Carecloud, Inc. annual report, FY2016

CareCloud, Inc. — Filing identity and reporting period

Important identity note: The supplied filing is Medical Transcription Billing, Corp. (MTBC), not CareCloud, Inc. It is the Form 10-K for the fiscal year ended December 31, 2016, filed March 31, 2017. The filing reports annual results, with quarterly data including the fourth quarter.

Business context

MTBC provides web-based healthcare practice-management, electronic health records (EHR), revenue-cycle management (RCM), and related services. Most revenue is based on a percentage of customer collections. The company expanded through acquisitions, including Gulf Coast Billing, Renaissance, WFS, and MediGain in 2016; it acquired MediGain assets for $7 million, paid $2 million at closing, and owed the remaining $5 million.

Financial performance and liquidity

MetricFY 2016FY 2015
Revenue$24.49 million$23.08 million
Operating loss$(7.90) million$(4.46) million
Net loss$(8.80) million$(4.69) million
Net loss attributable to common shareholders$(9.55) million$(4.89) million
Adjusted EBITDA (non-GAAP)$(0.61) million$(0.68) million
Cash from operating activities$(0.90) million$(1.88) million
Cash at year-end$3.48 million$8.04 million
Working capital$(7.42) million$5.13 million
Total liabilities$21.26 million$11.78 million

Revenue increased 6%, but operating expenses rose 18%; operating margin fell to approximately negative 32% from negative 19%. Direct operating costs were 54.8% of revenue versus 50.4%. Net loss widened despite slightly improved adjusted EBITDA. Interest expense increased to $682,000 from $288,000. The company recorded $4.58 million of depreciation and amortization, including $4.40 million of purchased-intangible amortization.

Fourth-quarter revenue was $8.83 million versus $5.36 million in fourth-quarter 2015; fourth-quarter net loss was $4.03 million versus $802,000. Fourth-quarter 2016 included about $3.7 million of MediGain revenue.

Cash used in investing activities was $3.83 million, largely reflecting acquisition payments. Financing activities provided $157,000, versus $9.50 million in 2015. The Opus Bank facility was fully utilized at year-end: $2 million revolving borrowings and term loans with a $7.33 million face balance (approximately $6.70 million carrying value). The company also owed Prudential $5 million for MediGain; $3 million was demanded immediately in March 2017, together with interest.

Changes, outlook, and material risks

  • Acquisitions and integration: 2016 acquisitions contributed revenue, but also increased costs, amortization, and integration demands. Management said MediGain was expected to generate at least $10 million of annual revenue and be accretive to earnings in 2017; these expectations are not assured.
  • Going concern: Management and the independent auditor stated that substantial doubt exists about MTBC’s ability to continue as a going concern. Cash and the fully drawn credit facility are insufficient for anticipated needs without additional financing. The auditor’s opinion on the financial statements was unqualified but included a going-concern paragraph.
  • Financing and debt: MTBC said it planned to raise capital and was seeking to refinance Opus debt. A March 2017 amendment added a $1 million month-end minimum cash requirement and minimum revenue and adjusted EBITDA requirements, restricted further acquisitions and changes to the Prudential terms without Opus consent, and provided for stepped interest-rate increases totaling 3.5 percentage points by year-end 2017. Financing is not assured.
  • Prudential obligation: Prudential demanded immediate payment of $3 million of the $5 million unpaid purchase price. MTBC had not paid it as of the filing; nonpayment could lead to claims and materially affect the business.
  • Listing: Nasdaq extended the deadline to June 19, 2017 to regain compliance with the $1 minimum bid-price rule. A reverse stock split was proposed for shareholder authorization.
  • Operating risks: The business depends substantially on offshore operations, especially in Pakistan, and faces acquisition-retention and integration risks, competition, healthcare regulation, data security and privacy exposure, and reimbursement-policy uncertainty.
  • Other notable items: The company paid $709,000 in preferred dividends and spent $546,000 repurchasing common shares in 2016. Common dividends were not anticipated and were restricted by the senior lender. Management expected expense reductions after MediGain but did not assure a near-term return to profitability.

Most important facts for investors to verify

  1. Whether MTBC obtained sufficient financing to meet the Prudential demand and other near-term obligations, and the current status of that dispute.
  2. Current cash, working capital, operating cash burn, Opus facility availability, covenant compliance, interest rates, and debt maturities.
  3. Whether MediGain and the other acquired businesses retained customers, migrated to MTBC’s platform, and delivered the projected revenue and earnings contribution.
  4. Nasdaq bid-price compliance and the outcome and terms of the proposed reverse stock split.
  5. Whether cost reductions improved operating results and cash flow, and whether the company achieved sustained profitability.