Exhibit 99.1
MAXIMUS Announces Settlement of Arbitration Matter
RESTON, Va.--(BUSINESS WIRE)--December 12, 2008--MAXIMUS (NYSE:MMS), a leading provider of government services, announced today that it has resolved the arbitration matter with Accenture that has been outstanding since early 2007. Concurrently, the parties have also resolved outstanding contract claims by the Texas Health and Human Services Commission (“HHSC”) arising out of the contract between the Texas Access Alliance (comprised of Accenture as prime contractor and MAXIMUS as subcontractor) and HHSC. In connection with this settlement, MAXIMUS will record a pre-tax charge of $37.5 million ($23.2 million after-tax) in legal and settlement expense in the fourth quarter of fiscal 2008.
Under terms of the agreement, MAXIMUS will pay $27.5 million in cash, net of insurance proceeds from its primary insurance carrier. In addition, MAXIMUS will provide $10 million in future services to HHSC. MAXIMUS is also pursuing additional insurance reimbursement from its excess insurance carriers, but the amount of any additional recoveries cannot be determined at this time.
Richard Montoni, Chief Executive Officer of MAXIMUS, commented, “We are pleased to put this long outstanding matter behind us on terms that are balanced and clearly manageable. In summary, the settlement is $23.2 million after-tax and this is before any additional recovery from our excess insurance carriers. In addition, MAXIMUS will realize the benefit of future revenue from the $10 million in in-kind services we will provide to Texas HHSC.”
Montoni continued, “We determined that resolving the matter and avoiding the continuing costs, distractions and uncertainty of the arbitration process was in the best interests of our customers, shareholders and employees. Following the wind down of the Texas Access Alliance contract in 2007, HHSC entered into direct contracts with MAXIMUS for the administration of its most critical health and human services programs including Medicaid Enrollment, State Children’s Health Insurance Program (SCHIP), and eligibility support services, and we continue to run those programs for the State of Texas. That is the most important indicator of the quality of our services.”
In accordance with GAAP, previously announced fiscal 2008 results will be adjusted for the settlement. Specifically, MAXIMUS will record the $37.5 million pre-tax charge ($23.2 million after-tax) in the fourth quarter and year ended September 30, 2008. As a result of the settlement, the fourth quarter’s GAAP loss totaled $1.35 per share and for the full fiscal year the Company had GAAP earnings per diluted share of $0.35. Adjusted GAAP financial results and pro forma information for the fourth quarter and year ended September 30, 2008 are presented in the accompanying exhibits.
The Company is adjusting its cash flow guidance for fiscal 2009 to reflect payment of the settlement in its fiscal 2009 first quarter. As a result, the Company now expects cash from continuing operations to be in the range of $35 million to $45 million.
Montoni concluded, “This represents resolution of the most significant remaining step in fulfilling our strategy to de-risk and focus our business. As a result, MAXIMUS is very well positioned to help its government customers through these challenging economic times and to deal with the growth opportunities we expect to occur in our core area of health and human services. The Company maintains a very strong capital position and with strong cash flows anticipated in fiscal 2009, the Company fully expects to continue to invest in its business and to return excess cash to shareholders through its ongoing dividend and share repurchase programs.”
MAXIMUS is a leading provider of government services and is devoted to providing health and human services program management and consulting services to its clients. The Company has more than 6,000 employees located in more than 220 offices in the United States, Canada and Australia. Additionally, MAXIMUS is included in the Russell 2000 Index and the S&P SmallCap 600 Index.
Statements that are not historical facts, including statements about the Company's confidence and strategies and the Company's expectations about revenues, results of operations, profitability, future contracts, market opportunities, market demand or acceptance of the Company's products are forward-looking statements that involve risks and uncertainties. These uncertainties could cause the Company's actual results to differ materially from those indicated by such forward-looking statements and include reliance on government clients; risks associated with government contracting; risks involved in managing government projects; legislative changes and political developments; opposition from government unions; challenges resulting from growth; adverse publicity; and legal, economic, and other risks detailed in Exhibit 99.1 to the Company's most recent Quarterly Report filed with the Securities and Exchange Commission, found on www.maximus.com.
