Market Overview

Alliance HealthCare Services Reports Results for the Second Quarter and Six Months Ended June 30, 2017

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Alliance HealthCare Services, Inc. (NASDAQ:AIQ) (the "Company,"
"Alliance," "we" or "our"), a leading national provider of outsourced
radiology, oncology and interventional services, announced today the
results for the quarter and six months ended June 30, 2017.

Second Quarter and Year-to-Date 2017 Highlights

  • The Company reported revenue totaling $137.3 million for the second
    quarter, a $11.9 million or 9.5% increase over the second quarter of
    last year, and $267.2 million year-to-date, a $18.2 million or 7.3%
    increase over prior year.
  • The Company generated $38.2 million of Adjusted EBITDA (as defined
    below) for the quarter, a $3.8 million or 10.9% increase from the
    second quarter of last year, and $71.0 million year-to-date, a $6.2
    million or 9.5% increase over prior year.
  • The Company continued to generate strong cash flow with $29.6 million
    in quarterly operating cash flow and $49.5 million of year-to-date
    operating cash flow.
  • Adjusted Net Income Per Share (as defined below) was $0.43 for the
    quarter, representing an increase of $0.06 per share, or 16.2%, from
    the second quarter of last year. Adjusted Net Income Per Share (as
    defined below) was $0.60 year-to-date, representing an increase of
    $0.18 per share, or 42.9%, from the first half of last year.
  • Alliance Radiology revenue increased by 1.8% to $89.1 million for the
    quarter and by 2.2% to $176.9 million year-to-date.
  • Alliance Oncology revenue increased 31.4% to $33.9 million for the
    quarter and by 23.3% to $64.0 million year-to-date.
  • Alliance Interventional revenue increased by 21.3% to 13.8 million for
    the quarter and by 10.5% to $25.5 million year-to-date.
  • The Company closed with a total leverage ratio, calculated pursuant to
    its Credit Agreement, of 3.95 to 1.00 as of June 30, 2017.

2017 Financial Results

"As outlined with our guidance for the year and consistent with our 2017
expectations, our team continued to deliver solid growth in both revenue
and Adjusted EBITDA sequentially and year-over-year. When compared to
the second quarter of 2016, Adjusted EBITDA increased by 10.9%, and
Adjusted Net Income Per Share increased by 16.2% to $0.43. We continue
to make progress in reducing our long-term debt, which is down $11.3
million compared to December 31, 2016," stated Tom Tomlinson, Chief
Executive Officer and President of Alliance HealthCare Services.
"Although we continued to experience same-store volume challenges in our
Radiology MRI segment and our Oncology SRS segment, the strengthening
that began in the first quarter has continued into the second quarter,
and same-store volumes in our Radiology PET/CT segment and our Oncology
Linac segment have continued to show positive growth. Within each of our
businesses, year-over-year and sequential revenue growth continues as
our team focuses on enhancing our value proposition and improving our
competitive position. We remain confident that we will deliver results
for 2017 that are consistent with guidance provided to investors,"
continued Mr. Tomlinson.

Revenue for the second quarter of 2017 increased to $137.3 million,
compared to $125.3 million in the second quarter of 2016. This increase
was primarily due to increases in Radiology, Oncology and Interventional
revenue of $1.6 million, $8.1 million and $2.4 million, respectively.

Revenue for the first half of 2017 increased to $267.2 million, compared
to $249.0 million in the first half of 2016. This increase was primarily
due to increases in Radiology, Oncology and Interventional revenue of
$3.7 million, $12.1 million and $2.4 million, respectively.

Adjusted EBITDA for the second quarter of 2017 increased 10.9% to $38.2
million, compared to $34.4 million in the second quarter of 2016, and
9.5% for the first half of 2017 to $71.0 million from $64.8 million in
first half of 2016. The increase was primarily due to increases in
earnings from Radiology, Oncology and Interventional, partially offset
by Corporate investments. Adjusted EBITDA growth in both Radiology and
Oncology was driven by period-over-period same-store volume growth in
PET/CT as well as the addition of new partnerships such as the Northern
Alabama Cancer Care Network. Adjusted EBITDA growth in Interventional
was primarily driven by increases in mix of the procedures performed in
Alliance's new Ambulatory Surgical Centers ("ASCs"), which were
partially offset by additional expenses related to new ASC capacity as
well as platform investments made to strengthen management and
development capabilities. Corporate / Other Adjusted EBITDA decreased
due to additional investments in international expansion as well as
organization, systems and infrastructure to support expanded workforce,
entities and partnerships.

