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Healthcare Staffing Update


November 20, 2007

Dear Healthcare Industry Executive:


This letter updates information we published August 27, 2007 for the healthcare staffing industry. In it we will be discussing the Q3'07 financial performance of the four (4) largest healthcare staffing companies, AMN, Cross Country, On Assignment and MSN as well as other pertinent information.

For what seems like a long time, we have been hearing from private companies within the industry that there is a significant variation in the healthcare staffing revenue picture they are experiencing. The Q3'07 revenue results for the public companies below shows quite nicely that the public companies within the industry are experiencing this as well. Although overall revenue reported by the public companies within the segment was up 16.3%, on a piece by piece basis, revenue results varied significantly both within the industry and company and adjusting for acquisitions. Revenue was up less than 6% without acquisitions. Generally speaking, the public companies saw an increase in revenue in the travel nurse, allied, locum, clinical trials and physician permanent placement areas and a decrease in revenue for per-diem staffing. We believe that most private companies are experiencing the same trends as the public companies are experiencing.

We are presenting revenue and other information as follows to show how much variation in results is experienced by the public companies.

Revenue Change

Cross Country (CCRN)

Q1'07
versus
Q1'06

Q2'07
versus
Q2'06

Q3'07
versus
Q3'06

Nurse and Allied Staffing

5.5%

6.5%

5.6%

Clinical Trials Services

86.8%

87.7%

96.7%

Other Human Capital Management Services

(3.1%)

6.8%

14.9%

   Company Total

10.2%

11.9%

13.7%

Cross Country grew faster in the third quarter than it did in the first two quarters of this year and in its 10-Q for the period ending September 30, 2007, Cross Country indicated that the increase was partially due to its clinical trials services acquisitions, although excluding the impact of acquisitions, Cross Country grew by 7.3% in the quarter with growth coming from an increase in revenue from its nurse and allied staffing segment, supplemented by increases in organic revenue from its clinical trials services segment and other human capital management services segment. All segments of Cross Country's business showed growth in the third quarter. The increase in revenue from the nurse and allied business segment was primarily from its travel nurse staffing operations and was partially offset by a decrease in its per-diem staffing and allied operations. Cross Country indicated that it saw improved pricing and volume that was slightly offset by a reduction in average hours worked per week as revenue per full- time equivalent (FTE) and average bill rates increased approximately 3.7% and 4.1% respectively in this quarter versus the same quarter last year, while the average number of nurses and allied staffing FTEs on contract increased only 1.8% from the three months ending September 30, 2006.

Excluding the impact of acquisitions in the clinical trials services segment, revenue grew 18.5% in this segment. The increase was primarily due to an increase in temporary staffing volume. The other human capital management services business saw increases in both its education and training and retained search businesses.

AMN Healthcare Services (AHS)

Q1'07
versus
Q1'06

Q2'07
versus
Q2'06

Q3'07
versus
Q3'06

Nursing and Allied Staffing

12.6%

10.9%

1.1%

Locum Tenens Staffing

10.5%

10.4%

21.2%

Physician Permanent Placement

5.0%

(0.6%)

7.1%

   Company Total

11.7%

12.5%

6.2%

In its 10-Q for the period ending September 30, 2007, 2007, AMN indicated that in its nursing and allied staffing segment it is experiencing a weakening in demand in certain key regions such as California and specialties which has been partially offset by increased in demand in other areas of the country. It indicates that the lower demand is being driven by several factors such as relatively flat anticipated hospital admission levels, the aggressive hiring of new graduates and efforts by hospitals to increase efforts on recruiting permanent labor. The company also noted a constraint in supply and an inability to bring in international nurses as a result of the current visa retrogression as well as some effect from price increases. It also noted a decrease in the average number of workers on assignment. In its locum tenens staffing segment, the average number of days filled by temporary healthcare professional increased 11.5% and bill rates/mix of specialties contributed to an increase of 9.6%.

On Assignment (ASGN)

Q1'07
versus
Q1'06

Q2'07
versus
Q2'06

Q3'07
versus
Q3'06

Healthcare Staffing

5.9%

10.4%

(1.3%)

Physician Staffing

New

New

New

Life Sciences

19.7%

14.9%

12.6%

IT and Engineering

New

New

New

   Company Total

NA

NA

NA

Within its 10-Q for the period ending September 30, 2007, On Assignment made no reference as to what is behind the fall-off of healthcare staffing revenue. Therefore we can only conjecture that it is due to the significant reduction in utilization by one of its largest travel customers due to their difficulty in meeting government regulatory requirements as noted in its last quarters' 10-Q. As noted the last two quarters, during the first quarter of 2007, the President of On Assignment said "Our focus in the remainder of 2007 will be to continue to grow and expand our revenue base and improve our EBITDA. In order to achieve this, we will continue to work to increase bill rates, raise gross margins and contain costs."

