Exhibit No. 99.11 Birner Dental Management Services, Inc. 3801 East Florida Avenue, Suite 508 Denver, Colorado 80210 303-691-0680 FOR IMMEDIATE RELEASE August 9, 2005 BIRNER DENTAL MANAGEMENT SERVICES, INC. ANNOUNCES 49.3% NET INCOME INCREASE FOR THE 2Q '05 VERSUS 2Q `04 DENVER, COLORADO, August 9, 2005. Birner Dental Management Services, Inc. (NASDAQ SmallCap Market: BDMS), operators of PERFECT TEETH(R) dental practices, announced results for the quarter ended June 30, 2005. The Company reported net income increased 49.3% to $633,000, or $.25 per share of common stock compared to net income of $424,000, or $.16 per share of common stock for the quarter ended June 30, 2004. Total dental group practice revenue increased $1.6 million, or 13.7%, to $13.3 million for the quarter ended June 30, 2005 compared to total group practice revenue of $11.7 million for the quarter ended June 30, 2004. For the quarter ended June 30, 2005, net revenue increased $1.2 million to $9.4 million, or 14.9%, compared to net revenue of $8.2 million for the corresponding period in 2004. The Company's earnings before interest, taxes, depreciation, amortization and discontinued operations ("Adjusted EBITDA") increased $215,000, or 17.0%, to $1,484,000 for the quarter ended June 30, 2005 compared to $1,269,000 for the quarter ended June 30, 2004. For the six months ended June 30, 2005, net income increased 56.2% to $1.3 million, or $.52 per share of common stock compared to net income of $853,000, or $.33 per share of common stock for the six months ended June 30, 2004. Total dental group practice revenue increased $3.1 million, or 13.4%, to $26.7 million for the six months ended June 30, 2005 compared to $23.6 million for the six months ended June 30, 2004. For the six months ended June 30, 2005, net revenue increased $2.4 million to $18.8 million, or 14.5%, compared to net revenue of $16.4 million for the corresponding period in 2004. Adjusted EBITDA for the six months ended June 30, 2005 increased $524,000, or 20.3%, to $3.1 million compared to $2.6 million for the six months ended June 30, 2004. On July 13, 2005, the Company announced that its Board of Directors had declared a 2-for-1 stock split of its common stock. The 2-for-1 stock split, which was effected as a stock dividend, was distributed on August 8, 2005 to shareholders of record at the close of business on August 1, 2005. The stock split increased the number of shares outstanding from 1,210,295 on August 8, 2005 to 2,420,590. All share and earnings per share calculations for all periods in this press release have been restated to reflect the effect of the stock split. On July 1, 2005, the independent directors of the Company's Board of Directors approved an award of 60,000 shares of restricted stock to the Company's Chairman and Chief Executive Officer. This grant was in accordance with the terms of the 2005 Equity Incentive Plan. The shares granted vest one-third on each of January 1, 2006, January 1, 2007 and January 1, 2008. In connection with this grant, the Company has agreed to reimburse the Chief Executive Officer for his tax liability incurred in connection with the award. Such reimbursement will total approximately $580,000. As a result of the award of shares and the reimbursement of the tax liability, the Company expects to recognize equity compensation expense, before taxes, of approximately $661,000 in the quarter ended September 30, 2005 and approximately $81,000 of compensation expense, before taxes, in each subsequent quarter through the quarter ending December 31, 2007. Birner Dental Management Services, Inc. acquires, develops, and manages geographically dense dental practice networks in select markets in Colorado, New Mexico, and Arizona. Currently, the Company manages 56 dental offices, of which 36 were acquired and 20 were de novo developments. The Company operates its dental offices under the PERFECT TEETH(R) name. The Company previously announced it would conduct a conference call to review year to date and quarter ended June 30, 2005 results. In addition to current operating results, the teleconference may include discussion of management's expectation of future financial and operating results. The call will be held on Tuesday, August 9, 2005, at 9:00 a.m. MT. To participate in this conference call, dial in to 1-800-231-9012 and refer to "Birner Dental Management Services, Inc." approximately five