[PART I. – FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20%E2%80%93%20FINANCIAL%20INFORMATION) Presents unaudited condensed consolidated financial statements and management's discussion for the period [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) Unaudited financial statements for Q3 and nine months 2019 show decreased assets, equity, and a net loss due to impairment and tax expense [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Balance sheets show total assets decreased to **$394.0 million** and stockholders' equity to **$163.6 million** by September 30, 2019 Condensed Consolidated Balance Sheet Highlights | Account | Sep 30, 2019 (in thousands) | Dec 31, 2018 (in thousands) | | :--- | :--- | :--- | | **Total Assets** | **$393,991** | **$427,003** | | Cash and cash equivalents | $9,458 | $16,019 | | Goodwill | $101,066 | $101,060 | | **Total Liabilities** | **$230,344** | **$208,805** | | Long-term debt, less current portion | $70,556 | $77,944 | | **Total Stockholders' Equity** | **$163,647** | **$218,198** | | Accumulated deficit | ($140,631) | ($84,062) | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q3 2019 revenue grew to **$209.2 million**, but net loss widened to **$3.1 million**; nine-month net loss was **$56.6 million** Key Operating Results (in thousands, except per share data) | Metric | Q3 2019 | Q3 2018 | Nine Months 2019 | Nine Months 2018 | | :--- | :--- | :--- | :--- | :--- | | Revenue from services | $209,200 | $200,717 | $607,128 | $615,577 | | Income (loss) from operations | $119 | $2,645 | ($17,665) | $11,235 | | Net (loss) income attributable to common shareholders | ($3,128) | ($441) | ($56,569) | $2,740 | | Diluted Net (loss) income per share | ($0.09) | ($0.01) | ($1.58) | $0.08 | - The nine months ended September 30, 2019 included significant expenses not present in the prior year, including **$16.3 million** in impairment charges and **$1.6 million** in legal settlement charges[13](index=13&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Nine-month operating cash flow decreased to **$10.9 million**; cash and cash equivalents declined by **$6.6 million** Cash Flow Summary (Nine Months Ended Sep 30) | Cash Flow Activity | 2019 (in thousands) | 2018 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $10,893 | $21,757 | | Net cash used in investing activities | ($2,042) | ($3,554) | | Net cash used in financing activities | ($15,413) | ($15,591) | | **Change in cash and cash equivalents** | **($6,561)** | **$2,528** | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail lease standard adoption, **$14.5 million** trade name impairment, **$36.0 million** deferred tax valuation allowance, and subsequent debt refinancing - Effective January 1, 2019, the Company adopted the new lease standard (ASU No. 2016-02, Leases), recognizing right-of-use assets of **$22.0 million** and lease liabilities of **$28.6 million** on the balance sheet at the transition date[29](index=29&type=chunk)[30](index=30&type=chunk) - In Q2 2019, a rebranding effort resulted in a **$14.5 million** write-off of indefinite-lived trade names in the Nurse and Allied Staffing segment, recorded as an impairment charge[47](index=47&type=chunk) - In Q2 2019, the company recorded an additional valuation allowance of **$36.0 million** against its deferred tax assets, concluding it was not more likely than not that they would be realized, resulting in a **$35.8 million** income tax expense[115](index=115&type=chunk) - Subsequent to the quarter end, on October 25, 2019, the company terminated its existing credit agreement and entered into a new **$120.0 million** senior secured asset-based credit facility (ABL)[62](index=62&type=chunk)[126](index=126&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q3 2019 revenue growth offset by lower profitability, a nine-month revenue decline, and debt refinancing [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Q3 2019 revenue grew **4.2%** to **$209.2 million**, but operating income declined **95.5%**; nine-month revenue fell **1.4%** Comparison of Results for the Three Months Ended September 30 | Metric | 2019 | 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue from services | $209.2M | $200.7M | 4.2% | | Direct operating expenses | $158.2M | $149.2M | 6.1% | | Income from operations | $0.1M | $2.6M | (95.5)% | | Net loss attributable to common shareholders | ($3.1M) | ($0.4M) | (609.3)% | Comparison of Results for the Nine Months Ended September 30 | Metric | 2019 | 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Revenue from services | $607.1M | $615.6M | (1.4)% | | (Loss) income from operations | ($17.7M) | $11.2M | (257.2)% | | Net (loss) income attributable to common shareholders | ($56.6M) | $2.7M | NM | [Segment Results](index=36&type=section&id=Segment%20Results) Q3 2019 Nurse and Allied Staffing revenue grew **5.1%** to **$185.0 million**, while Physician Staffing and Search segments showed mixed results Segment Revenue - Q3 | Segment | Q3 2019 (in thousands) | Q3 2018 (in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Nurse