Exhibit 99.1
Vibra Healthcare, LLC and Subsidiaries
Consolidated Balance Sheet
June 30, 2006 (Unaudited) and December 31, 2005
| | | | | | | | |
| | June 30, 2006 | | | December 31, 2005 | |
| | (unaudited) | | | | | |
Assets | | | | | | | | |
|
Current assets: | | | | | | | | |
Cash and cash equivalents | | $ | 2,149,305 | | | $ | 3,018,829 | |
Patient accounts receivable, net of allowance for doubtful collections of $1,394,000 and $1,689,000 at June 30, 2006 and December 31, 2005, respectively | | | 27,109,685 | | | | 22,751,868 | |
Third party settlements receivable | | | 410,021 | | | | 575,658 | |
Prepaid insurance | | | 1,055,269 | | | | 1,969,240 | |
Other current assets | | | 896,679 | | | | 964,268 | |
| | | | | | |
Total current assets | | | 31,620,959 | | | | 29,279,863 | |
| | | | | | | | |
Restricted investment | | | 100,000 | | | | 100,000 | |
Property and equipment, net | | | 17,409,512 | | | | 17,638,222 | |
Goodwill | | | 22,629,663 | | | | 22,629,663 | |
Intangible assets | | | 5,140,000 | | | | 5,140,000 | |
Deposits | | | 4,750,162 | | | | 4,028,604 | |
Deferred financing and lease costs | | | 2,031,630 | | | | 1,970,073 | |
| | | | | | |
Total assets | | $ | 83,681,926 | | | $ | 80,786,425 | |
| | | | | | |
| | | | | | | | |
Liabilities and Member’s Deficit | | | | | | | | |
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Current liabilities: | | | | | | | | |
Current maturities of long-term debt | | $ | 107,442 | | | $ | 58,377 | |
Current maturities of obligations under capital leases | | | 775,616 | | | | 471,548 | |
Accounts payable | | | 5,256,090 | | | | 5,080,042 | |
Accounts payable — related parties | | | 248,902 | | | | 233,977 | |
Accrued liabilities | | | 6,065,401 | | | | 6,260,283 | |
Accrued insurance claims | | | 1,303,607 | | | | 1,054,202 | |
| | | | | | |
Total current liabilities | | | 13,757,058 | | | | 13,158,429 | |
Accrued insurance claims | | | 2,470,507 | | | | 2,470,507 | |
Deferred rent | | | 7,664,632 | | | | 6,501,674 | |
Long-term debt | | | 53,866,954 | | | | 51,572,156 | |
Long-term obligations under capital leases | | | 19,519,620 | | | | 17,860,209 | |
| | | | | | |
Total liabilities | | | 97,278,771 | | | | 91,562,975 | |
Member’s deficit | | | (13,596,845 | ) | | | (10,776,550 | ) |
| | | | | | |
Total liabilities and member’s deficit | | $ | 83,681,926 | | | $ | 80,786,425 | |
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Vibra Healthcare, LLC and Subsidiaries
Consolidated Statement of Operations and Changes in Member’s Deficit
(Unaudited)
| | | | | | | | | | | | | | | | |
| | For the three months ended | | | For the six months ended | |
| | June 30 | | | June 30 | |
| | 2006 | | | 2005 | | | 2006 | | | 2005 | |
Revenue: | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net patient service revenue | | $ | 36,913.364 | | | $ | 30,588,335 | | | $ | 72,703.224 | | | $ | 59,916,423 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Expenses: | | | | | | | | | | | | | | | | |
Cost of services | | | 24,783,784 | | | | 21,491,176 | | | | 49,755,420 | | | | 41,558,235 | |
Rent expense | | | 5,412,953 | | | | 3,669,721 | | | | 10,766,593 | | | | 7,024,370 | |
General and administrative | | | 4,866,494 | | | | 5,342,554 | | | | 9,574,660 | | | | 10,464,137 | |
Interest expense | | | 1,914,800 | | | | 1,294,943 | | | | 3,716,548 | | | | 2,558,299 | |
Management fee — Vibra Management, LLC | | | 785,038 | | | | 657,466 | | | | 1,525,162 | | | | 1,244,059 | |
Depreciation and amortization | | | 527,647 | | | | 220,682 | | | | 1,035,830 | | | | 414,975 | |
Bad debt expense | | | 209,721 | | | | 178,431 | | | | 397,587 | | | | 345,664 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Total expenses | | | 38,500,437 | | | | 32,854,973 | | | | 76,771,800 | | | | 63,609,739 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Loss from operations | | | (1,587,073 | ) | | | (2,266,638 | ) | | | (4,068,576 | ) | | | (3,693,316 | ) |
| | | | | | | | | | | | | | | | |
