interest rate derivatives (1) |
|
(17,918 |
) |
|
11,922 |
|
Acquisition-related costs (2) |
|
- |
|
|
70 |
|
Integration costs (3) |
|
299 |
|
|
1,133 |
|
Legal costs and settlements associated with acquisition matters
(4) |
|
402 |
|
|
304 |
|
Restructuring (5) |
|
1,470 |
|
|
2,127 |
|
Other legal matters (6) |
|
1,095 |
|
|
- |
|
Other system transition costs, professional fees and other (7) |
|
(813 |
) |
|
923 |
|
Total adjustments |
|
3,598 |
|
|
20,555 |
|
Adjusted pre-tax net loss |
|
(7,574 |
) |
|
(11,443 |
) |
Income tax expense on adjusted pre-tax loss (8) |
|
1,894 |
|
|
2,861 |
|
Adjusted net loss |
$ |
(5,680 |
) |
$ |
(8,582 |
) |
Weighted average shares outstanding, diluted |
|
192,241 |
|
|
189,054 |
|
Adjusted net loss per diluted share (9) |
$ |
(0.03 |
) |
$ |
(0.05 |
) |
The following footnotes are applicable to tables
above that reconcile (i) net loss to EBITDA and Adjusted EBITDA and
(ii) net loss to adjusted net loss.
- Represents valuation adjustments
and settlements associated with interest rate derivatives that are
not included in interest expense, net. Such items are included in
other income.
- Represents transaction costs
incurred in connection with planned, completed, or terminated
acquisitions, which include investment banking fees, legal
diligence and related documentation costs, and finance and
accounting diligence and documentation, as presented on the
Company’s consolidated statements of operations.
- Represents (i) costs associated
with our Integration Management Office, which focuses on our
integration efforts and transformational projects such as systems
conversions and implementations, material cost reduction and
restructuring projects, among other things, of $0.3 million and
$0.4 million for the three-month periods ended March 30, 2024 and
April 1, 2023, respectively; and (ii) transitionary costs incurred
to integrate acquired companies into our field and corporate
operations of $0.0 million and $0.7 million for the three-month
periods ended March 30, 2024 and April 1, 2023, respectively.
Transitionary costs incurred to integrate acquired companies
include IT consulting costs and related integration support costs;
salary, severance and retention costs associated with duplicative
acquired company personnel until such personnel are exited from the
Company; accounting, legal and consulting costs; expenses and
impairments related to the closure and consolidation of overlapping
markets of acquired companies, including lease termination and
relocation costs; costs associated with terminating legacy acquired
company contracts and systems; and one-time costs associated with
rebranding our acquired companies and locations to the Aveanna
brand.
- Represents legal and forensic
costs, as well as settlements associated with resolving legal
matters arising during or as a result of our acquisition-related
activities. This primarily includes costs of $0.4 million and $0.1
million for the three-month periods ended March 30, 2024 and April
1, 2023, respectively, to comply with the U.S. Department of
Justice, Antitrust Division’s grand jury subpoena related to nurse
wages and hiring activities in certain of our markets, in
connection with a terminated transaction.
- Represents costs associated with
restructuring our branch and regional administrative footprint as
well as our corporate overhead infrastructure costs in order to
appropriately size our resources to current volumes, including: (i)
branch and regional salary and severance costs; (ii) corporate
salary and severance costs; and (iii) rent and lease termination
costs associated with the closure of certain office locations.
Restructuring costs also include compensation, severance and
related benefits costs associated with an executive transition plan
initiated in the first quarter of 2024.
- Represents activity related to
accrued legal settlements and the related costs and expenses
associated with certain judgments and arbitration awards rendered
against the Company where certain insurance coverage is in
dispute.
- Represents (i) costs associated
with the implementation of, and transition to, new electronic
medical record systems, billing and collection systems, duplicative
system costs while such transformational projects are in-process,
and other system transition costs of $0.7 million for the
three-month period ended April 1, 2023, there were no such costs
incurred in the three-month period ended March 30, 2024; (ii)
professional fees associated with preparation for Sarbanes-Oxley
compliance of $0.5 million for the three-month period ended April
1, 2023, there were no such expenses recorded during the
three-month-period ended March 30, 2024; (iii) other costs or
(income) that are either non-cash or non-core to the Company’s
ongoing operations of $(0.8) million and $(0.3) million for the
three-month periods ended March 30, 2024 and April 1, 2023,
respectively.
- Derived utilizing a combined
statutory rate of 25% for the for the three-month periods ended
March 30, 2024, and April 1, 2023, respectively, and applied to the
respective adjusted pre-tax loss.
- Adjustments used to reconcile net
loss per diluted share on a GAAP basis to adjusted net loss per
diluted share are comprised of the same adjustments, inclusive of
the tax impact, used to reconcile net loss to adjusted net loss
divided by the weighted-average diluted shares outstanding during
the period.
The table below reflects the increase or
decrease, and aggregate impact, to the line items included on our
consolidated statements of operations based upon the adjustments
used in arriving at Adjusted EBITDA from EBITDA for the periods
indicated.
|
For the three-month periods ended |
|
(dollars in thousands) |
March 30, 2024 |
|
April 1, 2023 |
|
Cost of revenue, excluding depreciation and amortization |
$ |
95 |
|
$ |
145 |
|
Branch and regional administrative expenses |
|
1,312 |
|
|
1,641 |
|
Corporate expenses |
|
5,378 |
|
|
4,874 |
|
Acquisition-related costs |
|
- |
|
|
70 |
|
Other operating expense |
|
2,320 |
|
|
- |
|
Other income (expense) |
|
(18,169 |
) |
|
12,259 |
|
Total adjustments |
$ |
(9,064 |
) |
$ |
18,989 |
|
The following table reconciles the net cash used
in operating activities to free cash flow:
|
|
For the three-month period ended |
|
(dollars in thousands) |
|
March 30, 2024 |
|
Net cash used in operating activities |
|
|
(11,972 |
) |
Purchases of property and equipment, and software |
|
|
(1,308 |
) |
Principal payments of term loans |
|
|
(2,300 |
) |
Principal payments of notes payable and financing lease
obligations |
|
|
(1,448 |
) |
Settlements with swap counterparties |
|
|
4,344 |
|
Free cash flow |
|
$ |
(12,684 |
) |
Investor Contact
Matt Buckhalter Chief Financial Officer
Ir@aveanna.com
Aveanna Healthcare (NASDAQ:AVAH)
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