and Allied Staffing | $184,974 | $175,945 | 5.1% | | Physician Staffing | $20,407 | $21,158 | (3.5)% | | Search | $3,819 | $3,614 | 5.7% | Segment Contribution Income - Q3 | Segment | Q3 2019 (in thousands) | Q3 2018 (in thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Nurse and Allied Staffing | $16,097 | $16,507 | (2.5)% | | Physician Staffing | $811 | $1,307 | (37.9)% | | Search | $78 | $97 | (19.6)% | [Liquidity and Capital Resources](index=40&type=section&id=Liquidity%20and%20Capital%20Resources) Cash was **$9.5 million** as of September 30, 2019; nine-month operating cash flow decreased to **$10.9 million**, followed by a **$120.0 million** ABL facility refinancing - Working capital decreased by **$13.3 million** to **$96.2 million** as of September 30, 2019, from **$109.5 million** at year-end 2018[200](index=200&type=chunk) - Net cash provided by operating activities decreased to **$10.9 million** in the first nine months of 2019 from **$21.8 million** in the same period of 2018, primarily due to lower collections and timing of payments[202](index=202&type=chunk) - In October 2019, the company replaced its senior credit facility with a new **$120.0 million** ABL facility, which had **$21.4 million** of borrowing availability at closing[208](index=208&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Primary market risk is interest rate exposure on variable-rate debt, with a swap terminated and continued exposure under the new ABL facility - The company's main market risk exposure is from changes in interest rates on its variable-rate term loan[219](index=219&type=chunk) - An interest rate swap agreement, which previously hedged a portion of the term debt, was terminated in September 2019[219](index=219&type=chunk) - After refinancing in October 2019, the company continues to be exposed to interest rate risk under the new variable-rate ABL facility[220](index=220&type=chunk) [Item 4. Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) Disclosure controls and procedures were effective, with no material changes to internal controls except for new controls related to ASC 842 lease adoption - The CEO and CFO concluded that the company's disclosure controls and procedures are effective as of September 30, 2019[222](index=222&type=chunk) - No material changes were made to internal control over financial reporting during the quarter; the company implemented new controls related to the adoption of the new lease standard, ASC 842[223](index=223&type=chunk) [PART II. – OTHER INFORMATION](index=44&type=section&id=PART%20II.%20%E2%80%93%20OTHER%20INFORMATION) Details legal proceedings, risk factors, and exhibits filed with the quarterly report [Item 1. Legal Proceedings](index=44&type=section&id=Item%201.%20Legal%20Proceedings) The company recorded **$1.6 million** in Q2 2019 legal settlement charges and received a grand jury subpoena in October 2019 - In Q2 2019, the company recorded **$1.6 million** in legal settlement charges related to a medical malpractice lawsuit and a California wage and hour class action settlement[226](index=226&type=chunk) - In October 2019, the company received a grand jury subpoena concerning Advantage On Call, a business acquired in 2017, related to an investigation of healthcare services; the company is cooperating[226](index=226&type=chunk) [Item 1A. Risk Factors](index=44&type=section&id=Item%201A.%20Risk%20Factors) A new risk factor highlights the potential phase-out of LIBOR, which could impact credit agreements and interest rates - A new risk factor has been disclosed regarding the planned phase-out of LIBOR by the end of 2021[227](index=227&type=chunk)[228](index=228&type=chunk) - The company's credit agreements use LIBOR as a reference rate, and its discontinuation will require amending these agreements to use a replacement rate, which may not be as favorable[228](index=228&type=chunk) [Item 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists exhibits including CEO and CFO certifications and XBRL data files filed with the Form 10-Q - The exhibits include CEO and CFO certifications as required by Sarbanes-Oxley rules[230](index=230&type=chunk)

Cross Country Healthcare, Inc. (NASDAQ:CCRN) Q2 2019 Results Conference Call July 31, 2019 5:00 PM ET Company Participants Bill Burns - CFO Kevin Clark - President and CEO Conference Call Participants A.J. Rice - Credit Suisse Jeff Silber - BMO Capital Markets Jason Plagman - Jeffries Kevin Steinke - Barrington Research Tobey Sommer - SunTrust Operator Good evening, ladies and gentlemen, and welcome to the Cross Country Healthcare Earnings Conference Call for the Second Quarter 2019. This call is being simu ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ——————— FORM 10-Q ——————— þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly Period Ended June 30, 2019 Or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Transition Period From _________ to _________ ——————— CROSS COUNTRY HEALTHCARE, INC. (Exact name of registrant as specified in its charter) ——————— Delaware 0-33169 13-4066229 (St ...