Non-operating revenue | | | 648,437 | | | | 514,293 | | | | 1,248,281 | | | | 1,047,753 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Net loss | | | (938,636 | ) | | | (1,752,345 | ) | | | (2,820,295 | ) | | | (2,645,563 | ) |
| | | | | | | | | | | | | | | | |
Member’s deficit — beginning | | | (12,658,209 | ) | | | (4,707,918 | ) | | | (10,776,550 | ) | | | (3,814,700 | ) |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Member’s deficit — ending | | $ | (13,596,845 | ) | | $ | (6,460,263 | ) | | $ | (13,596,845 | ) | | $ | (6,460,263 | ) |
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Vibra Healthcare, LLC and Subsidiaries
Consolidated Statement of Cash Flows
For the Six Months Ended June 30, 2006 and 2005
(Unaudited)
| | | | | | | | |
| | 2006 | | | 2005 | |
| | (Unaudited) | | | (Unaudited) | |
Operating activities: | | | | | | | | |
Net loss | | $ | (2,820,295 | ) | | $ | (2,645,563 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: | | | | | | | | |
Depreciation and amortization | | | 1,035,830 | | | | 414,975 | |
Provision for bad debts | | | 397,587 | | | | 345,664 | |
| | | | | | | | |
Changes in operating assets and liabilities, net of effects from acquisition of business: | | | | | | | | |
Patient accounts receivable including third party settlements | | | (4,589,766 | ) | | | (4,679,052 | ) |
Prepaids and other current assets | | | 981,560 | | | | 490,081 | |
Deposits | | | (62,581 | ) | | | 1,072,460 | |
Accounts payable | | | 190,973 | | | | (861,010 | ) |
Accrued liabilities | | | 54,523 | | | | 1,207,666 | |
Deferred rent | | | 1,162,958 | | | | 2,617,490 | |
| | | | | | |
Net cash used in operating activities | | | (3,649,211 | ) | | | (2,037,289 | ) |
| | | | | | | | |
Investing activities: | | | | | | | | |
Deposits | | | (658,977 | ) | | | — | |
Purchase of restricted investment | | | — | | | | (100,000 | ) |
Purchases of property and equipment | | | (456,651 | ) | | | (505,408 | ) |
Assets acquired in business acquisition | | | — | | | | (284,292 | ) |
| | | | | | |
Net cash used in investing activities | | | (1,115,628 | ) | | | (889,700 | ) |
| | | | | | |
| | | | | | | | |
Financing activities: | | | | | | | | |
Borrowings under revolving credit facility | | | 72,558,824 | | | | 50,591,077 | |
Repayments of revolving credit facility | | | (70,258,916 | ) | | | (40,066,178 | ) |
Borrowings under capital leases | | | 2,000,000 | | | | 2,181,898 | |
Repayment of capital leases | | | (234,981 | ) | | | (11,988 | ) |
Borrowings under other long-term debt | | | 125,000 | | | | 99,000 | |
Repayment of long-term debt | | | (81,045 | ) | | | (7,731,041 | ) |
Payment of deferred financing costs | | | (213,567 | ) | | | (112,201 | ) |
| | | | | | |
Net cash provided by financing activities | | | 3,895,315 | | | | 4,950,567 | |
| | | | | | |
| | | | | | | | |
Net increase (decrease) in cash and cash equivalents | | | (869,524 | ) | | | 2,023,578 | |
| | | | | | | | |
Cash and cash equivalents — beginning | | | 3,018,829 | | | | 2,280,772 | |
| | | | | | |
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Cash and cash equivalents — ending | | $ | 2,149,305 | | | $ | 4,304,350 | |
| | | | | | |
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Supplemental cash flow information: | | | | | | | | |
Cash paid for interest | | $ | 3,716,548 | | | $ | 2,558,299 | |
| | | | | | |
| | | | | | | | |
Non-cash transactions: | | | | | | | | |
Deferred financing costs funded by revolving credit facility and MPT capital lease | | $ | — | | | $ | 352,627 | |
| | | | | | |
Business acquisition adjustment of goodwill | | $ | — | | | $ | 140,504 | |
| | | | | | |
Building and equipment acquisition funded by MPT capital lease | | $ | — | | | $ | 14,270,000 | |
| | | | | | |
License acquisition funded by MPT capital lease | | $ | — | | | $ | 880,000 | |
| | | | | | |
Lease deposit funded by MPT capital lease | | $ | — | | | $ | 472,500 | |
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Equipment purchases funded by capital leases | | $ | 198,460 | | | $ | 175,161 | |
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