SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported) August 3, 2004
TEAMSTAFF, INC.
(Exact name of Registrant as specified in charter)
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| New Jersey | |
0-18492 | |
22-1899798 | ||||||
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(Commission File Number) |
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(IRS
Employer Identification No.) |
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| 300 Atrium Drive, Somerset, N.J. | |
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08873 | |||||||
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(Zip Code) | |||||||
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Registrant's telephone number, including area code (732) 748-1700
(Former name or former address,
if changed since last report.)
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits.
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| (a) | Financial Statements. |
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| None |
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| (b) | Pro Forma Financial Information |
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| None |
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| (c) | Exhibits. |
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| The following exhibit is filed herewith: |
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| Exhibit No. | |
Description | ||||
| 99.1 | |
Investor Presentation | ||||
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Item 9: Regulation FD Disclosure.
The slides attached as Exhibit 99.1 to this Form 8-K have been included in TeamStaff, Inc.'s investor relations presentations as of August 3, 2004. At that time, these materials were also posted to the "Investor Relations" section of the registrant's website, www.teamstaff.com.
The information in this report (including Exhibit 99.1) is furnished pursuant to Item 9 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD. The furnishing of these slides is not intended to, and does not, constitute a determination or admission by TeamStaff that the information in the slides is material or complete, or that investors should consider this information before making an investment decision with respect to any security of TeamStaff.
This Current Report on Form 8-K includes forward-looking statements and assumptions, which reflect the registrant's current view with respect to future events and financial performance. These forward-looking statements are subject to certain risks and uncertainties, which could cause actual results to differ materially from historical and anticipated results. Specifically, the reported values of the registrant's community development assets are based on projected events, including price growth, sales pace and expected costs. The words "believe," "expect," "anticipate," "hypothetical" and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. The registrant undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. For a discussion of certain factors that could cause actual results to differ materially from historical or anticipated results, the registrant's Form 10-K for the year ended September 30, 2003 and Form 10-Q for quarters ended December 31, 2003 and March 31, 2004.
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
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| Dated: August 3, 2004 | |
TEAMSTAFF, INC. (Registrant) |
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By: /s/
Edmund C. Kenealy
Edmund C. Kenealy, Vice President, General Counsel and Secretary |
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Annual
Shareholders Meeting
August 3rd, 2004
NASDAQ: TSTF
TeamStaff Board and
Management
Board of Directors
Chairman, T. Stephen Johnson
Vice-Chairman, Karl W. Dieckmann
Directors
Martin J. Delaney
Ben Dyer
Rocco J. Marano
T. Kent Smith
Management Team
Forward-Looking Statements
This presentation
contains "forward-looking statements" as defined by the Federal
Securities
Laws. TeamStaff's actual results could differ materially from those
described
in such forward-looking statements as a result of certain risk
factors, including but not
limited to: (i) regulatory and tax developments;
(ii) changes in direct costs and operating
expenses; (iii) the estimated
costs and effectiveness of capital projects and investments in
technology
infrastructure; (iv) ability to effectively implement its business strategies
including, but not limited to, its new business strategy for its temporary
medical staffing
division, and operating efficiency initiatives; (v) the
effectiveness of sales and marketing
efforts, including TeamStaff’s
marketing arrangements with other companies; (vi)
changes in the
competitive environment in the temporary staffing, permanent placement
and
payroll processing industries; (vii) dependence upon key personnel; and (viii)
other
one-time events and other important factors disclosed previously and
from time to time in
TeamStaff's filings with the U.S. Securities and
Exchange Commission. These factors
are described in further
detail in TeamStaff’s filings with the U.S. Securities and
Exchange
Commission.
Agenda
1.
Welcome and Introductions
2.
Company Overview & Turnaround Progress
3.
Healthcare Staffing Industry Trends
4.
TeamStaff Rx Growth Strategies
5.
DSI Growth Strategies
6.
Financials
7.
Summary
Overview Of TeamStaff
8th Largest Public
Top 3 in Segment
HealthCare
Staffing
Industry
Allied
Health
Travel Segment
$4.4
Million
Revenue
39% EBITDA*
LTM
Payroll Industry
Construction
Segment
TeamStaff is a
35-year-old leader in two attractive market
segments: Healthcare staffing
and
payroll administration services
*Note: a
presentation of the most directly comparable financial measures calculated and
presented in accordance with GAAP and a reconciliation of the differences
between the non-
GAAP financial measures presented above and the most
directly comparable financial measures calculated and presented in accordance
with GAAP are available at the investor
relations section of our website:
www.teamstaff.com.
