EXHIBIT 99.1
Odessa Regional Hospital, LP
Financial Statements
CONTENTS
Condensed Balance Sheets at December 31, 2001 (unaudited) and September 30, 2001......................................2
Condensed Statement of Operations for the Three Months Ended December 31, 2001
(unaudited)...........................................................................................................3
Condensed Statement of Cash Flows for the Three Months Ended December 31, 2001
(unaudited)...........................................................................................................4
Notes to Unaudited Condensed Financial Statements.....................................................................5
Odessa Regional Hospital, LP
Condensed Balance Sheets
(in thousands)
(UNAUDITED)
DECEMBER 31, SEPTEMBER 30,
2001 2001
---------------------------
ASSETS
Current assets:
Accounts receivable, net of allowance for doubtful
accounts of $1,685 and $1,717 respectively $ 8,385 $ 8,614
Due from affiliate 1,613 2,993
Inventories 1,157 1,109
Prepaid expenses and other current assets 676 466
----------------------
Total current assets 11,831 13,182
Property and equipment, net 18,188 15,430
Goodwill, net 28,827 28,827
----------------------
Total assets $58,846 $57,439
======================
Liabilities and Partners' Capital
Current liabilities:
Accounts payable $ 2,366 $ 2,410
Salaries and benefits payable 885 708
Other accrued liabilities 21 219
----------------------
Total current liabilities 3,272 3,337
Debt allocated from IASIS 33,375 33,473
----------------------
Total liabilities 36,647 36,810
Partners' capital 22,199 20,629
----------------------
Total liabilities and Partners' capital $58,846 $57,439
======================
See accompanying notes.
2
Odessa Regional Hospital, LP
Condensed Statement of Operations (unaudited)
(in thousands)
THREE MONTHS ENDED
DECEMBER 31,
2001
------------------
Net revenue $10,935
Costs and expenses:
Salaries and benefits 3,774
Supplies 1,097
Other operating expenses 1,901
Provision for bad debts 946
Interest, net 1,087
Depreciation and amortization 346
Management fees 214
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Total costs and expenses 9,365
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Net earnings $ 1,570
=======
See accompanying notes.
3
Odessa Regional Hospital, LP
Condensed Statement of Cash Flows (unaudited)
(in thousands)
THREE MONTHS ENDED
DECEMBER 31,
2001
------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings $ 1,570
Adjustments to reconcile net earnings to net cash provided
by operating activities:
Depreciation and amortization 346
Changes in operating assets and liabilities:
Accounts receivable 229
Inventories, prepaid expenses and other current
assets (256)
Accounts payable, salaries and benefits payable
and other accrued liabilities (65)
--------
Net cash provided by operating activities 1,824
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment (3,105)
--------
Net cash used in investing activities (3,105)
CASH FLOWS FROM FINANCING ACTIVITIES
Change in due to/from affiliate, net 1,363
Distribution to physician partners (82)
--------
Net cash provided by financing activities 1,281
--------
Change in cash --
Cash at beginning of period --
--------
Cash at end of period $ --
========
See accompanying notes.
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Odessa Regional Hospital, L.P.
Notes to Unaudited Condensed Financial Statements
1. ORGANIZATION
Odessa Regional Hospital, LP, a Delaware limited partnership (the
"Partnership"), was formed on September 24, 1999 to own and operate Odessa
Regional Hospital (the "Hospital") in Odessa, Texas. The Partnership's general
partner is IASIS Healthcare Holdings, Inc. ("General Partner") and the limited
partners consist of IASIS Healthcare Corporation ("IASIS") and other third party
investors. The General Partner is an indirect wholly-owned subsidiary of IASIS.
IASIS is a for-profit hospital management company that owns and operates 14
general, acute care hospitals in four states. IASIS also owns a Medicaid managed
health plan in Arizona. The Hospital is a 121-bed acute care hospital that
provides inpatient, outpatient and emergency care services to residents in the
Odessa-Midland region of Texas.
The unaudited condensed financial statements include the accounts of
the Partnership and have been prepared in accordance with accounting principles
generally accepted in the United States for interim financial reporting and in
accordance with Rule 10-01 of Regulation S-X. Accordingly, they do not include
all of the information and notes required by accounting principles generally
accepted in the United States for complete financial statements. The balance
sheet at September 30, 2001 has been derived from the audited financial
statements at that date but does not include all of the information and
footnotes required by accounting principles generally accepted in the United
States for complete financial statements. For further information, refer to the
financial statements and footnotes thereto included as Exhibit 99.1 to IASIS'
Annual Report on Form 10-K for the fiscal year ended September 30, 2001.
In the opinion of management, the accompanying unaudited condensed
financial statements contain all material adjustments (consisting of normal
recurring items) necessary for a fair presentation of results for the interim
periods presented. The results of operations for any interim period are not
necessarily indicative of results for the full year.
The preparation of the financial statements in conformity with
accounting principles generally accepted in the United States requires
management to make estimates and assumptions that affect the amounts reported in
the accompanying unaudited condensed financial statements and notes. Actual
results could differ from those estimates.
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Odessa Regional Hospital, L.P.