GAAP net (loss) for the second quarter totaled $(0.3) million, compared
to net income of $2.5 million in the second quarter of 2016. The $2.8
million decrease in income is largely due to $3.8 million of incremental
Adjusted EBITDA generated by the Company's segments, offset by a $1.0
million increase in shareholder transaction costs, a non-cash
remeasurement gain of $3.0 million recognized in the second quarter of
2016 which did not re-occur in 2017, a $1.1 million impairment charge
recorded in the second quarter of 2017 primarily related to historical
IT investments, and a $0.8 million increase in acquisition-related
amortization expense.

GAAP net (loss) for the first half of 2017 totaled $(0.9) million,
compared to net income of $1.3 million in the first half of 2016. The
$2.2 million decrease in income is largely due to $6.2 million of
incremental Adjusted EBITDA generated by the Company's segments, offset
by a non-cash remeasurement gain of $3.6 million recognized in the first
half of 2016 which did not re-occur in 2017, a $1.3 million increase in
interest expense, a $1.1 million impairment charge recorded in the first
half of 2017 primarily related to historical IT investments, a $2.7
million increase in acquisition- and capital investment-related
depreciation and amortization, a $1.1 million increase in income tax
expense, and a $1.6 million decrease in share-based compensation expense
which primarily related to the March 29, 2016 majority ownership
purchase of common stock by Tahoe Investment Group Co., Ltd. ("Tahoe")
from Alliance's former shareholders.

GAAP net (loss) per share for the second quarter of 2017 was $(0.03) per
share, compared to GAAP net income per diluted share of $0.23 in the
second quarter of 2016. Adjusted Net Income Per Share was $0.43 and
$0.37 for the second quarters of 2017 and 2016, respectively. GAAP net
income per share on a diluted basis was impacted by net charges of $0.46
and $0.14 in the second quarters of 2017 and 2016, respectively, which
were comprised of: severance and related costs; restructuring charges;
transaction costs; shareholder transaction costs; impairment charges;
deferred financing costs in connection with shareholder transaction;
legal matters (income) expense, net; changes in fair value of contingent
consideration related to acquisitions; other non-cash benefits, net; and
differences in the GAAP income tax rate from the Company's historical
income tax rate of 42.5%.

GAAP net (loss) per share in the first half of 2017 was $(0.08) per
share, compared to GAAP net income per diluted share of $0.12 in the
first half of 2016. Adjusted Net Income Per Share was $0.60 and $0.42
for in the first half of 2017 and 2016, respectively. GAAP net income
per share on a diluted basis was impacted by net charges of $0.68 and
$0.30 in the first half of 2017 and 2016, respectively, which were
comprised of: severance and related costs; restructuring charges;
transaction costs; shareholder transaction costs; impairment charges;
deferred financing costs in connection with shareholder transaction;
legal matters (income) expense, net; changes in fair value of contingent
consideration related to acquisitions; other non-cash benefits, net; and
differences in the GAAP income tax rate from the Company's historical
income tax rate of 42.5%.

Cash flows provided by operating activities totaled $29.6 million for
the second quarter 2017, compared to $35.2 million in the second quarter
of 2016. Total capital expenditures, including cash paid for equipment
purchases, deposits on equipment and capital leases, totaled $15.4
million for the second quarter 2017 compared to $27.2 million in the
second quarter of 2016. Growth capital expenditures totaled $8.0 million
and maintenance capital expenditures totaled $7.4 million in the second
quarter of 2017.

Cash flows provided by operating activities totaled $49.5 million in the
first half 2017, compared to $57.9 million in the first half of 2016.
Total capital expenditures, including cash paid for equipment purchases,
deposits on equipment and capital leases, totaled $22.7 million in first
half of 2017 compared to $49.3 million in the first half of 2016. Growth
capital expenditures totaled $11.9 million and maintenance capital
expenditures totaled $10.8 million in the first half of 2017.

