Concentra Operating 8-K Unaudited Quarterly Consolidated Statements of Cash Flows

CONCENTRA OPERATING CORPORATION

Unaudited Quarterly Consolidated Statements of Cash Flows

(in thousands)

	Three Months Ended
	March 31, 2001			June 30, 2001			September 30, 2001			December 31, 2001			March 31, 2002			June 30, 2002			September 30, 2002			December 31, 2002
Operating Activities:
Net income (loss)	$	(5,909	)	$	5,377		$	(8,133	)	$	(9,742	)	$	2,956		$	677		$	(7,178	)	$	(8	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation of property and equipment		6,528			7,589			8,527			9,873			10,310			10,368			11,366			10,913
Amortization of intangibles		3,677			3,813			3,828			4,428			932			931			853			1,060
(Gain) loss on change in fair value of hedging arrangements		6,726			(3,646	)		13,473			(2,951	)		(5,190	)		6,374			7,712			(1,307	)
Write-off of fixed assets		4			21			—			82			13			70			176			(124	)
Charges for acquisition of affiliate		—			—			—			5,519			—			—			—			—
Unusual charges (gains)		—			—			—			546			—			—			—			(1,200	)
Changes in assets and liabilities, net of acquired assets and liabilities:
Accounts receivable, net		(3,119	)		(7,200	)		3,090			9,015			4,814			(3,033	)		1,161			10,176
Prepaid expenses and other assets		(657	)		1,226			(1,923	)		2,562			(207	)		(5,806	)		(22,424	)		25,260
Accounts payable and accrued expenses		(8,435	)		14,254			(4,415	)		23,139			(20,391	)		5,162			25,528			(15,913	)
Net cash provided by (used in) operating activities		(1,185	)		21,434			14,447			42,471			(6,763	)		14,743			17,194			28,857
Investing Activities:
Purchases of property, equipment and other assets		(7,724	)		(12,576	)		(10,316	)		(15,221	)		(9,592	)		(7,506	)		(10,029	)		(7,947	)
Acquisitions, net of cash acquired		(15,006	)		(2,038	)		(1,162	)		(88,968	)		(1,800	)		(1,010	)		981			103
Proceeds from the licensing of internally-developed software		—			684			(94	)		513			515			—			—			—
Net cash provided by investing activities		(22,730	)		(13,930	)		(11,572	)		(103,676	)		(10,877	)		(8,516	)		(9,048	)		(7,844	)
Financing Activities:
Proceeds from the issuance of common stock to parent		—			—			—			—			—			53,274			(304	)		(15	)
Contribution from the issuance of common stock by parent		272			4			—			49,470			162			—			193			25,015
Proceeds from the issuance of short-term and long-term debt		—			—			—			—			1,500			1,000			950			510
Payment of deferred financing costs		—			—			—			—			—			(1,135	)		—			(2,186	)
Borrowings (payments) under revolving credit facilities, net		17,000			(17,000	)		—			6,000			15,500			(21,500	)		6,000			(6,000	)
Repayments of short term and long-term debt		(1,081	)		(1,030	)		(1,000	)		(2,026	)		(133	)		(1,057	)		(49,499	)		(29,926	)
Contribution from primary shareholder		—			8,715			2,763			1,387			—			—			—			—
Contribution from minority interest		—			3,285			1,237			613			—			—			—			—
Other		—			—			—			—			(8	)		(35	)		—			—
Net cash provided by (used in) financing activities		16,191			(6,026	)		3,000			55,444			17,021			30,547			(42,660	)		(12,602	)
Net Increase (Decrease) in Cash		(7,724	)		1,478			5,875			(5,761	)		(619	)		36,774			(34,514	)		8,411
Cash and Cash Equivalents, beginning of period		15,082			7,358			8,836			14,711			8,950			8,331			45,105			10,591
Cash and Cash Equivalents, end of period	$	7,358		$	8,836		$	14,711		$	8,950		$	8,331		$	45,105		$	10,591		$	19,002

Due to the acquisitions of Em3 Corporation and OccMed Systems, Inc. (the “Acquired Companies”), the Company’s financial statements prior to December 1, 2002, have been restated to reflect the consolidation of the Acquired Companies’ financial statements in accordance with accounting for reorganizations under common control. See the text of this Form 8-K for further information.