Paincare (PRXZ) 8-K Paincare Announces Third Quarter Financial Results

Exhibit 99.1

PAINCARE ANNOUNCES THIRD QUARTER FINANCIAL RESULTS

Company More Than Doubles Operating Income and Net Income

ORLANDO, FL – (PR NEWSWIRE) – November 15, 2005 – PainCare Holdings, Inc. (AMEX:PRZ), a leader in the delivery of pain management solutions, including interventional pain management, minimally-invasive spine surgery, orthopedic rehabilitation, ambulatory surgery centers and diagnostics, today reported its financial results for the three- and nine-month periods, ended September, 30, 2005.

Financial Highlights for the Three-Month Period Ended September 30, 2005 Compared to Same Three-Month Period Ended September 30, 2004:

• Revenues rose 99% to approximately $21.0 million from approximately $10.5 million,

• Operating Income increased 152% to approximately $7.2 million from approximately $2.9 million; and

• Net Income grew 125% to $3.5 million, or $.06 diluted earnings per share, compared to approximately $1.5 million, or $.04 diluted earnings per share.

Financial Highlights for the Nine-Month Period Ended September 30, 2005 Compared to Same Nine-Month Period Ended September 30, 2005:

• Revenues increased 93% to approximately $51.0 million from approximately $26.4 million;

• Operating Income improved 124%to approximately $17.2 million from approximately $7.7 million; and

• Net Income increased 114% to approximately $9.1 million, or $.15 diluted earnings per share, compared to approximately $4.3 million, or $.11 diluted earnings per share.

As of September 30, 2005, the Company had approximately $41.0 million in cash and receivables and total stockholders’ equity of approximately $102.0 million. In addition, PainCare also achieved positive cash flow from operations of approximately $4.0 million for the current nine month reporting period, compared to positive cash flow of $1.7 million reported for the same period in the prior year. Working capital, as of September 30, 2005, stood at approximately $43.6 million.

Randy Lubinsky, Chief Executive Officer of PainCare, stated, “Successful execution of our business plan continues to drive strong revenue and earnings growth for our Company, as reflected in our third quarter results. In keeping with ‘Managing for Long Term Growth,’ our recently unveiled three-year plan for fostering PainCare’s growth and development through the year 2008, strategies moving forward will concentrate on perpetuating growth through accretive acquisitions, organic growth of our practices and surgery centers, expansion of our ancillary services platform and emphasis on consistently growing earnings-per-share at least 25% each year on a year-over-year basis. Our goal to self-finance future growth from internal cash flow within two years remains our ultimate objective and one that we are committed to achieving.”

At the Company’s recent Annual Meeting of Stockholders, PainCare issued revised 2005 and 2006 financial guidance. For the year ending December 31, 2005, PainCare expects to report revenues of $65-$67 million; operating income of $23.5-$24.5 million; $13-$13.5 million in net income; and $0.22-$0.23 earnings per fully diluted share. Year end results for 2006 are expected to show $100-$103 million in revenues; $37-$38 million in operating income; $20-$21 million in net income; and approximately $0.30-$0.31 earnings per fully diluted share. To achieve these 2006 financial objectives, PainCare expects to raise an additional $10 to $12 million in external financing, in addition to its operating cash flow, in the form of equity or debt; the terms and timing of which will be determined based on market conditions.

PainCare will also host a teleconference this afternoon, Tuesday, November 15, beginning at 4:15 PM Eastern, and invites all interested parties to join management in a discussion regarding the Company’s financial results, corporate progression and other meaningful developments. The conference call can be accessed via telephone by dialing toll free 1-800-218-8862 or via the internet atwww.paincareholdings.com. For those unable to participate at that time, a replay of the web cast will be available for 90 days onwww.paincareholdings.com.

PainCare Holdings, Inc.

Consolidated Balance Sheets

As of September 30, 2005 and December 31, 2004

	September 30, 2005 (Unaudited)		December 31, 2004 (Audited)
Assets
Current assets:
Cash	$	18,086,682	$	19,100,840
Accounts receivable, net		22,909,586		14,077,643
Due from shareholders		2,954,580		1,794,957
Deposits & prepaid expenses		3,455,423		1,117,317
Acquisition consideration paid in escrow		14,525,761		—
Total current assets		61,932,032		36,090,757
Property and equipment, net		10,935,321		7,119,065
Goodwill, net		85,069,645		55,237,910
Other assets		6,522,189		4,628,770
Total assets	$	164,459,187	$	103,076,502
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable and accrued expenses	$	2,247,741	$	562,314
Acquisition consideration payable		916,667		17,900,833
Income tax payable		3,851,709		2,199,100
Interest payable		68,895		131,368
Current portion of notes payable		9,812,713		765,177
Current portion of convertible debentures		—		3,885,000
Current portion of capital lease obligations		1,437,600		930,117
Total current liabilities		18,335,325		26,373,909
Notes payable, less current portion		28,750,000		295,583
Convertible debentures, less current portion		10,456,000		17,186,000
Capital lease obligations, less current portion		2,562,850		2,190,627
Deferred income tax liability		715,752		1,500,200
Total liabilities		60,819,927		47,546,319
Minority interests		1,732,729		—
Stockholders’ Equity:
Common stock, $.0001 par value, authorized 75,000,000 shares; issued and outstanding 55,143,884 and 41,512,833		5,514		4,151
Preferred stock, $.0001 par value, authorized 10,000,000 shares; issued and outstanding -0- shares		—		—
Additional paid in capital		85,243,879		47,995,110
Retained earnings		16,610,811		7,499,546
Other comprehensive income		46,327		31,376
Total stockholders’ equity		101,906,531		55,530,183
Total liabilities and stockholders’ equity	$	164,459,187	$	103,076,502

PainCare Holdings, Inc.