Our Turnaround Progress
New & experienced leadership team
Sold PEO
Re-Positioned TeamStaff Rx
Expanded remote sales force and relationship selling
Created One-Stop Shop with three Alliances
Introduced VIP Program as differentiator
Restructured and lowered corporate overhead
costs by $3.5 million, or
41%
Closer to profitability
The
Past 18 Months Have Been “Stormy,”
But Industry Analysts Forecast
Growth Ahead
Change
vs. Prior Year +26% +25% -8.5% -3% +10%
Source: Staffing Industry Analysts, Inc. estimates and projections
U.S. Healthcare Staffing Market
Industry Dynamics Are Very Attractive
U.S.
population over 65 is
expected to grow
over
14% by 2010,
increasing
need for healthcare
services
Legislative mandates
on
overtime and
staffing
ratios increase
shortage
Nursing
Supply/Demand
Imbalance
TeamStaff Rx
Participates In Two High-Margin Healthcare
Staffing Industry Segments of
a $10.4 Billion Industry
Locum Tenens
(Physicians)
$1.0
Travel Nursing
$1.6
Source: Staffing Industry Analysts, Inc. estimates and projections
Per Diem
Nursing
$5.6
Allied Health/Other
$2.2
TSTF-20%
TSTF-80%
Nurse
Allied
Medical
Staffing Network
(MRN) -- $513
Maxim -- $298
Favorite Nurses --$200
Nursefinders -- $185
ATC Healthcare (AHN)
-- $149
AMN HealthCare
(AHS) -- $714
Cross Country (CCRN)
-- $687
Intelistaff/StarMed
-- $234
US Nursing -- $190
On Assignment (ASGN)
-- $117
CompHealth -- $290
Club Staffing -- $60e
TeamStaff Rx (TSTF) -- $58
Aureus Medical -- $45e
Resources on Call -- $25e
Per Diem
(Hourly, Daily & Weekly)
Travel
(13-Week)
Travel
TeamStaff Rx Is the
Third Largest Travel Allied
Healthcare Provider In A Fragmented
Landscape
Source: Staffing Industry Report; TSTF estimates 2003
There
Are Three Major Healthcare Staffing Industry Trends,
Repeating The 1990s
Clerical/Light Industrial Staffing Experience
Roll-up potential
Alliances struck
Acquisition possibilities
Larger, quality providers
survive and benefit
Purchase
additional service
offerings to create 1-Stop
Shop
Purchases to add scale
Purchases
to realize Top 5
industry size objectives
Travel
Nursing adding
Travel Allied, and
vice
versa
‘Per
Diem’ Nurse firms
adding Travel, and vice
versa
Later, Locum Tenens added
41% of
Healthcare
Organizations
Plan to
Consolidate Vendors
Currently
narrowing to
about 10 Providers
Eventually to 3-5 Providers
Timeframe over 3-5 years
Industry Consolidation
One-Stop
Shopping
Vendor Consolidation
TeamStaff Rx’s
Growth Strategy Is Guided by
Hospitals’ Desire to Have Fewer, Higher
Quality
Vendors Who Offer More Services
Travel
Per Diem
Permanent
Placement
Acquisitions
Alliance (tbd)
Acquisitions
Alliance (PPR)
Alliance (Top 5 Firm)
Organic Growth
Organic Growth
Add Selected Modalities
Acquisitions
Alliance (Med-Pro)
Organic Growth
Locum Tenens
Nurse
Allied
Vision: To be the
Largest and Most Respected Travel Allied HealthCare Staffing
Provider,
Offering Clients both One-Stop Shopping and Vendor Management Capability
While Customers
View Healthcare Staffing Firms as
Lagging in Quality, TeamStaff Rx Ratings
Were
95.1% During 2004
Source: Staffing Industry Analysts, Inc. 2003 Survey of Staffing Purchasers; TeamStaff Rx Customer Survey
Industry standards for Client Satisfaction ranks as follows:
7% = A Ranking, 10% = B Ranking, 48% = C Ranking, 34% = D Ranking, Noone received a F Ranking
TeamStaff Rx Sales
Force Will Double By The End
of 2004, With Most Geographically
Distributed
Region #1
Region #2
Region #3
Region #4
Govt. Services Admin
Northeast Territory
Southeast Territory
Central Atlantic Territory
Metro Memphis Territory
Mid America Territory
West Coast Territory
Telemarketers
Regional Account Managers
Although We Have an
Appetite for
Acquisitions to Increase Our Offerings and
Drive Scale,
Sellers are in Short Supply and
There is an
Abundance of Eager
Buyers
Source: Healthcare Staffing Summit – June 15, 2004 (Jack Lyons, Lyons Hollis Associates, Inc.)