Alliance's gross debt, defined as total long-term debt (including
current maturities but excluding the impact of deferred financing costs)
decreased $11.3 million to $561.9 million at June 30, 2017 from $573.2
million at December 31, 2016. Cash and cash equivalents were $22.7
million at June 30, 2017 and $22.2 million at December 31, 2016.

Alliance's total debt, as defined above, divided by the last twelve
months Consolidated Adjusted EBITDA was 3.95x for the twelve months
ended June 30, 2017, compared to 4.03x for the year ended December 31,
2016 and 4.15x for the twelve months ended June 30, 2016.

Full Year 2017 Guidance

Based on Alliance's results thus far this year, the Company reaffirmed
full year 2017 guidance ranges as follows:

(in millions)   Ranges
Revenue $529 - $540
Adjusted EBITDA $135 - $140
Capital expenditures $54 - $70
Maintenance $30 - $35
Growth $24 - $35

Decrease in long-term debt, net of the change in cash and cash
equivalents (before investments in acquisitions), before growth
capital expenditures or "free cash flow before growth capital
expenditures"

$50 - $55

Decrease in long-term debt, net of the change in cash and cash
equivalents (before investments in acquisitions), after growth
capital expenditures or "free cash flow after growth capital
expenditures"

$19 - $26

No Second Quarter 2017 Earnings Conference Call

Due to the Company's announcement on April 11, 2017 of the signing of a
definitive merger agreement to become an indirect wholly owned
subsidiary of Tahoe and the scheduled shareholder vote set for August
15, 2017, Alliance will not have a conference call to discuss the
quarterly results.

Definition of Non-GAAP Measures

Total Adjusted EBITDA and Adjusted Net Income Per Share are not measures
of financial performance under generally accepted accounting principles
in the United States ("GAAP").

For a more detailed discussion of these non-GAAP financial measures and
a reconciliation to the most directly comparable GAAP financial measure,
see the section entitled "Non-GAAP Measures" included in the tables
following this release.

About Alliance HealthCare Services

Alliance HealthCare Services (NASDAQ:AIQ) is a leading national
provider of outsourced medical services including radiology, oncology
and interventional. We partner with healthcare providers and hospitals
to provide a full continuum of services from mobile to fixed-site to
comprehensive service line management and joint venture partnerships. We
also operate freestanding clinics and ASCs that are not owned by
hospitals or providers.

As of June 30, 2017, Alliance operated 609 diagnostic radiology,
radiation therapy, and interventional radiology systems, including 99
fixed-site radiology centers across the country, and 36 radiation
therapy centers and stereotactic radiosurgery ("SRS") facilities. With a
strategy of partnering with hospitals, health systems and physician
practices, Alliance provides quality clinical services for over 1,100
hospitals and other healthcare partners in 46 states, where
approximately 2,450 Alliance Team Members are committed to providing
exceptional patient care and exceeding customer expectations. For more
information, visit www.alliancehealthcareservices-us.com.