Cross Country Healthcare, Inc. (NASDAQ:CCRN) Q1 2019 Earnings Conference Call May 1, 2019 5:00 PM ET Company Participants Bill Burns - Chief Financial Officer Kevin Clark - Chief Executive Officer Conference Call Participants A.J. Rice - Credit Suisse Jason Plagman - Jefferies Tobey Sommer - SunTrust Jacob Johnson - Stephens Kevin Steinke - Barrington Research Group Henry Chien - BMO Capital Markets Operator Good evening, ladies and gentlemen, and welcome to the Cross Country Healthcare Earnings Conference ...

PART I. FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements) Unaudited condensed consolidated financial statements, including balance sheets, income statements, cash flows, and equity, are presented with detailed notes on accounting policies, acquisitions, debt, and leases - The financial statements are unaudited and prepared in accordance with U.S. GAAP for interim financial information and Form 10-Q instructions[21](index=21&type=chunk) - These interim statements should be read in conjunction with the audited consolidated financial statements from the Company's Annual Report on Form 10-K for the year ended December 31, 2018[22](index=22&type=chunk) [Condensed Consolidated Balance Sheets (Unaudited)](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20(Unaudited)) Condensed Consolidated Balance Sheet Highlights (Amounts in thousands) | Metric | March 31, 2019 | December 31, 2018 | | :-------------------------------- | :------------- | :---------------- | | **Assets:** | | | | Total Assets | $441,435 | $427,003 | | Cash and cash equivalents | $18,286 | $16,019 | | Accounts receivable, net | $154,758 | $166,128 | | Total current assets | $186,484 | $194,905 | | **Liabilities and Stockholders' Equity:** | | | | Total Liabilities | $225,425 | $208,805 | | Total Stockholders' Equity | $216,010 | $218,198 | [Condensed Consolidated Statements of Operations (Unaudited)](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20(Unaudited)) Condensed Consolidated Statements of Operations Highlights (Three Months Ended March 31, Amounts in thousands, except per share data) | Metric | 2019 | 2018 | | :-------------------------------------------------- | :----- | :----- | | Revenue from services | $195,171 | $210,288 | | Total operating expenses | $197,859 | $206,040 | | (Loss) income from operations | $(2,688) | $4,248 | | Consolidated net (loss) income | $(1,376) | $1,920 | | Net (loss) income attributable to common shareholders | $(1,767) | $1,642 | | Net (loss) income per share - Basic | $(0.05) | $0.05 | | Net (loss) income per share - Diluted | $(0.05) | $0.05 | [Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited)](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20(Loss)%20Income%20(Unaudited)) Condensed Consolidated Statements of Comprehensive (Loss) Income Highlights (Three Months Ended March 31, Amounts in thousands) | Metric | 2019 | 2018 | | :---------------------------------------------------- | :----- | :----- | | Consolidated net (loss) income | $(1,376) | $1,920 | | Other comprehensive loss, net of tax | $(199) | $(194) | | Comprehensive (loss) income | $(1,575) | $1,726 | | Comprehensive (loss) income attributable to common shareholders | $(1,966) | $1,448 | [Condensed Consolidated Statements of Stockholders' Equity (Unaudited)](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(Unaudited)) Condensed Consolidated Statements of Stockholders' Equity Highlights (Amounts in thousands) | Metric | March 31, 2019 | December 31, 2018 | March 31, 2018 | | :------------------------------------------ | :------------- | :---------------- | :------------- | | Total Stockholders' Equity | $216,010 | $218,198 | $236,101 | | Additional Paid-In Capital | $302,802 | $303,048 | $302,325 | | Accumulated Other Comprehensive Loss, net | $(1,661) | $(1,462) | $(1,360) | | Accumulated Deficit | $(85,829) | $(84,062) | $(65,469) | - Net loss attributable to common shareholders was **$1,767 thousand** for the three months ended March 31, 2019, compared to net income of **$1,642 thousand** for the same period in 2018[17](index=17&type=chunk) [Condensed Consolidated Statements of Cash Flows (Unaudited)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)) Condensed Consolidated Statements of Cash Flows Highlights (Three Months Ended March 31, Amounts in thousands) | Metric | 2019 | 2018 | | :------------------------------------------ | :----- | :----- | | Net cash provided by operating activities | $12,787 | $13,273 | | Net cash used in investing activities | $(1,245) | $(1,027) | | Net cash used in financing activities | $(9,295) | $(5,149) | | Change in cash and cash equivalents | $2,267 | $7,084 | | Cash and cash equivalents at end of period | $18,286 | $32,621 | [Notes to Condensed Consolidated Financial Statements (Unaudited)](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section provides detailed notes on the company's accounting policies, acquisitions, debt, leases, fair value measurements, segment data, and recent accounting pronouncements [1. ORGANIZATION AND BASIS OF PRESENTATION](index=10&type=section&id=1.%20ORGANIZATION%20AND%20BASIS%20OF%20PRESENTATION) This section outlines the company's organizational structure and the basis for preparing its condensed consolidated financial statements - The condensed consolidated financial statements include Cross Country Healthcare, Inc. and its direct and indirect wholly-owned subsidiaries, as well as Cross Country Talent Acquisition Group, LLC (controlled but not wholly-owned)[20](index=20&type=chunk) - On March 29, 2019, the Company amended its senior credit facility and made an optional prepayment of **$7.5 million** on its outstanding debt, remaining in compliance with financial covenants[23](index=23&type=chunk) [2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=10&type=section&id=2.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This section details the significant accounting policies used in preparing the condensed consolidated financial statements - Management makes significant estimates for items such as accounts receivable valuation, goodwill, intangible assets, share-based compensation, insurance claims, deferred tax assets, and contingent considerations[24](index=24&type=chunk) - Restructuring costs include ongoing benefit costs, exit costs, and write-offs related to abandoned locations due to fundamental changes in operations[25](index=25&type=chunk) - Effective January 1, 2019, the Company adopted ASU No. 2016-02, Leases (Topic 842), recognizing right-of-use assets of **$22.0 million** and total lease liabilities of **$28.6 million** at the transition date[29](index=29&type=chunk)[30](index=30&type=chunk) [3. REVENUE RECOGNITION](index=11&type=section&id=3.%20REVENUE%20RECOGNITION) This section describes the company's revenue recognition policies and disaggregates revenue by segment Revenue Disaggregation by Segment (Three Months Ended March 31, 2019, Amounts in thousands) | Segment | Temporary Staffing Services | Other Services | Total | | :------------------- | :-------------------------- | :------------- | :---- | | Nurse and Allied Staffing | $172,653 | $3,420 | $176,073 | | Physician Staffing | $15,154 | $1,005 | $16,159 | | Search Services | — | $2,939 | $2,939 | | **Total** | **$187,807** | **$7,364** | **$195,171** | - Accounts receivable includes an estimated **$43.0 million** for worked but unbilled amounts as of March 31, 2019, a decrease from **$44.1 million** at December 31, 2018[32](index=32&type=chunk) [4. ACQUISITIONS](index=12&type=section&id=4.%20ACQUISITIONS) This section provides details on the accounting for the company's acquisitions, including deferred purchase price and contingent consideration - For the Advantage RN acquisition, the remaining **$0.1 million** deferred purchase price was released to the seller in February 2019, and **$2.9 million** from tax liability escrow was released in April 2019[34](index=34&type=chunk)[35](index=35&type=chunk) - Contingent consideration for the Mediscan acquisition, based on performance criteria through 2019, had an estimated fair value of **$7.8 million** as of March 31, 2019[36](index=36&type=chunk) [5. COMPREHENSIVE INCOME](index=12&type=section&id=5.%20COMPREHENSIVE%20INCOME) This section outlines the components of comprehensive income, including foreign currency translation adjustments and derivative instrument changes - The cumulative unrealized foreign currency translation loss was **$1.2 million** at March 31, 2019, a slight decrease from **$1.3 million** at December 31

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 __________________ FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 0-33169 Cross Country Healthcare, Inc. (Exact name of registrant as specified in its charter) Delaware 13-4 ...

