AdCare Health Systems Reports Second Quarter 2013 Results

ATLANTA, Aug. 14, 2013 /PRNewswire/ -- AdCare Health Systems, Inc. (NYSE MKT: ADK), (NYSE MKT: ADK.PA) a leading long-term care provider, reported results for the second quarter and six months ended June 30, 2013.

Financial Highlights

• Revenues, up 20.3% sequentially to $56.4 million
• Loss from operations of $0.2 million
• Adjusted EBITDAR from continuing operations was $4.7 million (see "Use of Non-GAAP Financial Information," below for more information)
• AdCare's financial results included a non-cash derivative charge of $1.9 million compared to a non-cash derivative gain of $352,000 in the second quarter last year (see, "About the Derivative Liability," below for more information)
• Board of Directors declared a quarterly cash dividend payment of $0.68 per share on the Company's 10.875% Series A Cumulative Redeemable Preferred Stock which was paid on July 1, 2013 to holders of record at the close of business on June 20, 2013

"We delivered solid revenue growth from the year ago period for both the second quarter and the first six months of 2013," said AdCare's president and chief executive officer, Boyd P. Gentry. "We are steadily improving operations, reducing expenses, and building a sustainable platform for growth, though this progress during the last six months has been clouded by the non-cash derivative and expenses related to the previously disclosed Audit Committee review and inquiry and the restatement of our financial statements for the first three quarters of 2012. Our EBITDAR trend for the last three quarters demonstrates the progress we are beginning to make, as our Adjusted EBITDAR from continuing operations has reached $4.7 million, compared to $3.9 million in the first quarter, and $2.5 million for the fourth quarter of 2012.  In the last few months, we have significantly revamped our collections process and focused on admissions.  These initiatives have resulted in a lower provision for bad debts from the first quarter to the second quarter. Going forward, we expect to reduce our expense run-rate by nearly $1 million annually, primarily from new fixed-price contracts for certain expenses as well as eliminating some redundancy at the corporate level."

Mr. Gentry added, "In aggregate, we believe the improved admissions process and streamlined expenses should drive solid financial improvements in the coming months, and our initial progress is evident in the sequential improvement in our Adjusted EBITDAR from continuing operations. We expect this trend to continue, and we believe this progress will become even more evident as the non-recurring costs related to the Audit Committee review and inquiry and the restatement process dissipate especially when the non-cash derivative liability no longer impacts our financial statements after October. Today, we believe we have a scalable platform to support our current operations and expected growth. I am proud of the progress we have made, and my confidence in the future of AdCare has never been greater."

Q2 and First Half 2013 Operational Highlights

• In May, Ronald W. Fleming joined AdCare's senior management team as Chief Financial Officer. Most recently Mr. Fleming was CFO for a privately held provider of healthcare services with annual revenue in excess of $200 million. Prior, he was CFO of a healthcare services startup that grew from $15 million to over $100 million in annualized revenue through acquisitions in less than one year.
• On June 30, 2013, the Company executed two sublease arrangements to exit the skilled nursing business in Tybee Island, Georgia. The two skilled nursing facilities had an aggregate of 135 units in service. These two facilities had lackluster financial results and are now reported as discontinued operations.

Q2 and First Half 2013 Summary of Financial Results
Revenues in the second quarter of 2013 were $56.4 million, up 20.3% from $46.9 million in the same year-ago quarter. Revenue for the first six months of 2013 increased by 26.7% to $112.7 million from $88.9 million in 2012. The increase in revenue was primarily due to acquisitions completed since April 1, 2012 as part of AdCare's M&A program. A more detailed discussion and analysis of the Company's performance is available in AdCare's Form 10-Q for the quarter ended June 30, 2013 as filed with the Securities and Exchange Commission.

Inclusive of the $848,000 charge related to the Audit Committee's review and the Company's restatement process, and a non-cash derivative loss of $1.9 million, net loss attributable to AdCare common stockholders in the second quarter of 2013 totaled $7.0 million or $(0.47) per basic and diluted share. This compares to a net loss of $0.2 million, or $(0.02) per basic and diluted share, in the same year-ago quarter, which included a non-cash derivative gain of $352,000. For the first half of 2013, the net loss attributable to AdCare common stockholders was $9.9 million or $(0.67) per basic and diluted share, versus a net loss of $2.5 million or $(0.19) per basic and diluted share in 2012.