Forward-Looking Statements

This press release contains forward-looking statements relating to
future events, including statements related to the Company's long-term
growth strategy and efforts to diversify its business model, the
Company's plans to expand its Interventional Division, both organically
and through one or more acquisitions, the Company's expectations
regarding growth across the Company's divisions, the expansion of its
service footprint and revenue growth, maximizing shareholder value, and
the Company's Full Year 2017 Guidance, including its forecasts of
revenue, Adjusted EBITDA, capital expenditures, and decrease in
long-term debt. In this context, forward-looking statements often
address the Company's expected future business and financial results and
often contain words such as "expects," "anticipates," "intends,"
"plans," "believes," "seeks" or "will." Forward-looking statements by
their nature address matters that are uncertain and subject to risks.
Such uncertainties and risks include: changes in the preliminary
financial results and estimates due to the restatement or review of the
Company's financial statements; the nature, timing and amount of any
restatement or other adjustments; the Company's ability to make timely
filings of its required periodic reports under the Securities Exchange
Act of 1934; issues relating to the Company's ability to maintain
effective internal control over financial reporting and disclosure
controls and procedures; the Company's high degree of leverage and its
ability to service its debt; factors affecting the Company's leverage,
including interest rates; the risk that the counterparties to the
Company's interest rate swap agreements fail to satisfy their
obligations under these agreements; the Company's ability to obtain
financing; the effect of operating and financial restrictions in the
Company's debt instruments; the Company's ability to comply with
reporting obligations and other covenants under the Company's debt
instruments, the failure of which could cause the debt to become due;
the accuracy of the Company's estimates regarding its capital
requirements; the effect of intense levels of competition and
overcapacity in the Company's industry; changes in the methods of third
party reimbursements for medical imaging, oncology and interventional
services; fluctuations or unpredictability of the Company's revenues,
including as a result of seasonality; changes in the healthcare
regulatory environment; the Company's ability to keep pace with
technological developments within its industry; the growth or lack
thereof in the market for radiology, oncology, interventional and other
services; the disruptive effect of hurricanes and other natural
disasters; adverse changes in general domestic and worldwide economic
conditions and instability and disruption of credit and equity markets;
difficulties the Company may face in connection with recent, pending or
future acquisitions, including unexpected costs or liabilities resulting
from the acquisitions, diversion of management's attention from the
operation of the Company's business, costs, delays and impediments to
completing the acquisitions, and risks associated with integration of
the acquisitions; and other risks and uncertainties identified in the
Risk Factors section of the Company's Form 10-K for the year ended
December 31, 2016, filed with the Securities and Exchange Commission
(the "SEC"), as may be modified or supplemented by the Company's
subsequent filings with the SEC. These uncertainties may cause actual
future results or outcomes to differ materially from those expressed in
the Company's forward-looking statements. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak
only as of the date hereof. The Company does not undertake to update its
forward-looking statements except as required under the federal
securities laws.

 
ALLIANCE HEALTHCARE SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(in thousands, except per share amounts)
   
Three Months Ended June 30, Six Months Ended June 30,
2017   2016 2017   2016
Revenues $ 137,261 $ 125,317 $ 267,197 $ 249,041
Costs and expenses:
Cost of revenues, excluding depreciation and amortization 78,154 69,939 153,203 140,853
Selling, general and administrative expenses 22,003 23,175 45,538 48,440
Transaction costs 152 431 314 848
Shareholder transaction costs 2,523 1,498 3,392 2,507
Severance and related costs 389 708 1,023 2,424
Impairment charges 1,085 1,085
Depreciation expense 13,783 13,730 27,856 26,778
Amortization expense 3,274 2,494 6,549 4,937
Interest expense, net 8,937 8,872 17,637 16,367
Other income, net   (394 )   (3,546 )   (877 )   (4,334 )
Total costs and expenses   129,906   117,301   255,720   238,820

Income before income taxes, earnings from unconsolidated
investees, and noncontrolling interest

7,355 8,016 11,477 10,221
Income tax expense 2,379 2,221 2,376 1,275
Earnings from unconsolidated investees   (367 )   (393 )   (703 )   (645 )
Net income 5,343 6,188 9,804 9,591
Less: Net income attributable to noncontrolling interest   (5,654 )   (3,729 )   (10,729 )   (8,322 )
Net (loss) income attributable to Alliance HealthCare Services, Inc. $ (311 ) $ 2,459 $ (925 ) $ 1,269
 
Comprehensive (loss) income, net of taxes:
Net income 5,343 6,188 9,804 9,591
Unrealized (loss) gain on hedging transactions, net of taxes (19 ) 84 (6 ) 46

Reclassification adjustment for losses realized and included in
net income, net of taxes

  10     29  
Total comprehensive income, net of taxes 5,334 6,272 9,827 9,637
Comprehensive income attributable to noncontrolling interest   (5,654 )   (3,729 )   (10,729 )   (8,322 )

Comprehensive (loss) income attributable to Alliance HealthCare
Services, Inc.

