8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 31, 2008
BioScrip, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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0-28740
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05-0489664 |
(State or Other Jurisdiction of
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(Commission
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(IRS Employer |
Incorporation)
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File Number)
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Identification No.) |
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100 Clearbrook Road, Elmsford, New York
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10523 |
(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code (914) 460-1600
(Former Name or Former Address, if Changed Since Last Report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240-14d-2(b)).
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
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Item 2.02 |
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Results of Operations and Financial Condition. |
On July 31, 2008, BioScrip, Inc. issued a press release reporting its financial results for
the three and six months ended June 30, 2008. A copy of that press release is furnished with this
Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The press release includes certain non-GAAP financial measures as described therein. As
required by Regulation G, a reconciliation between any non-GAAP financial measures presented and
the most directly comparable GAAP financial measures is also provided.
As provided in General Instruction B.2 to Form 8-K, the information furnished in this Item
2.02 and in Exhibit 99.1 hereto shall not be deemed filed for purposes of Section 18 of the
Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference
in any filing with the Securities and Exchange Commission, except as shall be expressly provided by
specific reference in such filing.
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Item 9.01 |
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Financial Statements and Exhibits. |
(c) Exhibits. The following information is furnished as an exhibit to this Current Report:
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Exhibit No. |
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Description of Exhibit |
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99.1
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Press Release dated July 31, 2008. |
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 duly authorized.
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Date: July 31, 2008 |
BIOSCRIP, INC.
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By: |
/s/ Barry A. Posner
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Barry A. Posner, |
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Executive Vice President, Secretary
and General Counsel |
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3
EX-99.1
Exhibit 99.1
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Contact: |
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Craig Allison
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Lisa M. Wilson |
Director, Corporate Communications
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In-Site Communications |
Tel: (914) 460-1636
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Tel: (917) 543-9932 |
callison@BioScrip.com
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lwilson@insitecony.com |
BIOSCRIP, INC. REPORTS 2008 SECOND QUARTER EARNINGS
REVENUES OF $348.4 MILLION; EPS OF $0.04; SPECIALTY SERVICES UP 25.3%
FOR IMMEDIATE RELEASE
ELMSFORD, N.Y.(BUSINESS WIRE)July 31, 2008BioScrip, Inc. (Nasdaq: BIOS)
today reported net income for the quarter ended June 30, 2008 of $1.6 million,
or $0.04 per diluted share, on revenues of $348.4 million, compared to $0.5
million, or $0.01 per diluted share, on revenues of $294.7 in the second
quarter of 2007.
Second Quarter Highlights
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Consolidated revenues of $348.4 million, an 18.2% increase over
the same period last year. |
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Operating profit of $3.4 million. |
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EBITDAO (earnings before interest, taxes, depreciation,
amortization and option expense) of $5.9 million. |
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Specialty Services revenue of $298.2 million, an increase of
25.3% over the prior year. |
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Gross profit of $35.7 million, or 10.3% of total revenue,
compared to $32.9 million, or 11.2% of total revenue, for the same period
of 2007. |
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Operating expenses as a percentage of revenue decreased to 9.3%
from 10.3% |
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over the same period a year ago. |
Richard H. Friedman, BioScrips Chairman and Chief Executive Officer, stated,
Our second quarter results, including a $3.2 million sequential increase in
quarterly operating income, demonstrate our positive sales growth trends and
the significant progress we have made toward improving our operating
performance.
As we work to evolve the paradigm under which patients receive care for chronic
conditions, we remain confident in the strength of our market position and the
demand for our products and services among pharmaceutical manufacturers and
healthcare payors. We are also encouraged by the initial market response to
our stand-alone specialty services programs that allow us to leverage our core
specialty operational and sales infrastructures while providing higher margins
as compared to drug distribution, concluded Friedman.
The Company also reported that it has decided not to re-sign the new CAP
contract with CMS for the 2009 renewal term and plans to exit the program upon
expiration of the current agreement at the end of 2008. The Company believes
that the proposed terms of the new CAP contract present an unacceptable short-
and long-term profit risk to our business. In addition, the Company recently
received notification from Aetna that our pharmacy network participation
agreements with it will be terminated in the fourth quarter of 2008 as they
internalize this distribution function. Revenues from Aetna are approximately
$27.0 million annually. Management projects that the lost operating
income
associated with this contract will be offset by the favorable impact of exiting
the CAP business and by cost savings initiatives expected to reduce expense
during the second half of the year.
Additionally, the Company is closely following the activities surrounding the
State of Californias reductions to Medi-Cals pharmacy reimbursement. As of
the date of this release, the Company remains a participating Medi-Cal provider
and the long-term status of these reductions is uncertain. Less than 2% of
BioScrips sales are derived from this program.
During the quarter, BioScrip continued to make progress in upgrading its
technology systems infrastructure and new systems implementation and
anticipates that its first store will go online on September 1, 2008.