Medical Staffing Network (MRN)

Q1'07
versus
Q1'06

Q2'07
versus
Q2'06

Q3'07
versus
Q3'06

Branch based per-diem Staffing

(2.4%)

(2.5%)

Not Reported

Allied Staffing

(0.6%)

17.4%

Not Reported

Travel Nurse Staffing

(45.8%)

(35.4%)

Not Reported

   Company Total

(4.5%)

(2.4%)

(1.2%)

In its 10-Q for the period ending September 30, 2007, MSN indicated that revenue and gross profit margins have been under pressure due to stagnant hospital admissions having suppressed incremental demand for temporary nurses and that it has begun to see an increase in bill rates. MSN cannot predict when conditions will improve, but is confident in the long- term growth of the industry. During the third quarter, MSN acquired InteliStaf Holdings and AMR ProNurse. The InteliStaf acquisition had a major effect on MSN's revenue as it is a significant acquisition for the Company. It acquired InteliStaf to strengthen its travel nurse staffing business and to expand the number of markets its per-diem division operates in. The AMR ProNurse acquisition was made to expand MSN's vendor management service agreements. The current mix of business within MSN is 65% of revenue was derived from per-diem staffing, 21% was from travel nurse staffing and 14% was from staffing various allied health professionals during the third quarter of 2007.

Gross Margin

Each company has a different gross margin story. See below:

Gross Margin Percentage

Cross Country (CCRN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

   Company Total

23.0%

23.7%

24.8%

In the third quarter, Cross Country experienced a 1.6% increase in gross margin versus the same period in 2006. This increase is partially due to the impact of the Assent, AKOS and Metropolitan Research acquisitions. Also impacting gross margin is the fact that the clinical trials services and other human capital management services (which have higher gross margins than the nursing and allied staffing businesses) increased at a higher rate than the nursing and allied staffing business segment. So, as the clinical trials business becomes a larger portion of the company, gross margin must rise.

AMN Healthcare Services (AHS)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

Nursing and Allied Staffing

23.3%

23.3%

24.2

Locum Tenens Staffing

25.2%

25.6%

27.0%

Physician Permanent Placement

63.2%

60.0%

60.2%

   Company Total

25.5%

25.5%

26.6%

For the nursing and allied segment, AMN experienced a decrease in gross margin of 0.6% in the third quarter, 1.2% during the second quarter following a decrease of 1.5% in the first quarter versus the same period in 2006; it experienced a 0.8% increase in gross margin for the locum tenens staffing segment in the third quarter as opposed to a decrease in gross margin of 1.2% in both Q1 and Q2 of 2007 versus the same periods of 2006; in the physician permanent placement segment during Q3'07, AMN had a decrease in gross margin of 0.5% versus the same period last year following a decrease in gross margin of 0.6% in the second quarter of 2007 versus the same period of 2006 following an increase in gross margin of 3.1% in the first quarter of 2007 versus the first quarter of 2006. Housing costs negatively impacted nursing and allied gross margin. Bill rate increases favorably impacted the locum tenens gross margin.

On Assignment (ASGN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

Healthcare Staffing

24.6%

25.4%

25.4%

Physician Staffing

29.4%

31.3%

29.1%

Healthcare/Physician Staffing Total

26.0%

27.1%

26.5%

Life Sciences

32.9%

34.1%

33.7%

IT and Engineering

37.1%

37.2%

37.7%

   Company Total

30.6%

32.1%

32.0%

During the third quarter, On Assignment increased its gross margin in both the healthcare staffing segment (a 1.4% increase) and the life sciences segment (a 1.0% increase) versus the prior year. This is an outstanding achievement. As stated previously, the company has been focused on raising gross margin across all segments of its business for some time and is currently benefiting from this effort.

Medical Staffing Network (MRN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

   Company Total

23.2%

24.5%

23.9%

MSN has increased its gross margin by 1.2% in this quarter versus the same quarter last year and attributes this to a more favorable pricing environment than in recent years. It stated in its June 30, 2007 10-Q that it has begun to see increases in bill rates, which have now taken place for the past 8-9 months as of September 30, 2007.

Sales General & Administrative Expenses

Each company has a different SG&A story. See below:

Sales General & Administrative Expenses Percentage
(Excludes Interest, Bad Debt, Depreciation and Amortization)

Cross Country (CCRN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

   Company Total

16.8%

17.0%

17.5%

Cross Country improved its SG&A expenses by 0.6% of revenue in Q3'07 versus Q3'06. The increase in selling, general and administrative expenses from the second to the third quarter was primarily due to the additional expenses from the acquisitions, higher expenses in the nursing and allied staffing business and higher selling expenses in the other human capital management services businesses. Both the clinical trials services and other human capital management services segments operate with higher selling, general and administrative expenses relative to revenue than the nursing and allied staffing business. Despite the increase of expense as a percentage of revenue from Q2'07 to Q3'07, it appears to us that Cross Country is doing a little better job of leveraging its overhead than it did in the recent past. Cross Country intends to continually improve its profitability, so it will probably continue to emphasize improvement of its SG&A costs as a percentage of revenue within its segments.