$ (320 ) $ 2,543 $ (902 ) $ 1,315
 

(Loss) income per common share attributable to Alliance HealthCare
Services, Inc.:

Basic $ (0.03 ) $ 0.23 $ (0.08 ) $ 0.12
Diluted $ (0.03 ) $ 0.23 $ (0.08 ) $ 0.12

Weighted average number of shares of common stock and common stock
equivalents:

Basic 10,989 10,882 10,981 10,771
Diluted 10,989 10,893 10,981 10,796

 
ALLIANCE HEALTHCARE SERVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
   
June 30, December 31,
2017 2016
(unaudited) (audited)
ASSETS
Current assets:
Cash and cash equivalents $ 22,653 $ 22,241
Accounts receivable, net of allowance for doubtful accounts 80,922 77,496
Prepaid expenses 8,823 9,568
Other current assets   4,456   3,853
Total current assets 116,854 113,158
Plant, property and equipment, net 205,058 204,814
Goodwill 120,773 119,130
Other intangible assets, net 193,060 198,977
Other assets   18,006   23,785
Total assets $ 653,751 $ 659,864
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable $ 21,681 $ 28,185
Accrued compensation and related expenses 20,247 24,895
Accrued interest payable 3,316 3,308
Current portion of long-term debt 33,270 17,298
Current portion of obligations under capital leases 4,125 3,354
Other accrued liabilities   34,681   29,323
Total current liabilities 117,320 106,363
Long-term debt, net of current portion 490,668 515,407
Obligations under capital leases, net of current portion 13,941 12,686
Deferred income taxes 27,966 25,818
Other liabilities   12,800   9,093
Total liabilities 662,695 669,367
 
Stockholders' deficit:
Common stock 110 110
Treasury stock (3,138 ) (3,138 )
Additional paid-in capital 61,963 61,353
Accumulated comprehensive income 33 10
Accumulated deficit   (198,825 )   (197,900 )
Total stockholders' deficit attributable to Alliance HealthCare
Services, Inc.
(139,857 ) (139,565 )
Noncontrolling interest   130,913   130,062
Total stockholders' deficit   (8,944 )   (9,503 )
Total liabilities and stockholders' deficit $ 653,751 $ 659,864

 
ALLIANCE HEALTHCARE SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
 
Six Months Ended June 30,
2017   2016
Operating activities:
Net income $ 9,804 $ 9,591
Adjustments to reconcile net income to net cash provided by
operating activities:
Provision for doubtful accounts 1,167 1,356
Share-based payment 684 1,780
Depreciation and amortization 34,405 31,715
Amortization of deferred financing costs 4,924 3,312
Accretion of discount on long-term debt 263 254
Adjustment of derivatives to fair value (11 ) (45 )
Distributions from unconsolidated investees 523 752
Earnings from unconsolidated investees (703 ) (645 )
Deferred income taxes 2,148 940
Gain on sale of assets, net (664 ) (169 )
Impairment charges 1,085
Changes in fair value of contingent consideration related to
acquisitions
150 (3,640 )
Excess tax benefit from share-based payment arrangements 436
Changes in operating assets and liabilities, net of the effects of
acquisitions:
Accounts receivable (4,054 ) (1,389 )
Prepaid expenses 851 (119 )
Other current assets (227 ) 674
Other assets 68 4,240
Accounts payable (4,583 ) 2,578
Accrued compensation and related expenses (4,708 ) 2,820
Accrued interest payable 8 (70 )
Income taxes payable 50 (36 )
Other accrued liabilities   8,281   3,614
Net cash provided by operating activities   49,461   57,949
Investing activities:
Equipment purchases (11,205 ) (33,975 )
Increase in deposits on equipment (8,004 ) (13,847 )
Acquisitions, net of cash received (2,022 ) (6,659 )
Proceeds from sale of assets   971   370
Net cash used in investing activities   (20,260 )   (54,111 )

 
ALLIANCE HEALTHCARE SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
(Unaudited)
(in thousands)
 
Six Months Ended June 30,
2017   2016
Financing activities:
Principal payments on equipment debt and capital lease obligations (8,141 ) (8,035 )
Proceeds from equipment debt 2,154 4,809
Principal payments on term loan facility (2,600 ) (2,600 )
Principal payments on revolving loan facility (20,000 ) (24,000 )
Proceeds from revolving loan facility 13,500 21,000
Principal payment on note payable (2,954 )
Payments of debt issuance costs and deferred financing costs (288 ) (25,059 )
Distributions to noncontrolling interest in subsidiaries (11,351 ) (11,703 )
Contributions from noncontrolling interest in subsidiaries 985
Payments for employee share-based compensation payroll taxes (74 )
Excess tax benefit from share-based payment arrangements (436 )
Issuance of common stock 1
Proceeds from exercise of stock options 614
Settlement of contingent consideration related to acquisitions (20 ) (810 )
Proceeds from shareholder transaction     28,630
Net cash used in financing activities   (28,789 )     (17,589 )
Net increase (decrease) in cash and cash equivalents 412 (13,751 )
Cash and cash equivalents, beginning of period   22,241   38,070
Cash and cash equivalents, end of period $ 22,653 $ 24,319
Supplemental disclosure of cash flow information:
Interest paid $ 12,561 $ 12,957
Income taxes paid (refunded), net 47 (92 )
Supplemental disclosure of non-cash investing and financing
activities:
Capital lease obligations related to the purchase of equipment 3,442 1,499
Changes in equipment purchases in accounts payable and accrued
equipment
(1,446 ) 352
Note payable assumed in connection with acquisition 2,954
Noncontrolling interest assumed in connection with acquisitions 488 2,948
Fair value of contingent consideration related to acquisitions 420
 