Notes to Unaudited Condensed Financial Statements
(Continued)
2. DEBT ALLOCATED FROM IASIS
In conjunction with the acquisition of the Hospital, the Partnership
entered into a promissory note (the "Original Note") with IASIS in the amount of
$31,387,041. The Original Note bore interest at 13% per annum with interest only
due and payable on October 1, 2000 and each subsequent year thereafter until
October 1, 2004, at which time the entire outstanding principal balance,
together with all accrued and unpaid interest, was immediately due and payable
in full. Effective February 1, 2001, the Partnership entered into a new
promissory note (the "New Note") with IASIS in the amount of $33,761,000. The
New Note replaces the Original Note and bears interest at 13% per annum, with
monthly principal and interest payments of $395,060 required through January 31,
2006, at which time the entire outstanding principal balance, together with all
accrued and unpaid interest, is immediately due and payable in full.
3. GOODWILL
The Partnership adopted Statement of Financial Accounting Standards
("SFAS") No. 142, Goodwill and Other Intangible Assets, effective October 1,
2001. Under SFAS No. 142, goodwill and intangible assets deemed to have
indefinite lives will no longer be amortized but will be subject to impairment
tests on an annual basis, or more frequently if certain indicators arise. Other
intangible assets will continue to be amortized over their useful lives. The
Partnership is required to complete its transitional impairment test of existing
goodwill by March 31, 2002. As of the date hereof, the Partnership has not
completed its impairment testing of goodwill, but does not expect any impairment
loss as a result of such tests. At December 31, 2001 and September 30, 2001, the
Partnership's goodwill balance was $28.8 million, net of accumulated
amortization of $1.7 million. Application of the nonamortization provisions of
SFAS No. 142 is expected to result in an increase to pre-tax net earnings of
approximately $872,000 per year.
4. CONTINGENCIES
NET REVENUE
The calculation of appropriate payments from the Medicare and Medicaid
programs as well as terms governing agreements with other third party payors are
complex and subject to interpretation. Final determination of amounts earned
under the Medicare and Medicaid programs often occurs subsequent to the year in
which services are rendered because of audits by the programs, rights of appeal
and the application of numerous technical provisions. As a result, there is at
least a reasonable possibility that recorded estimates will change by a material
amount in the near term. In the opinion of management, adequate provision has
been made for adjustments that may result from such routine audits and appeals.
The Partnership believes it is in material compliance with all applicable laws
and regulations and is not
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Odessa Regional Hospital, L.P.
Notes to Unaudited Condensed Financial Statements
(Continued)
aware of any pending or threatened investigations involving allegations of
potential wrongdoing that would have a material effect on its financial
statements. Compliance with such laws and regulations can be subject to future
government review and interpretation as well as significant regulatory action
including fines, penalties, and exclusion from the Medicare and Medicaid
programs.
PLEDGE OF ASSETS AND EQUITY INTERESTS
The Partnership's assets and equity interests are pledged as a full and
unconditional guarantee of certain debt of IASIS, which totaled approximately
$608.9 million at December 31, 2001.
PROFESSIONAL, GENERAL AND WORKERS COMPENSATION LIABILITY RISKS
The Partnership is subject to claims and legal actions arising in the
ordinary course of business, including claims relating to patient treatment and
personal injuries. To cover these types of claims, IASIS, on behalf of the
Partnership, maintains general and professional liability insurance in excess of
self-insured retentions through a commercial insurance carrier in amounts that
IASIS believes to be sufficient for the Partnership, although, potentially, some
claims may exceed the scope of coverage in effect. Plaintiffs may request
punitive or other damages that may not be covered by insurance. The cost of
general and professional liability coverage, including the self-insured
retention exposure, is allocated by IASIS to the Partnership based upon adjusted
patient days. IASIS maintains reserves for general and professional liabilities,
accordingly, no reserve for liability risks is recorded on the accompanying
balance sheets.
The Partnership is subject to claims and legal actions in the ordinary
course of business relative to workers compensation and other labor and
employment matters. To cover these types of claims, IASIS, on behalf of the
Partnership, maintains workers compensation insurance coverage with a
self-insured retention. IASIS accrues costs of workers compensation claims based
upon estimates derived from its claims experience. The cost of workers'
compensation coverage, including the self-insured retention exposure, is
allocated by IASIS to the Partnership based upon adjusted patient days. IASIS
maintains reserves for workers' compensation. Accordingly, no reserve for
liability risks is recorded on the accompanying balance sheets.
The Partnership is currently not a party to any such proceedings with
regard to general and professional liability or workers' compensation matters
that, in the Partnership's opinion, would have a material adverse effect on the
Partnership's business, financial condition or results of operations.
INCOME TAXES
No provision for income taxes has been reflected in the accompanying
financial statements because the tax effect of the Partnership's activities
accrues to the individual
7
Odessa Regional Hospital, L.P.
Notes to Unaudited Condensed Financial Statements
(Continued)
partners. The Partnership's tax returns and the amounts of distributable
Partnership income or loss are subject to examination by the federal and state
taxing authorities. In the event of an examination of the Partnership's tax
return, the tax liability of the partners could be changed if any adjustment to
the Partnership taxable income or loss is ultimately sustained by the taxing
authorities.
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