Additional stores are planned in the fourth quarter with full implementation by
June 30, 2009.
Results of Operations
Total revenue for the second quarter 2008 was $348.4 million compared to $294.7
million for the same period a year ago.
Second quarter 2008 Specialty Services revenue was $298.2 million, an increase
of $60.2 million, or 25. 3% over the prior year, due primarily to additional
revenues associated with payor and manufacturer contracting, preferred
distribution arrangements with
manufacturers, price increases driven by drug
acquisition cost increases, and CAP revenue.
Second quarter 2008 PBM Services revenue was $50.3 million, a decrease of $6.5
million, or 11.4%, as compared to the second quarter of 2007. The decline in
revenue is primarily due to the loss of previously reported PBM customers.
Gross profit for the second quarter 2008 was $35.7 million, or 10.3% of total
revenue, compared to $32.9 million, or 11.2% of total revenue, for the same
period of 2007. The gross margin rate as a percentage of revenue decreased
primarily due to a payor business mix, and the reduced profitability of the CAP
business. The second quarter of 2007 also included a favorable settlement of
previously reserved contractual allowances which favorably affected margins by
0.4%.
Second quarter 2008 operating expenses increased $2.0 million to $32.4 million,
or 9.3% of total revenue from $30.4 million, or 10.3% of total revenue for the
second quarter of 2007. The increase was primarily due to additional SG&A in
support of the Companys growth, which was partially offset by lower bad debt
expense as a result of improved credit and collection efforts.
Six-Month Period Reported Results
For the six-month period ended June 30, 2008, net income was $1.1 million, or
$0.03 per share compared to a net loss of $0.9 million, or $0.02 per share in
the same period a year ago. Revenues increased 14.4% to $675.9 million for the
six-month period ended June
30, 2008 from $591.0 million reported in the same
period of last year.
Conference Call Information
BioScrip will host a conference call to discuss second quarter 2008 financial
results on Thursday, July 31, at 10:00 a.m. ET. Interested parties may
participate in the conference call by dialing 888-214-7562 (US), or
415-537-1802 (International), 5-10 minutes prior to the start of the call. A
replay of the conference call will be available from 12:00 p.m. ET on July 31,
through 12:00 p.m. ET on August 6, by dialing 800-633-8284 (US), or
402-977-9140 (International), and entering reservation #21389016. An audio
webcast and archive of the conference call will also be available under the
investor relations section of the BioScrip website,
www.bioscrip.com.
About BioScrip, Inc.
BioScrip, Inc. (www.bioscrip.com) (Nasdaq: BIOS) is a specialty pharmaceutical
health care organization that partners with patients, physicians, health care
payors and pharmaceutical manufacturers to provide access to medications and
management solutions to optimize outcomes for chronic and other complex health
care conditions.
Forward Looking Statements
This press release may contain statements which constitute forward looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995, including statements regarding, among other things, the intent, belief
or current expectations of the Company, its directors, or its officers with
respect to the future operating performance,
the profitability or lack of
profitability of certain customers, and the achievement of cost savings
initiatives of the Company. Investors are cautioned that any such forward
looking statements are not guarantees of future performance and involve risks
and uncertainties, and that actual results may differ materially from those in
the forward looking statements as a result of various factors. Important
factors that could cause such differences are described in the Companys
periodic filings with the Securities and Exchange Commission.
Earnings before interest, taxes, depreciation, amortization, and option expense
(EBITDAO) is a non-GAAP financial measure as defined under U.S. Securities
and Exchange Commission Regulation G. As required by Regulation G, BioScrip has
provided on Schedule 2 a reconciliation of this measure to the most comparable
GAAP financial measure. The non-GAAP measure presented provides important
insight into the ongoing operations and a meaningful benchmark to evidence the
Companys trend towards a return to profitability.