MAXIMUS, Inc. |
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CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
(Dollars in thousands) | ||||||||
(Unaudited) | ||||||||
September 30, | ||||||||
2007 | 2008 | |||||||
ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 70,472 | $ | 120,628 | ||||
Marketable securities | 126,210 | — | ||||||
Restricted cash | 325 | 329 | ||||||
Accounts receivable — billed, net | 111,210 | 128,819 | ||||||
Accounts receivable — unbilled | 19,782 | 30,695 | ||||||
Current portion of note receivable | — | 746 | ||||||
Deferred income taxes | 17,409 | 13,250 | ||||||
Due from insurance carrier | — | 12,500 | ||||||
Prepaid expenses and other current assets | 8,087 | 9,276 | ||||||
Current assets of discontinued operations | 45,242 | 193 | ||||||
Total current assets | 398,737 | 316,436 | ||||||
Property and equipment, net | 34,329 | 33,994 | ||||||
Capitalized software, net | 10,830 | 14,125 | ||||||
Deferred contract costs, net | 8,116 | 5,324 | ||||||
Goodwill | 60,476 | 60,659 | ||||||
Intangible assets, net | 2,476 | 3,699 | ||||||
Note receivable | — | 1,337 | ||||||
Deferred income taxes | — | 10,933 | ||||||
Other assets | 2,366 | 3,788 | ||||||
Noncurrent assets of discontinued operations | 47,134 | — | ||||||
Total assets | $ | 564,464 | $ | 450,295 | ||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable | $ | 45,711 | $ | 48,950 | ||||
Accrued compensation and benefits | 24,569 | 26,684 | ||||||
Current portion of deferred revenue | 16,845 | 19,676 | ||||||
Current portion of income taxes payable | 5,487 | 4,011 | ||||||
Current portion of capital lease obligations | 1,627 | 417 | ||||||
Other accrued liabilities | 1,387 | 53,891 | ||||||
Current liabilities of discontinued operations | 35,966 | 11,028 | ||||||
Total current liabilities | 131,592 | 164,657 | ||||||
Capital lease obligations, less current portion | 417 | — | ||||||
Deferred revenue, less current portion | 10,143 | 8,315 | ||||||
Income taxes payable, less current portion | — | 1,617 | ||||||
Deferred income taxes | 12,912 | — | ||||||
Total liabilities | 155,064 | 174,589 | ||||||
Commitments and contingencies | ||||||||
Shareholders’ equity: | ||||||||
Common stock, no par value; 60,000,000 shares authorized; 22,194,489 and 18,302,368 shares issued and outstanding at September 30, 2007 and 2008, at stated amount, respectively | 299,846 | 328,323 | ||||||
Treasury stock, at cost; 4,490,073 and 8,635,130 shares at September 30, 2007 and 2008, respectively | (124,637 | ) | (289,103 | ) | ||||
Accumulated other comprehensive income | 1,730 | 5,536 | ||||||
Retained earnings | 232,461 | 230,950 | ||||||
Total shareholders’ equity | 409,400 | 275,706 | ||||||
Total liabilities and shareholders’ equity | $ | 564,464 | $ | 450,295 |
MAXIMUS, Inc. | ||||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||||||
(In thousands, except per share data) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Three Months Ended September 30, |
Year Ended September 30, | |||||||||||||||
2007 | 2008 | 2007 | 2008 | |||||||||||||
Revenue | $ | 173,712 | $ | 189,069 | $ | 626,231 | $ | 745,133 | ||||||||
Cost of revenue | 126,204 | 138,260 | 478,507 | 543,389 | ||||||||||||
Gross profit | 47,508 | 50,809 | 147,724 | 201,744 | ||||||||||||
Selling, general and administrative expenses | 23,233 | 30,900 | 104,632 | 115,649 | ||||||||||||
Gain on sale of building | — | — | — | 3,938 | ||||||||||||
Gain on sale of Corrections Services business | — | — | 451 | — | ||||||||||||
Legal and settlement expense | 2,324 | 36,727 | 44,438 | 38,358 | ||||||||||||
Goodwill impairment | — | 7,600 | — | 7,600 | ||||||||||||
Operating income (loss) from continuing operations |
21,951 | (24,418 | ) | (895 | ) | 44,075 | ||||||||||
Interest and other income, net | 2,581 | 325 | 5,804 | 2,423 | ||||||||||||
Income (loss) from continuing operations before income taxes |
24,532 | (24,093 | ) | 4,909 | 46,498 | |||||||||||
Provision (benefit) for income taxes | 10,301 | (9,321 | ) | 12,081 | 18,217 | |||||||||||
Income (loss) from continuing operations | 14,231 | (14,772 | ) | (7,172 | ) | 28,281 | ||||||||||
