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Healthcare Staffing Update


May 15, 2008

Dear Healthcare Industry Executive:


This letter updates information we published March 14, 2008 for the healthcare staffing industry. In it we will be discussing the first quarter performance in 2008 of the four (4) largest healthcare staffing companies, AMN, Cross Country, On Assignment and MSN as well as other pertinent information.

The Q1'08 revenue results for the public companies below shows nursing and allied revenue for the quarter grew at a lower than robust rate in the quarter versus the same period of 2007. Generally speaking, during Q1'08, the public companies saw more robust increases in revenue in most segments other than nursing and allied. We believe that most private companies are experiencing the same trends as the public companies are experiencing, meaning that growth is hard to come by due to the shortage of healthcare workers.

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

2007
versus
2006

Q1'08
versus
Q1'07

Nurse and Allied Staffing

5.5%

3.9%

(2.7%)

Clinical Trials Services

86.8%

69.9%

26.2%

Other Human Capital Management Services

(3.1%)

8.5%

15.6%

   Company Total

10.2%

9.6%

1.8%

As you can see above, Cross Country's growth came from business segments outside of nursing and allied staffing and that this segment actually contributed less revenue in the first quarter of 2008 than the first quarter of 2007. Nursing and allied now represent 78% of Cross Country's revenue base and it is shrinking as a percentage of the total as Clinical Trials Services and Other Human Capital Management Services are emphasized. On a positive note, Cross Country continues to indicate that strong pricing is offsetting volume weakness in the Nursing and Allied Staffing segment.

AMN Healthcare Services (AHS)

Q1'07
versus
Q1'06

2007
versus
2006

Q1'08
versus
Q1'07

Nursing and Allied Staffing

12.6%

5.1%

2.0%

Locum Tenens Staffing

10.5%

15.8%

6.9%

Physician Permanent Placement

5.0%

2.1%

5.5%

   Company Total

11.7%

7.6%

3.4%

In its 10-Q for the period ending March 31, 2008, 2007, AMN indicated that as of February 15, 2008 it acquired Platinum Select Staffing, a national travel allied staffing firm. This was a relatively substantial transaction for the Company and even though revenue attributable to this transaction was not published, we believe that this acquisition is the only reason that AMN's Nursing and Allied Staffing segment grew at all during the quarter versus Q1'07. Locum tenens staffing remains strong although its growth rate is decreasing. The Physician and Permanent Placement segment of the Company is growing at about the same rate it was a year ago. Company growth is being constrained by supply and an inability to bring in international nurses as a result of the current visa retrogression. In early May, 2008, AMN indicated that demand for travel nurses and allied healthcare professionals rose since the beginning of the year. This is all well and good, but when the issue is supply, additional demand isn't going to help future results.

On Assignment (ASGN)

Q1'07
versus
Q1'06

2007
versus
2006

Q1'08
versus
Q1'07

Healthcare Staffing

5.9%

2.9%

4.4%

Physician Staffing

New

New

14.5%

Life Sciences

19.7%

14.6%

2.9%

IT and Engineering

New

New

New

   Company Total

NA

NA

NA

On Assignment experienced some growth in Healthcare Staffing in the first quarter of 2008 versus the first quarter of 2007. The life science segment growth slowed dramatically in the first quarter versus any period in the last year. On Assignment's Physician Staffing and It and Engineering segments are growing nicely. In its 8-K, On Assignment indicated that its IT and Engineering segment grew 19.3% on a pro-forma basis versus Q1'07. Company growth is being powered by the acquisitions it made in the first quarter of 2007. Had it not been for these acquisitions, growth would have been less than 4%. Because of its balanced business model, On Assignment is well positioned to grow in 2008 without great dependency on GDP or labor market growth.

Medical Staffing Network (MRN)

Q1'07
versus
Q1'06

2007
versus
2006

Q1'08
versus
Q1'07

Branch based per-diem Staffing

(2.4%)

Not Reported

N/A

Allied Staffing

(0.6%)

Not Reported

N/A

Travel Nurse Staffing

(45.8%)

Not Reported

N/A

   Company Total

(4.5%)

N/A

N/A

MSN's revenue grew 60% year over year for the first quarter, although most if not all of its growth came from the acquisitions of InteliStaf Holdings and AMR ProNurse in 2007. MSN has been under volume pressure due to stagnant hospital admissions for some time now. The recent acquisition of InteliStaf clouds this within the reported results. In its 10-K for 2007, MSN indicated that the weaker demand experienced in Q4'7 has reversed itself as Q1'08 progressed, although in its 10-Q for Q1'08, MSN indicated that its revenue is still under pressure as stagnant admissions have suppressed incremental demand for temporary nurses and that it cannot predict when conditions will improve. During Q1'08, 68% of MSN's revenue was derived from per diem staffing, 18% was derived from travel staffing and 14% was derived from allied staffing. The travel segment of the business has increased from 4% to 18% of its business due to the acquisition of InteliStaf.