ALLIANCE HEALTHCARE SERVICES, INC.
NON-GAAP MEASURES

Total Adjusted EBITDA and Adjusted Net Income Per Share (the "Non-GAAP
Measures") are not measures of financial performance under generally
accepted accounting principles in the U.S. ("GAAP").

Total Adjusted EBITDA, as defined by the Company's management, is
consistent with the definition in the Company's Credit Agreement and
represents net (loss) income before: income tax expense; interest
expense, net; depreciation expense; amortization expense; share-based
payment; severance and related costs; net income attributable to
noncontrolling interest; restructuring charges; transaction costs;
shareholder transaction costs; impairment charges; legal matters
(income) expense, net; changes in fair value of contingent consideration
related to acquisitions; and other non-cash (benefits) charges, net,
which include non-cash gain on sale of assets, net. The components used
to reconcile net (loss) income to Total Adjusted EBITDA are consistent
with Company's historical presentation of Total Adjusted EBITDA.

Adjusted Net Income Per Share, as defined by the Company's management,
represents net (loss) income, on a diluted basis, before: severance and
related costs; restructuring charges; transaction costs; shareholder
transaction costs; impairment charges; deferred financing costs in
connection with shareholder transaction; legal matters (income)
expenses, net; changes in fair value of contingent consideration related
to acquisitions; other non-cash benefits, net; and differences in the
GAAP income tax rate compared to the Company's historical income tax
rate. The components used to reconcile net (loss) income per share to
Adjusted Net Income Per Share are consistent with Company's historical
presentation of Adjusted Net Income Per Share.

Management uses the Non-GAAP Measures, and believes they are useful
measures for investors, for a variety of reasons. Management regularly
communicates the results of its Non-GAAP Measures and management's
interpretation of such results to its board of directors. Management
also compares the Company's results of its Non-GAAP Measures against
internal targets as a key factor in determining cash incentive
compensation for executives and other employees, largely because
management feels that these measures are indicative of how its
radiology, oncology and interventional businesses are performing and are
being managed. The diagnostic imaging and radiation oncology industry
continues to experience significant consolidation. These activities have
led to significant charges to earnings, such as those resulting from
acquisition costs, and to significant variations among companies with
respect to capital structures and cost of capital (which affect interest
expense) and differences in taxation and book depreciation of facilities
and equipment (which affect relative depreciation expense), including
significant differences in the depreciable lives of similar assets among
various companies. In addition, management believes that because of the
variety of equity awards used by companies, the varying methodologies
for determining non-cash share-based compensation expense among
companies and from period to period, and the subjective assumptions
involved in that determination, excluding non-cash share-based
compensation from Adjusted EBITDA enhances company-to-company
comparisons over multiple fiscal periods and enhances the Company's
ability to analyze the performance of its radiology, oncology and
interventional businesses.

In the future, the Company expects that it may incur expenses similar to
the excluded items discussed above. Accordingly, the exclusion of these
and other similar items in the Company's non-GAAP presentation should
not be interpreted as implying that these items are non-recurring,
infrequent or unusual. The Non-GAAP Measures have certain limitations as
analytical financial measures, which management compensates for by
relying on the Company's GAAP results to evaluate its operating
performance and by considering independently the economic effects of the
items that are or are not reflected in the Non-GAAP Measures. Management
also compensates for these limitations by providing GAAP-based
disclosures concerning the excluded items in the Company's financial
disclosures. As a result of these limitations and because the Non-GAAP
Measures may not be directly comparable to similarly titled measures
reported by other companies, however, the Non-GAAP Measures should not
be considered as an alternative to the most directly comparable GAAP
measure, or as an alternative to any other GAAP measure of operating
performance.