Discontinued operations, net of income taxes: | ||||||||||||||||
Loss from discontinued operations | (62 | ) | (2,827 | ) | (1,083 | ) | (15,969 | ) | ||||||||
Loss on disposal | — | (7,361 | ) | — | (5,635 | ) | ||||||||||
Loss from discontinued operations | (62 | ) | (10,188 | ) | (1,083 | ) | (21,604 | ) | ||||||||
Net income (loss) | $ | 14,169 | $ | (24,960 | ) | $ | (8,255 | ) | $ | 6,677 | ||||||
Basic earnings (loss) per share: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.64 | $ | (0.80 | ) | $ | (0.33 | ) | $ | 1.48 | ||||||
Loss from discontinued operations | — | (0.55 | ) | (0.05 | ) | (1.13 | ) | |||||||||
Basic earnings (loss) per share |
$ | 0.64 | $ | (1.35 | ) | $ | (0.38 | ) | $ | 0.35 | ||||||
Diluted earnings (loss) per share: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.63 | $ | (0.80 | ) | $ | (0.33 | ) | $ | 1.47 | ||||||
Loss from discontinued operations | — | (0.55 | ) | (0.05 | ) | (1.12 | ) | |||||||||
Diluted earnings (loss) per share | $ | 0.63 | $ | (1.35 | ) | $ | (0.38 | ) | $ | 0.35 | ||||||
Dividends per share | $ | 0.10 | $ | 0.10 | $ | 0.40 | $ | 0.40 | ||||||||
Weighted average shares outstanding: | ||||||||||||||||
Basic | 22,177 | 18,540 | 21,870 | 19,060 | ||||||||||||
Diluted | 22,554 | 18,540 | 21,870 | 19,305 | ||||||||||||
MAXIMUS, Inc. | ||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||
(Dollars in thousands) | ||||||||
(Unaudited) | ||||||||
Year Ended
September 30, |
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2007 | 2008 | |||||||
Cash flows from operating activities: | ||||||||
Net income (loss) | $ | (8,255 | ) | $ | 6,677 | |||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Loss from discontinued operations | 1,083 | 21,604 | ||||||
Depreciation | 9,889 | 9,132 | ||||||
Amortization | 2,450 | 3,396 | ||||||
Impairment of goodwill | — | 7,600 | ||||||
Deferred income taxes | (12,598 | ) |
(20,200 |
) |
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Gain on sale of Corrections Services business | (451 | ) | — | |||||
Gain on sale of building | — | (3,938 | ) | |||||
Deferred interest income on note receivable | — | 147 | ||||||
Non-cash equity based compensation | 3,962 | 9,123 | ||||||
Changes in assets and liabilities, net of effects from divestitures: | ||||||||
Accounts receivable - billed | (2,039 | ) | (16,000 | ) | ||||
Accounts receivable - unbilled | 1,750 | (10,913 | ) | |||||
Due from insurance carrier | — | (12,500 | ) | |||||
Prepaid expenses and other current assets | (216 | ) | (1,173 | ) | ||||
Deferred contract costs | 3,049 | 2,792 | ||||||
Other assets | 4,375 | (227 | ) | |||||
Accounts payable | 1,694 | 3,014 | ||||||
Accrued compensation and benefits | 4,085 | 2,115 | ||||||
Deferred revenue | 2,254 | 1,003 | ||||||
Income taxes | 14,490 |
2,572 |
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Other liabilities | 1,167 |
47,499 |
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Cash provided by operating activities - continuing operations | 26,689 | 51,723 | ||||||
Cash provided by operating activities - discontinued operations | 24,501 | 4,850 | ||||||
Cash provided by operating activities | 51,190 | 56,573 | ||||||
Cash flows from investing activities: | ||||||||
Proceeds from sales of discontinued operations, net of transaction costs | — | 37,678 | ||||||
Proceeds from sale of Corrections Services business, net of transaction costs | 1,871 | — | ||||||
Proceeds from sale of building, net of transaction costs | — | 5,929 | ||||||
Acquisition of business, net of cash acquired | — | (3,150 | ) | |||||
Decrease in note receivable | — | 237 | ||||||
Purchases of property and equipment | (12,390 | ) | (10,318 | ) | ||||
Capitalized software costs | (2,350 | ) | (5,131 | ) | ||||
(Increase) decrease in marketable securities | (8,895 | ) | 126,210 | |||||
Cash provided by (used in) investing activities - continuing operations | (21,764 | ) | 151,455 | |||||
Cash used in investing activities - discontinued operations | (3,090 | ) | (2,995 | ) | ||||
Cash provided by (used in) investing activities | (24,854 | ) | 148,460 | |||||
Cash flows from financing activities: | ||||||||
Employee stock transactions | 12,953 | 4,422 | ||||||