Gross Margin

Each company has a different gross margin story although all companies increased their gross margin in Q4'07 verses Q4'06. See below:

Gross Margin Percentage

Cross Country (CCRN)

Q1'07
Percentage

207
Percentage

Q1'08
Percentage

   Company Total

23.0%

24.3%

25.2%

In Q1'08 Cross Country experienced a 2.2% increase in gross margin versus the same period in 2007 and continued its trend of rising gross margin since 2006. As previously stated, most of the increase is 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) are increasing as a percentage of Cross Country's business whereas the nursing and allied staffing business segment is decreasing as a percentage of Cross Country's business.

AMN Healthcare Services (AHS)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

Nursing and Allied Staffing

23.3%

23.8%

24.0

Locum Tenens Staffing

25.2%

26.0%

26.7%

Physician Permanent Placement

63.2%

61.3%

61.6%

   Company Total

25.5%

26.0%

26.4%

For the nursing and allied segment, AMN experienced an increase in gross margin of 0.7% in the first quarter versus the same period in 2007 and was also up slightly than the average gross margin for 2007. Gross margin in the locum tenens staffing business experienced a similar phenomenon; in the physician permanent placement segment during Q1'08, AMN had an decrease in gross margin of 1.6% versus the same period last year. Overall, AMN's gross margin was up 0.9% inQ1'08 vs. Q1'07 and up 0.4% the year ending December 31, 2007.

On Assignment (ASGN)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

Healthcare Staffing

24.6%

25.3%

24.2%

Physician Staffing

29.4%

29.2%

28.2%

Healthcare/Physician Staffing Total

26.0%

26.5%

25.5%

Life Sciences

32.9%

33.4%

32.9%

IT and Engineering

37.1%

37.4%

36.8%

   Company Total

30.6%

31.7%

31.1%

During the first quarter, On Assignment's growth margin decreased versus last year in most segments and versus 2007. However, overall Company gross margin was up 0.5% for the quarter versus last year due to a change in mix of business toward IT and Engineering and Physician staffing.

Medical Staffing Network (MRN)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

   Company Total

23.2%

24.1%

24.1%

MSN has increased its gross margin by 0.9% in this quarter versus the same quarter last year.MSN attributes this to a more favorable pricing environment than in recent years, although MSN notes that there is gross profit margin pressure.

Sales General & Administrative Expenses

Each company has a different SG&A story, none of which are positive. See below:

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

Cross Country (CCRN)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

   Company Total

16.8%

17.1%

17.9%

Cross Country's SG&A expenses worsened by 1.1% of revenue in Q1'08 versus Q1'07 on top of a 0.3% worsening for 2007 verses 2006. Some of this is due to Cross Country's mix of business changing, but SG&A continues to go the wrong way for the Company.

AMN Healthcare Services (AHS)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

Nursing and Allied Staffing

17.3%

17.6%

17.3%

Locum Tenens Staffing

20.0%

18.7%

19.4%

Physician Permanent Placement

35.7%

37.5%

37.6%

   Company Total

18.5%

18.7%

18.8%

During the first quarter, AMN's SG&A expenses worsened by 0.3% versus the first quarter of 2007. Only Locum Tenens Staffing showed improvement in SG&A expenses as a percentage of revenue. As a result, AMN's SG&A expenses continue to be a little too high and will continue to have a slightly negative effect on profitability until they are brought in line.

On Assignment (ASGN)

Q1'07
Percentage

2007
Percentage

Q1'08
Percentage

   Company Total

23.5%

23.0%

23.6%

On Assignment's SG&A expenses were almost flat as a percentage of revenue from Q1'07 to Q1'08. This may actually be an improvement as On Assigment's mix of business has change over the last year. As noted previously, On Assignment is much more of a hybrid company than any of the other companies noted. A significant portion of its revenue comes from outside of its traditional businesses due to acquisitions last year. On Assignment does not report SG&A by segment. We continue to 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

2007
Percentage

Q1'08
Percentage

   Company Total

21.9%

19.9%

20.2%

MSN seems to have been able to use volume to offset its high SG&A expense levels. During Q1'08, SG&A expenses are down on a year over year basis by 1.7% versus last year. With the acquisitions of InteliStaf and AMR ProNurse now integrated into the rest of the company, we hope to see MSN's SG&A expenses revert to what we consider more reasonable levels, which are a few percentage points below current performance.

Summary Commentary

Industry revenue will continue to be limited by supply acquisition and turnover rather than by demand. Retrogression will not be lifted any time in the near future. That is bad news for all companies involved with bringing healthcare personnel in to the country from international locations.

Of note in the gross margin section is that all the public companies had gross margin of 24.0% or more in the first quarter, no matter what segment of the business was reported. This is not by accident as all the public companies are attempting to increase their gross margin. Still, from an overall viewpoint, the gross margin percentage for the public companies noted above remains about 1%- 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.

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 a point of reference, 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.

The acquisition market is still strong in most segments, although there has been some fall off in acquisition pricing. We are getting concerned about how long acquisition demand will stay strong 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 websiteIf you would like to confidentially discuss how we could help you to either plan your exit or 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.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 Investment Banking advisor and Exit Planner to the healthcare staffing industry nationwide. Since 1989 we've completed over 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 an exit strategy, 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 plan their exits and 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 / exit planners actively participate in the Healthcare Staffing Summit, the American Staffing Association (ASA), the New York Staffing Association (NYSA) and have completed over 110 multi-million dollar transactions.


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