Our VIP Program Was The “First” for a Travel Allied Company
Cost-Containment Model
Saves 5% to 20%
Optimized Vendor
Management
Technologies
Automated ‘One-Click’
Reporting
Onsite & ‘Virtual’
Account Managers
Streamlined Procedures
& More
Construction industry niche market with client
retention in excess of 90%
LTM Revenues $4.4 million with 39%
EBITDA*
Doubling the size of the sales force
Targeting new geographic territories
Broadening the client service offering
Freshening marketing efforts—advertising,
website, lead generation and sales collateral
*Note: a presentation of the most directly comparable financial measures calculated and presented in accordance with GAAP and a reconciliation of the differences
between the non-GAAP financial measures presented above and the most directly comparable financial measures calculated and presented in accordance with GAAP
are available at the investor relations section of our website: www.teamstaff.com.
Public
Staffing Firms 2004 Sequential Quarterly
Revenue Results and Guidance
Reflect The Industry
Downturn, While Rx Has Started Recovering
AMN
(Travel Nurse)
Cross Country
(Travel Nurse)
MSN
(Nurse Per-Diem)
ATC Healthcare
(Nurse Per-Diem)
TSTF Rx
(Travel Allied)
(4.9)%***
(4-6)%
Flat
(3.4)%**
10.2%***
+1%
(2)%
(1)%
(6.3)%*
(7.9)%
June, 2004
Sequential Quarter Guidance
March, 2004
Sequential Quarter Actuals
* February quarter ending actuals **May quarter ending actuals ***June quarter ending actuals
*Excludes former CEO and CFO severance and supplemental retirement plan obligations
*Note: a
presentation of the most directly comparable financial measures calculated and
presented in accordance with GAAP and a reconciliation of the differences
between the
non-GAAP
measures presented above and the most directly comparable financial
measures calculated and presented in accordance with GAAP are available at the
investor relations section of our
website: www.teamstaff.com.
Revenues
($MM)
$14.7
$13.4
Payroll
Rx
3 Qtr
4 Qtr
1 Qtr
EBITDA
($MM)
$0.1
Rx
Payroll
Corporate*
($0.7)
3 Qtr
4 Qtr
2 Qtr
Continuing
Operations:
Quarterly Revenues/EBITDA*
3 Qtr
3 Qtr
$9.7
($0.8)
Fiscal ’03
Fiscal ’03
$8.8
2 Qtr
Fiscal ’04
($0.2)
Fiscal ’04
$9.8
($0.4)
1 Qtr
Rx Gross Margins Are Improving With Focus
Fiscal ‘04
16.0%
16.1%
17.0%
19.2%
TeamStaff,
Inc.
Analysis of Annualized Corporate Expenses
June 30, 2004 vs.
September 30, 2003
($ in Thousands)
Expense
Corporate Overhead:
6/30/2004
9/30/2003
Reduction
Salaries and Related
$ 2,264
$ 4,172
$ 1,908
Insurance
996
1,687
691
Audit Fees
160
350
190
Investor Relations
140
180
40
IT and Related (non employee)
411
883
470
Legal Fees
96
200
104
Occupancy Cost
236
284
48
All Other
829
887
58
Total Annualized Corporate Overhead
$ 5,132
$ 8,643
$ 3,511
Note: September 2003 numbers include overhead related to PEO division sold November 17, 2003.
Balance Sheets
1.2
1.8
Restricted Cash
9/30/03
Total Current Assets
$60.6
$39.3
Total Liabilities and Stockholders’ Equity
35.1
31.4
Stockholders’ Equity
25.5
7.9
Total Liabilities
16.4
1.2
Liabilities Held for Sale
1.8
1.7
Other Liabilities
$7.3
$5.0
Current Liabilities
4.9
3.6
Accounts Receivable
$60.6
$39.3
Total Assets
22.4
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Assets Held For Sale
15.5
17.8
Other
5.9
5.9
Intangibles
1.2
1.0
Fixed Assets, Net
15.6
14.6
1.5
1.4
3.7
4.3
Prepaid Workers’ Compensation
$4.3
$3.5
Cash
6/30/04
(unaudited)
Other Current Assets
($MM)
Long-term growth of Healthcare Staffing Industry
Rx turning while Industry projected to return in 2005
Sales force expansion and local, relationship selling
One-stop shop with Alliances
VIP Program as a differentiator
Appetite for acquisitions to bolster offerings & scale
Experienced staffing industry leadership team
Upside with DSi growth plans
Summary Of TeamStaff Opportunities