minutes prior to the scheduled time. If you are unable to join in on the conference call on August 9, the rebroadcast number is 1-888-203-1112 with the pass code of 4263331. This rebroadcast will be available through August 23, 2005. Certain of the matters discussed herein may contain forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ materially from expectations. These include statements regarding the Company's growth prospects and performance in 2005 and other future periods and compensation expense. These and other risks are set forth in the reports filed by the Company with the Securities and Exchange Commission. For Further Information Contact: Birner Dental Management Services, Inc. Dennis Genty Chief Financial Officer (303) 691-0680 BIRNER DENTAL MANAGEMENT SERVICES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Quarters Ended Six Months Ended June 30, June 30, --------------------------- ----------------------------- 2004 2005 2004 2005 NET REVENUE (a) $ 8,177,042 $ 9,393,284 $16,387,238 $18,761,015 DIRECT EXPENSES: Clinical salaries and benefits 3,006,341 3,490,196 6,035,947 6,976,346 Dental supplies 495,415 599,015 957,839 1,132,353 Laboratory fees 638,934 655,810 1,267,572 1,284,306 Occupancy 867,920 952,684 1,743,068 1,912,900 Advertising and marketing 189,589 312,155 335,677 571,597 Depreciation and amortization 453,575 416,620 921,316 840,992 General and administrative 965,704 992,319 1,905,245 1,972,432 ----------- ----------- ----------- ----------- 6,617,478 7,418,799 13,166,664 14,690,926 ----------- ----------- ----------- ----------- Contribution from dental offices 1,559,564 1,974,485 3,220,574 4,070,089 CORPORATE EXPENSES: General and administrative 743,867 906,629 1,561,956 1,807,117 Depreciation and amortization 54,325 32,618 110,922 69,292 ----------- ----------- ----------- ----------- Operating income 761,372 1,035,238 1,547,696 2,193,680 Interest expense (income), net 17,517 (20,235) 43,619 (27,867) Income from continuing operations before income taxes 743,855 1,055,473 1,504,077 2,221,547 Income tax expense (297,542) (422,205) (601,631) (888,636) ----------- ----------- ----------- ----------- Income from continuing operations 446,313 633,268 902,446 1,332,911 DISCONTINUED OPERATIONS Operating (loss) attributable to assets disposed of (36,840) - (82,035) - (Loss) recognized on dispositions - - - - Income tax benefit 14,736 - 32,814 - ----------- ----------- ----------- ----------- Loss on discontinued operations (22,104) - (49,221) - ----------- ----------- ----------- ----------- Net income $ 424,209 $ 633,268 $ 853,225 $ 1,332,911 =========== =========== =========== =========== Net income per share of Common Stock - Basic: Continuing operations $ .19 $ .27 $ .38 $ .57 Discontinued operations (.01) - (.02) - ------------ ----------- ----------- ----------- Net income per share of Common Stock - Basic $ .18 $ .27 $ .36 $ .57 =========== =========== =========== =========== Net income per share of Common Stock - Diluted: Continuing operations $ .17 $ .25 $ .35 $ .52 Discontinued operations (.01) - (.02) - ------------ ----------- ----------- ----------- Net income per share of Common Stock - Diluted $ .16 $ .25 $ .33 $ .52 =========== =========== =========== =========== Weighted average number of shares of Common Stock and dilutive securities: Basic 2,379,582 2,306,202 2,378,442 2,342,994 =========== =========== =========== =========== Diluted 2,596,602 2,555,696 2,594,126 2,587,816 =========== =========== =========== =========== a) Total dental group practice revenue less amounts retained by group practices. Dental group practice revenue was $13,344,516 for the three months ended June 30, 2005 compared to $11,740,173 for the three months ended June 30, 2004 and was $26,694,923 for the six months ended June 31, 2005 compared to $23,550,013 for the six months ended June 30, 2004. BIRNER DENTAL MANAGEMENT SERVICES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31, June 30, ASSETS 2004 2005 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 756,181 $ 1,006,352 Accounts receivable, net of allowance for doubtful accounts of $230,495 and $251,661, respectively 2,976,186 3,838,860 Deferred tax asset 135,826 135,826 Income tax receivable 80,318 - Prepaid expenses and other assets 800,671 538,086 ----------- ------------ Total current assets 4,749,182 5,519,124 PROPERTY AND EQUIPMENT, net 3,164,124 3,113,429 OTHER NONCURRENT