10-Q 1 file1.htm FORM 10-Q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]  Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For The Quarterly Period Ended June 30, 2007

OR

[ ]  Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

From the transition period from                      to                     

Commission File Number 1-11570

ALLIED HEALTHCARE INTERNATIONAL INC.

(Exact name of Registrant as specified in its charter)


New York 13-3098275
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)

245 Park Avenue, New York, New York
(Address of principal executive offices)
10167
(Zip Code)

Registrant’s telephone number, including area code: (212) 750-0064

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES [X]    NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer (as defined in Rule 12b-2 of the Exchange Act).


Large accelerated filer [ ] Accelerated filer [X] Non-accelerated filer [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YES [ ]    NO [X]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class Outstanding at August 6, 2007
Common Stock 44,957,492 Shares

    




ALLIED HEALTHCARE INTERNATIONAL INC.

THIRD QUARTER REPORT ON FORM 10-Q
TABLE OF CONTENTS


PART I
Item 1. Financial Statements (Unaudited) 2
  Condensed Consolidated Balance Sheets – June 30, 2007 (Unaudited) and September 30, 2006 3
  Condensed Consolidated Statements of Operations (Unaudited) – For the Three and Nine Months Ended June 30, 2007 and June 30, 2006 4
  Condensed Consolidated Statements of Cash Flows (Unaudited) – For the Nine Months Ended June 30, 2007 and June 30, 2006 5
  Notes to Condensed Consolidated Financial Statements (Unaudited) 6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 18
Item 3. Quantitative and Qualitative Disclosures about Market Risk 29
Item 4. Controls and Procedures 29
  PART II  
Item 4. Submission of Matters to a Vote of Security Holders 31
Item 6. Exhibits 32

Forward-Looking Statements:     The Private Securities Litigation Reform Act of 1995 provides a ‘‘safe harbor’’ for forward-looking statements. Certain statements contained in this Quarterly Report may be forward-looking statements. These forward-looking statements are based on current expectations and projections about future events. Actual results could differ materially from those discussed in, or implied by, these forward-looking statements. Factors that could cause actual results to differ from those implied by the forward-looking statements include: Allied Healthcare International Inc.’s (the ‘‘Company’’) ability to continue to recruit and retain qualified flexible healthcare staff; ability to enter into contracts with hospitals, other healthcare facility clients and local governmental social service departments on terms attractive to the Company; the ability to meet the performance criteria of the Company’s respiratory therapy contract; the general level of patient occupancy at hospital and healthcare facilities of the Company’s customers; dependence on the proper functioning of the Company’s information systems; the effect of existing or future government regulation of the healthcare industry, and the Company’s ability to comply with these regulations; the impact of medical malpractice and other claims asserted against the Company; the effect of regulatory change that may apply to the Company and that may increase costs and reduce revenue and profitability; the ability to use net operating loss carry forwards to offset net income; the effect that fluctuations in foreign currency exchange rates may have on the Company’s dollar-denominated results of operations; and the impairment of goodwill, of which the Company has a substantial amount on the balance sheet, may have the effect of decreasing earnings or increasing losses. Other factors that could cause actual results to differ from those implied by the forward-looking statements in this Quarterly Report include those described in the Company’s most recently filed SEC documents, such as its most recent annual report on Form 10-K, all quarterly reports on Form 10-Q and any current reports on Form 8-K filed since the date of the last Form 10-K. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.




Table of Contents

Part I

Item 1.    Financial Statements (Unaudited).

The Condensed Consolidated Financial Statements of the Company begin on page 3.

2




Table of Contents

ALLIED HEALTHCARE INTERNATIONAL INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)


  June 30,
2007
(Unaudited)
September 30,
2006
ASSETS    
Current assets:    
Cash and cash equivalents $ 1,311 $ 3,583
Accounts receivable, less allowance for doubtful accounts of $1,651 and $1,713, respectively 25,707 29,641
Unbilled accounts receivable 13,736 11,823
Inventories 314 586
Deferred income taxes 1,250 691
Prepaid expenses and other assets 2,093 1,547
Total current assets 44,411 47,871
Property and equipment, net 26,242 27,076
Goodwill 120,449 112,710
Other intangible assets, net 5,784 6,655
Derivative asset 807 252
Deferred income taxes 197
Deferred financing costs and other assets 820 581
Total assets $ 198,513 $ 195,342
LIABILITIES AND SHAREHOLDERS’ EQUITY    
Current liabilities:    
Current portion of long-term debt $ 12,023 $ 11,236
Accounts payable 2,792 4,739
Accrued expenses, inclusive of payroll and related expenses