AMN Healthcare Services (AHS)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

Nursing and Allied Staffing

17.3%

17.5%

17.5%

Locum Tenens Staffing

20.0%

16.9%

18.1%

Physician Permanent Placement

35.7%

37.8%

38.6%

   Company Total

18.5%

18.2%

18.6%

During the third quarter, AMN's SG&A expenses improved by 0.5% versus the third quarter of 2006 even though its SG&A expense increased as a percent of revenue versus the second quarter this year. Year over year, SG&A expenses are trending toward levels we think are reasonable, although we still consider them to be on the high side.

On Assignment (ASGN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

   Company Total

23.5%

23.1%

22.1%

As noted in our last two letters, On Assignment is much more of a hybrid company than any of the other companies noted. A significant portion of its revenue, 46.9% in the third quarter, came from outside of its traditional businesses due to acquisitions this year. Furthermore, On Assignment does not report SG&A by segment. We know that On Assignment has been working for some time to reduce its SG&A as a percent of revenue and has made significant improvements in the last two (2) years and in this quarter as well. With its goal of continuing to control costs, we believe that On Assignment probably has a much better cost structure in its healthcare and physician staffing areas than is reflected above especially since its gross margin in these areas are significantly below that of its other businesses as shown in the gross margin section above.

Medical Staffing Network (MRN)

Q1'07
Percentage

Q2'07
Percentage

Q3'07
Percentage

   Company Total

21.9%

20.5%

18.5%

MSN appears to be using volume to offset its high SG&A expense levels. During Q3'07, SG&A expenses are down on a year over year basis by 0.7% versus last year. With the recent acquisitions of InteliStaf and AMR ProNurse, we hope to see MSN's SG&A expenses revert to what we consider more reasonable levels.

Summary Commentary

The above revenue change section indicates that the healthcare staffing market is growing, although the rate of growth was slower this quarter than last quarter. The results for Cross Country, ANM and On Assignment confirm this. You should be participating in the market growth that is taking place if you are a travel or allied company, unless your specialty is in the radiology area, which is experiencing decreased demand.

As stated previously, if you are growing at a faster rate than the companies above, it probably means that you have a good recruiting engine. We know of a number of companies that are growing faster than the market although we think they are an exception. In the longer term, we expect there will be a weeding out of weaker companies in the industry as there are many suppliers and too few bodies to fill open orders.

Industry revenue will continue to be limited by supply acquisition and turnover rather than by demand. Retrogression shows no signs of being lifted and this is bad news for all companies involved with bringing healthcare staffing personnel in to the country from international locations. No news to the positive is on the horizon at this time.

Of note in the gross margin section is that all the public companies had gross margin of 23.9% or more in the third quarter, no matter what segment of the business was reported. This is not by accident as all the public companies are taking actions to increase their gross margin. Still, from an overall viewpoint, the gross margin percentage for the public companies noted above remains about 1.5%- 2% lower than it was prior to 2002-2003 in the nurse staffing and travel nurse segments of the market. Longer term, we expect that the gross margin percentage for public companies will rise by 1%-2% in those segments.

Generally speaking, the SG&A expenses of the public companies will need to shrink over time to get back to where they were prior to 2004 as they are still out of line with historical percentages by 1-2% of revenue. As we've said previously, healthcare staffing companies probably should have SG&A expenses in the range of 15% to 17% of revenue for travel or per-diem companies and in the range of 18% to 20% for physician and allied staffing companies. These guidelines should allow for EBITDA in the range of 6% to 8% or more if gross margin is properly managed. Almost any buyer we know would have a difficult time considering a company to be a quality service provider unless it had 6% EBITDA and gross margin percentages similar to that experienced by the public companies.

The growth in value of any company requires both strong buyer interest and increasing business profits. So if buyer interest wanes, business value diminishes very quickly. The acquisition market is still strong in most segments. We are getting concerned about how long this will last due to the continuing weakness in the economy and in hospital admissions. Demand in the per-diem staffing area has already weakened.

If you would like to confidentially discuss how we could help you to take advantage of acquisition opportunities available at this time, we should talk! Please contact either of us at the numbers below and for more information about us please visit our website www.lyonssolutions.com . www.lyonsolutions.com.

Sincerely,

 
Jack Lyons, President William Quish, Senior Managing Director
(860) 653-1450
jlyons@lyonssolutions.com
(860) 653-1455
bquish@lyonssolutions.com


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About Lyons Solutions, LLC   We were founded in 1984 as Lyons & Associates, Inc. and today Lyons Solutions, LLC is a premier merger and acquisitions financial advisor to the healthcare staffing industry nationwide. Since 1989 we've completed approximately 30 healthcare staffing industry transactions. We have built an extensive corporate and private equity buyer database and provide sound, practical advice to owners of private companies seeking to execute a business sale, merger, acquisition, recapitalization or management buyout transaction. Seller clients tend to have revenue ranging from $5 million to $100 million. We work with our clients to jointly determine the best time for them to approach the market and then aggressively develop alternatives for our clients to consider. Our senior deal makers actively participate in the Healthcare Staffing Summit, the American Staffing Association (ASA), the New Jersey Staffing Alliance (NJSA), the New York Staffing Association (NYSA) and the Florida Staffing Association (FSA) and have completed over 100 multi-million dollar transactions.


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