Repurchases of common stock | — | (164,466 | ) | |||||
Price adjustment under Accelerated Share Repurchase agreement | — | 13,903 | ||||||
Payments on capital lease obligations | (1,690 | ) | (1,627 | ) | ||||
Tax benefit due to option exercises and restricted stock units vesting | 2,078 | 689 | ||||||
Cash dividends paid | (8,750 | ) | (7,798 | ) | ||||
Cash provided by (used in) financing activities - continuing operations | 4,591 | (154,877 | ) | |||||
Cash provided by financing activities - discontinued operations | — | — | ||||||
Cash provided by (used in) financing activities | 4,591 | (154,877 | ) | |||||
Net increase in cash and cash equivalents | 30,927 | 50,156 | ||||||
Cash and cash equivalents, beginning of period | 39,545 | 70,472 | ||||||
Cash and cash equivalents, end of period | $ | 70,472 | $ | 120,628 | ||||
MAXIMUS, Inc. | ||||||||||||||||
Segment Information - Income (loss) from Continuing Operations (1) | ||||||||||||||||
(Dollars in thousands) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Three Months Ended September 30, |
Year Ended September 30, | |||||||||||||||
2007 | 2008 | 2007 | 2008 | |||||||||||||
Revenue: | ||||||||||||||||
Operations | $ | 142,988 | $ | 163,520 | $ | 507,486 | $ | 629,226 | ||||||||
Consulting | 30,724 | 25,549 | 118,745 | 115,907 | ||||||||||||
Total | 173,712 | 189,069 | 626,231 | 745,133 | ||||||||||||
Gross Profit: | ||||||||||||||||
Operations | 37,580 | 43,715 | 102,886 | 163,308 | ||||||||||||
Consulting | 9,928 | 7,094 | 44,838 | 38,436 | ||||||||||||
Total | 47,508 | 50,809 | 147,724 | 201,744 | ||||||||||||
Selling, General, and Administrative expense: |
|
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Operations | 14,814 | 21,541 | 67,271 | 77,615 | ||||||||||||
Consulting | 8,015 | 9,206 | 37,090 | 37,011 | ||||||||||||
Corporate/Other | 404 | 153 | 271 | 1,023 | ||||||||||||
Total | 23,233 | 30,900 | 104,632 | 115,649 | ||||||||||||
Income (loss) from Operations: (1) | ||||||||||||||||
Operations | 22,766 | 22,174 | 35,615 | 85,693 | ||||||||||||
Consulting | 1,913 | (2,112 |
) |
7,748 | 1,425 | |||||||||||
Consolidating adjustments | (404 | ) | (153 | ) | (271 | ) | (1,023 | ) | ||||||||
Subtotal: Segment Operating Income | 24,275 | 19,909 | 43,092 | 86,095 | ||||||||||||
Gain on sale of Corrections Services business |
— | — | 451 | — | ||||||||||||
Gain on sale of building | — | — | — | 3,938 | ||||||||||||
Legal and settlement expense | (2,324 | ) | (36,727 | ) | (44,438 | ) | (38,358 | ) | ||||||||
Goodwill impairment | — | (7,600 | ) | — | (7,600 | ) | ||||||||||
Consolidated total | $ | 21,951 | $ | (24,418 |
) |
$ | (895 | ) | $ | 44,075 | ||||||
Operating margin (loss) percentage: | ||||||||||||||||
Operations | 15.9 | % | 13.6 | % | 7.0 | % | 13.6 | % | ||||||||
Consulting | 6.2 | % | -8.3 | % | 6.5 | % | 1.2 | % | ||||||||
Subtotal: Segment Operating Income | 14.0 | % | 10.5 | % | 6.9 | % | 11.6 | % | ||||||||
Consolidated total | 12.6 | % | -12.9 | % | -0.1 | % | 5.9 | % | ||||||||
(1) Before income taxes. |
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MAXIMUS, Inc. | |||||||||||||||||||
Supplemental Pro Forma Earnings per Diluted Share from Continuing Operations | |||||||||||||||||||
Fiscal Year 2008 | |||||||||||||||||||
Q1 08 | Q2 08 | Q3 08 | Q4 08 | Total | |||||||||||||||
Diluted earnings per share from continuing operations- | |||||||||||||||||||
GAAP basis | $ | 0.59 | $ | 0.72 | $ | 0.92 | $ | (0.80 | ) | $ | 1.43 | ||||||||
Pro forma adjustments: | |||||||||||||||||||
Legal and settlement charges | - | 0.03 | 0.02 | 1.23 | 1.28 | ||||||||||||||
Gains on sale of building | - | - | (0.13 | ) | - | (0.13 | ) | ||||||||||||
Pre-ASR interest income | (0.03 | ) | - | - | - | (0.03 | ) | ||||||||||||
Non-cash goodwill impairment charge | - | - | - | 0.25 | 0.25 | ||||||||||||||
Severance |
- |
- |
- |
0.03 | 0.03 | ||||||||||||||
Subtotal pro forma adjustments | $ | (0.03 | ) | $ | 0.03 | $ | (0.11 | ) | $ | 1.51 | $ | 1.40 | |||||||
Pro forma diluted earnings per share from continuing operations | $ | 0.56 | $ | 0.75 | $ | 0.81 | $ | 0.71 | $ | 2.83 | |||||||||
CONTACT:
MAXIMUS
Lisa Miles, 800-MAXIMUS x11637