"The charge related to the Audit Committee review and the restatement process in the second quarter this year, coupled with the one-time gain in the second quarter last year related to a positive adjustment in vacation accrual expense, resulted in a swing of approximately $1.2 million," commented Mr. Fleming.

Adjusted EBITDAR from continuing operations in the second quarter of 2013 totaled $4.7 million, down 25.4% compared to $6.3 million in the second quarter of 2012 but up 19.6% sequentially compared to the $3.9 million in the first quarter of 2013. Adjusted EBITDAR from continuing operations for the first half of 2013 totaled $8.7 million compared to $9.9 million for the first half of 2012 (see "Use of Non-GAAP Financial Information," below for the definition of Adjusted EBITDA from continuing operations and Adjusted EBITDAR from continuing operations, each, non-GAAP financial measures, as well as an important discussion about the use of these measures and their reconciliation to GAAP net loss, the most directly comparable GAAP financial measure).

Cash and cash equivalents at June 30, 2013 totaled $10.2 million, as compared to $15.9 million at December 31, 2012.

Q2 2013 Total Facility Count
At the end of the second quarter of 2013, the Company, through its subsidiaries, operated or managed 47 facilities comprised of 43 skilled nursing centers, three assisted living residences and one independent living/senior housing facility, with a total of 4,781 beds/units in service. Of these 47 facilities, 26 are owned, nine are leased, 11 are managed for third parties and one is a consolidated variable interest entity. The facilities are located in Alabama, Arkansas, Georgia, Missouri, North Carolina, Ohio, Oklahoma, South Carolina.

Conference Call and Webcast
AdCare will hold a conference call to discuss its second quarter 2013 financial results later today, Wednesday, August 14, 2013 at 4:30 p.m. Eastern time. Management will host the presentation, followed by a question and answer period.

• Date and time: Wednesday, August 14, 2013 at 4:30 p.m. ET
• Dial-in number: 1-877-941-1429 (domestic) or 1-480-629-9857 (internationally)
• Replay number: Dial 1-877-870-5176 (domestic) or 1-858-384-5517 (internationally). Please use passcode 4635683 to access the replay. The replay will be available until September 14, 2013.
• Webcast link: www.adcarehealth.com or http://public.viavid.com/index.php?id=105759.

About the Derivative Liability
The derivative liability is the result of the Company issuing subordinated convertible promissory notes in 2010 that include an anti-dilution provision referred to as a "ratchet" provision. The derivative liability is a non-cash item. The notes are convertible into shares of common stock of the Company at a current conversion price of $3.73 that is subject to future reductions if the Company issues equity instruments at a lower price (the "ratchet" provision). Because there is no minimum conversion price, an indeterminate number of shares may be issued in the future. Accordingly, the Company determined an embedded derivative existed that was required to be bifurcated from the subordinated convertible promissory notes and accounted for separately as a derivative liability recorded at fair value. Pursuant to GAAP, the Company estimates the fair value of the derivative liability using the Black-Scholes Merton option-pricing model with changes in fair value being reported in the condensed consolidated statement of operations.

The Company currently has no plans to issue equity instruments at a price lower than the conversion price of $3.73, which would trigger the ratchet provision. These notes mature in October 2013 at which time the Company will be required to redeem them for cash (unless they are earlier converted into common stock at the option of the holder). Upon conversion to common stock, the debt and derivative liability will be extinguished, the current fair market value of the common stock will be reflected as common stock and additional paid-in capital, and there may be a resulting gain or loss on the debt extinguishment. If not converted to common stock, upon settlement in cash at the date of maturity, the debt and derivative liability will result in a gain on debt extinguishment for the remaining fair value of the derivative.

About AdCare Health Systems
AdCare Health Systems, Inc. (NYSE MKT: ADK) (NYSE MKT: ADK.PA) is a recognized provider of senior living and health care facility management. AdCare owns and manages, long-term care facilities and retirement communities, and since the Company's inception in 1988, its mission has been to provide the highest quality of healthcare services to the elderly through its operating subsidiaries, including a broad range of skilled nursing and sub-acute care services. For more information about AdCare, visit www.adcarehealth.com.