Consolidated Statements of Operations (Unaudited)

For the Three and Nine Months Ended September 30, 2005 and 2004

	For the Three Months Ended September 30, 2005			For the Three Months Ended September 30, 2004			For the Nine Months Ended September 30, 2005			For the Nine Months Ended September 30, 2004
Total revenues:
Pain management	$	14,904,949		$	6,060,655		$	35,460,297		$	14,311,376
Surgeries		1,389,222			1,333,926			4,444,255			3,856,246
Ancillary services		4,569,489			3,067,121			11,083,701			8,270,878
Total Revenues		20,863,660			10,461,702			50,988,253			26,438,500
Cost of sales		3,279,321			1,303,902			8,295,102			4,363,899
Gross profit		17,584,339			9,157,800			42,693,151			22,074,601
General and administrative expenses		9,906,921			5,952,089			24,218,347			13,514,874
Amortization expense		91,318			127,894			333,661			264,476
Depreciation expense		418,665			229,665			924,542			596,050
Operating income		7,167,435			2,848,152			17,216,601			7,699,201
Interest expense		(1,376,216	)		(523,351	)		(2,355,325	)		(1,236,367	)
Other income		91,938			48,398			235,321			101,051
Income before income taxes		5,883,157			2,373,199			15,096,597			6,563,885
Provision for income taxes		2,129,200			831,320			5,608,200			2,298,060
Income before minority interest		3,753,957			1,541,879			9,488,397			4,265,825
Minority interest		280,060			—			377,132			—
Net income	$	3,473,897		$	1,541,879		$	9,111,265		$	4,265,825
Basic earnings per common share	$	0.06		$	0.05		$	0.18		$	0.15
Basic weighted average common shares outstanding		53,495,697			31,692,969			49,859,872			29,276,572
Diluted earnings per common share	$	0.06		$	0.04		$	0.15		$	0.11
Diluted weighted average common shares outstanding		65,020,702			39,265,988			62,860,091			38,721,269

About PainCare Holdings, Inc.

Founded in Orlando, Florida in 2000, PainCare is rapidly emerging as one of North America’s leading providers of cost-effective, high-tech pain relief. The Company has established and is growing a highly specialized, professional health services organization that is comprised of many internationally renowned neuro- and orthopedic surgeons, physiatrists and pain management specialists. Specifically, PainCare’s group of medical professionals offers pain sufferers a wide range of modalities including interventional pain management, minimally invasive spine surgery and orthopedic rehabilitation.

Through acquired or managed practices, and in partnership with independent physician practices, group practices and medical institutions throughout the country, PainCare also offers numerous ancillary services includingMedX-Direct, a proprietary, on-site, turnkey orthopedic rehabilitation program;EDX-Direct, a comprehensive electro-diagnostic medicine program; diagnostic imaging services;Intra Articular Joint Program, a proprietary, non-operative treatment protocol for addressing knee pain and stiffness caused by osteoarthritis; and medical real estate services. In addition, the Company owns and operates nine ambulatory surgery centers.

For more information on PainCare Holdings, please visitwww.paincareholdings.com.

This press release contains forward-looking statements that may be subject to various risks and uncertainties. Such forward-looking statements are made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and are made based on management’s current expectations or beliefs as well as assumptions made by, and information currently available to, management. These forward-looking statements, which may include statements regarding our future financial performance or results of operations, including expected revenue growth, cash flow growth, future expenses, future operating margins and other future or expected performance, are subject to the following risks: the acquisition of businesses or the launch of new lines of business, which could increase operating expenses and dilute operating margins; the inability to attract new patients by our owned practices, the managed practices and the limited management practices; increased competition, which could lead to negative pressure on our pricing and the need for increased marketing; the inability to maintain, establish or renew relationships with physician practices, whether due to competition or other factors; the inability to comply with regulatory requirements governing our owned practices the managed practices and the limited management practices; that projected operating efficiencies will not be achieved due to implementation difficulties or contractual spending commitments that cannot be reduced; and to the general risks associated with our businesses.

In addition to the risks and uncertainties discussed above you can find additional information concerning risks and uncertainties that would cause actual results to differ materially from those projected or suggested in the forward-looking statements in the reports that we have filed with the Securities and Exchange Commission. The forward-looking statements contained in this press release represent our judgment as of the date of this release and you should not unduly rely on such statements. Unless otherwise required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise after the date of this press release. In light of these risks and uncertainties, the forward-looking events and circumstances discussed in the filing may not occur, and actual results could differ materially from those anticipated or implied in the forward-looking statements.

FOR MORE INFORMATION, PLEASE CONTACT:

Media Relations

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Investor Relations

Stephanie Noiseux, Elite Financial Communications Group, LLC

at 407.585.1080 or via email atprz@efcg.net