The calculation of Total Adjusted EBITDA is shown below:

  Three Months Ended June 30,   Six Months Ended June 30,   Twelve Months Ended June 30,
(in thousands) 2017   2016 2017   2016 2017

Net (loss) income attributable to Alliance HealthCare Services,
Inc.

$ (311 ) $ 2,459 $ (925 ) $ 1,269 $ (1,701 )
Income tax expense 2,379 2,221 2,376 1,275 3,953
Interest expense, net 8,937 8,872 17,637 16,367 35,776
Depreciation expense 13,783 13,730 27,856 26,778 56,050
Amortization expense 3,274 2,494 6,549 4,937 12,173

Share-based payment (included in "Selling, general and
administrative expenses")

303 379 684 2,243 1,617
Severance and related costs 389 708 1,023 2,424 2,509
Net income attributable to noncontrolling interest 5,654 3,729 10,729 8,322 19,392
Restructuring charges 542 1,120 757 1,351 1,041
Transaction costs 152 431 314 848 1,352
Shareholder transaction costs 2,523 1,498 3,392 2,507 5,104
Impairment charges 1,085 1,085 1,717

Legal matters (income) expense, net (included in "Selling, general
and administrative expenses")

(500 ) 39 (500 ) 194 (588 )

Changes in fair value of contingent consideration related to
acquisitions (included in "Other income, net")

150 (3,040 ) 150 (3,640 ) (1,000 )

Other non-cash (benefits) charges, net (included in "Other income,
net")

  (149 )   (198 )   (158 )   (61 )   228
Total Adjusted EBITDA $ 38,211 $ 34,442 $ 70,969 $ 64,814 $ 137,623

Adjusted EBITDA by segment is shown below:

  Three Months Ended June 30,   Six Months Ended June 30,
(in thousands) 2017   2016 2017   2016
Adjusted EBITDA:
Radiology $ 30,484 $ 28,802 $ 59,689 $ 55,246
Oncology 15,332 12,559 29,140 24,717
Interventional 2,653 1,787 3,708 3,042
Corporate / Other   (10,258 )   (8,706 )   (21,568 )   (18,191 )
Total $ 38,211 $ 34,442 $ 70,969 $ 64,814

The leverage ratio calculations as of June 30, 2017 are shown below:

(dollars in thousands)   Consolidated
Total debt $ 561,869
Less: Cash and cash equivalents   (22,653 )
Net debt $ 539,216
Last 12 months' Adjusted EBITDA 137,623
Pro-forma acquisitions in the last 12 month period(1)   4,608
Last 12 months' Consolidated Adjusted EBITDA $ 142,231
Total leverage ratio 3.95 x
Net leverage ratio 3.79 x
 

(1)  Gives pro-forma effect to acquisitions occurring during the
last twelve months, pursuant to the terms of the Credit Agreement.

The reconciliation of (loss) income per diluted share – GAAP to Adjusted
Net income Per Share – non-GAAP is shown below:

  Three Months Ended June 30,   Six Months Ended June 30,
2017   2016 2017   2016
(Loss) income per diluted share – GAAP $ (0.03 ) $ 0.23 $ (0.08 ) $ 0.12

Reconciling charges (benefits) to arrive at Adjusted Net Income
Per Share – non-GAAP:

Severance and related costs, net of taxes 0.02 0.04 0.05 0.13
Restructuring charges, net of taxes 0.03 0.06 0.04 0.07
Transaction costs, net of taxes 0.01 0.02 0.02 0.05
Shareholder transaction costs, net of taxes 0.13 0.08 0.18 0.13
Impairment charges, net of taxes 0.06 0.06

Deferred financing costs in connection with shareholder
transaction, net of taxes

0.10 0.10 0.20 0.10
Legal matters (income) expense, net, net of taxes (0.03 ) (0.03 ) 0.01

Changes in fair value of contingent consideration related to
acquisitions, net of taxes

0.01 (0.16 ) 0.01 (0.19 )
Other non-cash benefits, net, net of taxes (0.01 ) (0.01 ) (0.01 ) (0.02 )