Important Cautions Regarding Forward-Looking Statements
Statements contained in this press release that are not historical facts may be forward-looking statements within the meaning of federal law. Such statements can be identified by the use of forward-looking terminology, such as "believes," "expects," "plans," "intends," "anticipates" and variations of such words or similar expressions, but their absence does not mean that the statement is not forward-looking. Statements in this announcement that are forward-looking include, but are not limited to: (i) statements regarding drivers of operational growth;  (ii) statements regarding expense reductions and expense run-rate; (iii) statements regarding improvements in the admissions process; (iv) statements regarding financial and operational improvements; and (v)  statements regarding the Company's current plans to issue equity instruments. Such forward-looking statements reflect management's beliefs and assumptions and are based upon information currently available to management and involve known and unknown risks, results, performance or achievements of AdCare, which may differ materially from those expressed or implied in such statements. Such factors are identified in the public filings made by AdCare with the Securities and Exchange Commission and include, among others, AdCare's ability to secure lines of credit and/or an acquisition credit facility, AdCare's ability to refinance its current debt on more favorable terms, AdCare's ability to expand its borrowing arrangement with certain existing lenders, AdCare's ability to raise equity capital, AdCare's ability to improve operating results, changes in the health care industry because of political and economic influences, changes in regulations governing the health care industry, changes in reimbursement levels including those under the Medicare and Medicaid programs and changes in the competitive marketplace. There is no assurance that such factors or other factors will not affect the accuracy of such forward-looking statements. Except where required by law, AdCare undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.

In addition, each facility mentioned in this press release is operated by a separate, wholly owned, independent operating subsidiary that has its own management, employees and assets.
References to the consolidated Company and its assets and activities, as well as the use of terms such as "we," "us," "our," and similar verbiage, is not meant to imply that AdCare Health Systems, Inc. has direct operating assets, employees or revenue or that any of the facilities, the home health business or other related businesses are operated by the same entity.

Use of Non-GAAP Financial Information
Beginning with the reporting of results for the first quarter of 2011, the Company began to report the measures of Adjusted EBITDA from continuing operations and Adjusted EBITDAR from continuing operations. These are measures of operating performance that are not calculated in accordance with U.S. generally accepted accounting principles ("GAAP"). The Company defines: (i) "Adjusted EBITDA from continuing operations " as net income (loss) from continuing operations before interest expense, income tax expense; depreciation and amortization (including amortization of non-cash stock-based compensation), acquisition costs (net of gains), loss on extinguishment of debt, derivative loss or gain and other non-routine adjustments; and (ii) "Adjusted EBITDAR from continuing operations" as net income (loss) from continuing operations before interest expense; income tax expense, depreciation and amortization (including amortization of non-cash stock-based compensation), acquisition costs (net of gains), loss on extinguishment of debt, derivative loss and other non-routine adjustments.

Adjusted EBITDA from continuing operations and Adjusted EBITDAR from continuing operations should not be considered in isolation or as a substitute for net income, income from operations or cash flows provided by, or used in, operations as determined in accordance with GAAP. Adjusted EBITDA from continuing operations and Adjusted EBITDAR from continuing operations are used by management to focus on operating performance and management without mixing in items of income and expense that relate to the financing and capitalization of the business, fixed rent or lease payments of facilities, derivative loss or gain, and certain acquisition related charges and other non-routine adjustments.

The Company believes these measures are useful to investors in evaluating the Company's performance, results of operations and financial position for the following reasons:

• They are helpful in identifying trends in the Company's day-to-day performance because the items excluded have little or no significance to the Company's day-to-day operations;
• They provide an assessment of controllable expenses and afford management the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieve optimal financial performance; and
• They provide data that assists management to determine whether or not adjustments to current spending decisions are needed.

AdCare believes that the use of the measures provides a meaningful and consistent comparison of the Company's underlying business between periods by eliminating certain items required by GAAP, which have little or no significance in the Company's day-to-day operations.

SOURCE AdCare Health Systems, Inc.