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BIOSCRIP, INC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SCHEDULE 1
(in thousands, except for share amounts)
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June 30, |
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December 31, |
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2008 |
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2007 |
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(unaudited) |
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ASSETS |
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Current assets |
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Cash and cash equivalents |
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$ |
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$ |
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Receivables, less allowance for doubtful accounts
of $12,669 and $12,083 at June 30, 2008 and
December 31, 2007 respectively |
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146,177 |
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128,969 |
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Inventory |
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36,302 |
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33,598 |
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Prepaid expenses and other current assets |
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2,800 |
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1,434 |
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Total current assets |
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185,279 |
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164,001 |
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Property and equipment, net |
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13,346 |
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11,742 |
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Other assets |
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466 |
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478 |
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Goodwill |
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114,538 |
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114,824 |
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Intangible assets, net |
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4,809 |
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5,777 |
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Total assets |
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$ |
318,438 |
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$ |
296,822 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Current liabilities |
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Line of credit |
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$ |
19,811 |
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$ |
33,778 |
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Accounts payable |
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93,423 |
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57,342 |
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Claims payable |
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5,088 |
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5,164 |
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Amounts due to plan sponsors |
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5,585 |
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4,568 |
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Accrued expenses and other current liabilities |
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8,361 |
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13,936 |
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Total current liabilities |
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132,268 |
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114,788 |
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Deferred taxes |
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13,597 |
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12,754 |
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Income taxes payable |
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3,219 |
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3,077 |
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Total liabilities |
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149,084 |
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130,619 |
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Stockholders equity |
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Common stock, $.0001 par value; 75,000,000 shares
authorized, 41,356,448 shares issued and 38,403,357
outstanding at June 30, 2008; 41,331,346 shares
issued and 38,250,633 outstanding at December 31,
2007, |
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4 |
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4 |
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Treasury stock, 2,475,856 and 2,436,642 shares at cost |
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(9,662 |
) |
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(9,399 |
) |
Additional paid-in capital |
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246,458 |
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244,186 |
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Accumulated deficit |
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(67,446 |
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(68,588 |
) |
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Total stockholders equity |
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169,354 |
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166,203 |
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Total liabilities and stockholders equity |
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$ |
318,438 |
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$ |
296,822 |
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Schedule 2
BIOSCRIP, INC AND SUBSIDIARIES
Reconciliation between GAAP and Non-GAAP Measures
(in thousands)
(unaudited)
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Three Months |
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Six Months |
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Ended June 30, |
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Ended June 30, |
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2008 |
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2007 |
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2008 |
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2007 |
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Net Income (loss) |
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$ |
1,619 |
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$ |
482 |
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$ |
1,142 |
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$ |
(865 |
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Addback items: |
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Amortization of intangibles |
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484 |
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484 |
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967 |
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1,931 |
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Depreciation |
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1,030 |
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1,007 |
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2,098 |
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2,051 |
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Net interest |
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677 |
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856 |
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1,262 |
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1,940 |
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Taxes |
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1,072 |
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1,165 |
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1,149 |
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1,563 |
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Shared-based compensation expense |
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1,038 |
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793 |
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1,995 |
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1,135 |
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Earnings before interest, taxes,
depreciation amortization and stock
option expense (EBITDAO) |
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$ |
5,920 |
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$ |
4,787 |
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$ |
8,613 |
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$ |
7,755 |
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Schedule 3
BIOSCRIP, INC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (1)
(in thousands, except per share amounts)
(unaudited)
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Three Months |
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Six Months |
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Ended June 30, |
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Ended June 30, |
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2008 |
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2007 |
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2008 |
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2007 |
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Revenue |
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$ |
348,440 |
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$ |
294,737 |
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$ |
675,911 |
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$ |
590,955 |
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Cost of revenue |
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312,714 |
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261,828 |
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607,813 |
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525,490 |
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Gross profit |
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35,726 |
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32,909 |
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68,098 |
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65,465 |
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% of Revenue |
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10.3 |
% |
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11.2 |
% |
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10.1 |
% |
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11.1 |
% |
Operating expenses |
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Selling, general and
administrative expenses |
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31,151 |
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28,878 |
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62,205 |
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56,857 |
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Bad debt expense |
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723 |
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1,044 |
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1,373 |
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4,039 |
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Amortization of intangibles |
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484 |
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484 |
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967 |
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1,931 |
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Total operating expenses |
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32,358 |
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30,406 |
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64,545 |
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62,827 |
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% of Revenue |
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9.3 |
% |
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10.3 |
% |
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9.5 |
% |
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10.6 |
% |
Income from operations |
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3,368 |
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2,503 |
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3,553 |
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2,638 |
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Interest expense, net |
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(677 |
) |
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(856 |
) |
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(1,262 |
) |
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(1,940 |
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Income before income taxes |
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2,691 |
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|
1,647 |
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2,291 |
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|
698 |
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Provision for income taxes |
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|
1,072 |
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1,165 |
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1,149 |
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1,563 |
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Net income (loss) |
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$ |
1,619 |
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$ |
482 |
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$ |
1,142 |
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$ |
(865 |
) |
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Basic weighted average shares |
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38,242 |
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37,499 |
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38,210 |
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37,495 |
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Diluted weighted average shares |
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39,023 |
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37,824 |
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39,257 |
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37,495 |
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Basic net income (loss) per share |
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$ |
0.04 |
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$ |
0.01 |
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$ |
0.03 |
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$ |
(0.02 |
) |
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Diluted net income (loss) per share |
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$ |
0.04 |
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$ |
0.01 |
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$ |
0.03 |
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$ |
(0.02 |
) |
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(1) |
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Certain amounts have been reclassified to conform to the current presentation. Such
classifications have had no impact on income from operations or net income. |