ASSETS: Intangible assets, net 13,787,093 13,411,873 Deferred charges and other assets 159,440 157,965 ----------- ------------ Total assets $21,859,839 $22,202,391 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable and accrued expenses $ 4,637,927 $ 5,240,098 Income taxes payable - 426,018 Current maturities of long-term debt 167,217 165,221 ----------- ------------ Total current liabilities 4,805,144 5,831,337 LONG-TERM LIABILITIES: Deferred tax liability, net 670,893 670,893 Long-term debt, net of current maturities 1,078,711 1,223,672 Other long-term obligations 176,741 171,276 ----------- ------------ Total liabilities 6,731,489 7,897,178 SHAREHOLDERS' EQUITY: Preferred Stock, no par value, 10,000,000 shares authorized; none outstanding - - Common Stock, no par value, 20,000,000 shares authorized; 2,417,020 and 2,355,990 shares issued and outstanding, respectively 12,125,811 10,442,330 Retained earnings 3,002,539 3,862,883 ----------- ------------ Total shareholders' equity 15,128,350 14,305,213 ----------- ------------ Total liabilities and shareholders' equity $21,859,839 $22,202,391 =========== =========== Although Adjusted EBITDA is not a generally accepted accounting principles measure of performance or liquidity, the Company believes that it may be useful to an investor in evaluating its performance. However, investors should not consider this measure in isolation or as a substitute for operating income, cash flows from operating activities or any other measure for determining the Company's operating performance or liquidity that is calculated in accordance with generally accepted accounting principles. In addition, because Adjusted EBITDA is not calculated in accordance with generally accepted accounting principles, it may not necessarily be comparable to similarly titled measures employed by other companies. A reconciliation of Adjusted EBITDA can be made by adding Discontinued operations (before income tax expense), Depreciation and amortization - Offices, Depreciation and amortization - Corporate, Interest expense/(income), net and Income tax expense to Net income as in the table below. Quarters Ended Six Months Ended June 30, June 30, ----------------------------- ----------------------------- 2004 2005 2004 2005 Reconciliation of Adjusted EBITDA: Net income $ 424,209 $ 633,268 $ 853,225 $ 1,332,911 Discontinued operations - (before income tax expense) 36,840 - 82,035 - Depreciation and amortization - Offices 453,575 416,620 921,316 840,992 Depreciation and amortization - Corporate 54,325 32,618 110,922 69,292 Interest expense/(income), net 17,517 (20,235) 43,619 (27,867) Income tax expense 282,806 422,205 568,817 888,636 ----------- ---------- ----------- ------------ Adjusted EBITDA $ 1,269,272 $1,484,476 $ 2,579,934 $3,103,964 =========== ========== =========== ========== Total dental group practice revenue is the revenue generated at the Company's offices from professional services provided to its patients. Amounts retained by group practices represents compensation expense to the dentists and hygienists and is subtracted from total dental group practice revenue to arrive at net revenue. The Company reports net revenue in its financial statements to comply with Emerging Issues Task Force Issue No. 97-2, Application of SFAS No. 94 (Consolidation of All Majority Owned Subsidiaries) and APB Opinion No. 16 (Business Combinations) to Physician Practice Management Entities and Certain Other Entities With Contractual Management Arrangements. Total dental group practice revenue is disclosed because it is a critical component for management's evaluation of office performance. However, investors should not consider this measure in isolation or as a substitute for operating income, cash flows from operating activities or any other measure for determining the Company's operating performance or liquidity that is calculated in accordance with generally accepted accounting principles. Quarters Ended Six Months Ended June 30, June 30, ----------------------------- ------------------------------- 2004 2005 2004 2005 Total dental group practice revenue $ 11,740,173 $ 13,344,516 $ 23,550,013 $ 26,694,923 Amounts retained by group practices (3,563,131) (3,951,232) (7,162,775) (7,933,908) ------------ ------------ ------------ ------------ Net revenue $ 8,177,042 $ 9,393,284 $ 16,387,238 $ 18,761,015 ============ ============ ============ ============