GAAP income tax rate compared to the Company's historical income
tax rate

  0.14   0.01   0.16   0.02
Total reconciling charges   0.46   0.14   0.68   0.30
Adjusted Net Income Per Share – non-GAAP $ 0.43 $ 0.37 $ 0.60 $ 0.42
 

The reconciliation from net income to Total Adjusted EBITDA for the 2017
guidance range is shown below (in millions):

  2017 Full Year
Guidance Range
Net income $ 1     $ 2
Income tax benefit (2 )

Interest expense, net; depreciation expense; amortization expense;
share-based payment and other expenses; net income attributable to
noncontrolling interest

  134   140
Total Adjusted EBITDA $ 135 $ 140
 
ALLIANCE HEALTHCARE SERVICES, INC.
SELECTED STATISTICAL INFORMATION
 
Three Months Ended June 30,
2017     2016
MRI:
Average number of total systems 280.9 274.5
Average number of scan-based systems 214.9 216.5
Scans per system per day (scan-based systems) 9.36 9.36
Total number of scan-based MRI scans 135,014 136,251
Revenue per scan $ 312.53 $ 307.39
Scan-based MRI revenue (in thousands) $ 42,196 $ 41,883
Non-scan based MRI revenue (in thousands) $ 8,272 $ 6,872
Total MRI revenue (in thousands) $ 50,468 $ 48,755
PET/CT:
Average number of total systems 115.1 120.5
Average number of scan-based systems 109.1 110.7
Scans per system per day 5.67 5.51
Total number of PET/CT scans 35,957 34,863
Revenue per scan $ 865.82 $ 885.34
Scan-based PET/CT revenue (in thousands) $ 31,133 $ 30,866
Non-scan-based PET/CT revenue (in thousands) $ 898 $ 1,233
Total PET/CT revenue (in thousands) $ 32,031 $ 32,099
Oncology:
Linac treatments 33,812 22,421
Stereotactic radiosurgery patients 806 900
Total Oncology revenue (in thousands) $ 33,948 $ 25,829
Interventional:
Visits 55,788 57,825
Total Interventional revenue (in thousands) $ 13,830 $ 11,398
Revenue breakdown (in thousands):
MRI revenue $ 50,468 $ 48,755
PET/CT revenue 32,031 32,099
Other radiology revenue   6,616   6,692
Radiology revenue 89,115 87,546
Oncology revenue 33,948 25,829
Interventional revenue 13,830 11,398
Corporate / Other   368   544
Total revenues $ 137,261 $ 125,317
 

ALLIANCE HEALTHCARE SERVICES, INC.
SELECTED STATISTICAL
INFORMATION

RADIOLOGY AND ONCOLOGY DIVISION SAME-STORE VOLUME

The Company utilizes same-store volume growth as a historical
statistical measure of the MRI and PET/CT imaging procedure, linear
accelerator ("Linac") treatment and SRS case growth at its customers in
a specified period on a year-over-year basis. Same-store volume growth
is calculated by comparing the cumulative scan, treatment or case volume
at all locations in the current year quarter to the same quarter in the
prior year. The group of customers whose volume is included in the scan,
treatment or case volume totals is only those that received service from
Alliance for the full quarter in each of the comparison periods. A
positive percentage represents growth over the prior year quarter and a
negative percentage represents a decline over the prior year quarter.
Alliance measures each of its major radiology and oncology modalities
(MRI, PET/CT, Linac and SRS) separately.

The Radiology Division same-store volume growth (decline) for the last
four calendar quarters ended June 30, 2017 is as follows:

Same-Store Volume
MRI   PET/CT

2017

   
Second quarter (0.3 )% 6.6 %
First quarter (0.7 )% 5.8 %

2016

Fourth quarter (1.2 )% 5.8 %
Third quarter 1.1 % 5.3 %

The Oncology Division same-store volume growth (decline) for the last
four calendar quarters ended June 30, 2017 is as follows:

Same-Store Volume
Linac   SRS

2017

   
Second quarter 6.8 % (3.6 )%
First quarter (7.6 )% (11.8 )%

2016

Fourth quarter 1.5 % (2.5 )%
Third quarter 5.7 % (4.6 )%

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