Financial Data and Key Metrics Changes - Revenue for Q4 2018 was $200.9 million, down 9% year-over-year and slightly up sequentially [25] - Adjusted EBITDA for the quarter was $6.2 million, or 3.1% of revenue, compared to $12.3 million, or 5.6% in the prior year [30] - Net loss attributable to common shareholders for the quarter was $19.7 million, or $0.55 per share, compared to net income of $28 million, or $0.77 per diluted share in the prior year [34] Business Line Data and Key Metrics Changes - Revenue for the Nurse and Allied segment was $179.5 million, down 7% year-over-year and up 2% sequentially [35] - Revenue for the Physician Staffing segment was $18.3 million, down 19% year-over-year and down 14% sequentially [38] - Contribution margin for the Nurse and Allied segment was 9%, down 90 basis points year-over-year [37] Market Data and Key Metrics Changes - Overall demand in the market has remained fairly high, with 13 new managed service programs won in 2018, projected to generate approximately $80 million in incremental spend [21] - The company manages approximately $400 million in spend with a capture rate of 61% as of Q4 [22] - Orders at the start of 2019 were 20% ahead of where they were at the start of 2018 [23] Company Strategy and Development Direction - The company aims to return to consolidated organic growth and expand profitability, focusing on technology investments and operational efficiency [17][18] - Leadership changes have been made to align teams for better performance, including the appointment of a new President for Physician Staffing [11][12] - The company is reviewing its cost structure, targeting $6 million to $7 million in annualized savings, with $5 million expected to be realized in 2019 [29] Management's Comments on Operating Environment and Future Outlook - Management acknowledges that the turnaround may not be a straight line and emphasizes the need for tighter alignment between business units [18] - The company expects to see normalization in premium rates in the second half of 2019 [44] - Management is optimistic about the potential for growth in the locum tenens market, which is projected to grow at 4% annually [59] Other Important Information - The company ended the quarter with $16 million in cash and $83.9 million in term loans outstanding [40] - Capital expenditures for the quarter were $1.2 million, in line with expectations [42] - The company repurchased 432,000 shares for an aggregate purchase price of $5 million during the full year [42] Q&A Session Summary Question: What is the company's view on expertise or talent acquisition for future success? - Management is focused on developing a cohesive strategic plan and assessing areas for improvement, including potential acquisitions [47][48] Question: How does the company view the locum tenens business? - Management believes the locum tenens business can be turned around by leveraging existing strengths and improving execution [52][54] Question: What are the current trends in the physician staffing market? - The locum tenens market is growing, and management sees opportunities for improvement in execution and leadership [59][60] Question: What is the expected impact of technology investments? - Management plans to invest between $10 million and $12 million in IT infrastructure to enhance operational efficiency [121] Question: Can the company achieve more than the targeted $5 million in cost savings? - There is potential for additional savings beyond the $5 million target as the company centralizes operations and improves productivity [108]