8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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): April 22, 2009 (April 23, 2009)

AMSURG CORP.

(Exact Name of Registrant as Specified in Charter)

Tennessee	000-22217	62-1493316
(State or Other Jurisdiction of	(Commission	(I.R.S. Employer
Incorporation)	File Number)	Identification No.)

20 Burton Hills Boulevard
Nashville, Tennessee	37215
(Address of Principal Executive Offices)	(Zip Code)

(615) 665-1283
(Registrant’s Telephone Number, Including Area Code)

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)

     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

     On April 23, 2009, AmSurg Corp. issued a press release, the text of which is set forth as Exhibit 99.

Item 7.01. Regulation FD Disclosure

     On April 23, 2009, AmSurg Corp. issued a press release, the text of which is set forth as Exhibit 99.

Item 8.01. Other Events

     On April 22, 2009, the Board of Directors of AmSurg Corp. approved a stock repurchase program pursuant to which the company may purchase up to $40.0 million of its outstanding shares of common stock over the next 18 months. The purchases may be made from time to time in open market transactions, privately negotiated transactions, or otherwise (including pursuant to one or more Rule 10b5-1 purchase plans). The company intends to fund the purchase price for shares acquired using primarily cash generated from its operations and borrowings under its credit facility. On April 23, 2009, the company issued a press release, the text of which is set forth as Exhibit 99.

Item 9.01. Financial Statements and Exhibits

     (c) 99 Press release dated April 23, 2009

2

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AMSURG CORP.
By:	/s/ Claire M. Gulmi
	Claire M. Gulmi
	Executive Vice President and Chief Financial Officer (Principal Financial and Duly Authorized Officer)

Date: April 23, 2009

3

INDEX TO EXHIBITS

Exhibit
Number	Description
99	Press release dated April 23, 2009

4

EX-99

Exhibit 99

Press Release

Contact: Claire M. Gulmi
Executive Vice President and
Chief Financial Officer
(615) 665-1283

AMSURG REPORTS NET EARNINGS FROM CONTINUING OPERATIONS OF $0.40
PER DILUTED SHARE FOR THE FIRST QUARTER OF 2009

ANNOUNCES AUTHORIZATION FOR $40 MILLION STOCK REPURCHASE PLAN

AFFIRMS ESTABLISHED 2009 FINANCIAL GUIDANCE

NASHVILLE, Tenn. — (April 23, 2009) — Christopher A. Holden, President and Chief Executive Officer of AmSurg Corp. (NASDAQ: AMSG), today announced financial results for the first quarter ended March 31, 2009. Revenues increased 12% for the quarter to $163,533,000 from $145,729,000 for the first quarter of 2008. Net earnings from continuing operations attributable to AmSurg common shareholders increased 8% to $12,603,000, or $0.40 per diluted share, from $11,619,000, or $0.37 per diluted share, for the first quarter of 2008. As expected, the results for the first quarter of 2009 include an incremental negative impact of $0.02 per diluted share from the effect of the Medicare rule revising the payment system for ASCs, which was effective January 1, 2008.

     Mr. Holden remarked, “AmSurg met the high end of its earnings guidance for the first quarter, a period during which our growth was restrained by both the difficult economic environment and the impact of the Medicare payment system change. As we anticipated, the increase in revenues was substantially all due to the addition of 21 new centers to our base of continuing centers since the first quarter of 2008, which primarily drove a 13% increase in total procedures for the first quarter of 2009. Included in the new centers are three centers we acquired in the first quarter of 2009, bringing our total to 192 at March 31, 2009, compared with 171 at the same time in 2008. Consistent with our guidance for 2009, our same-center revenues for the first quarter of 2009 were flat compared with the first quarter last year, including the impact of the Medicare rule revision, which reduced same-center revenue growth by approximately 100 basis points.

     “Our net cash flow from operations remained strong at over $29.0 million for the first quarter of 2009, which was 2.3 times net earnings from continuing operations attributable to common shareholders. We used our cash flow to fund all of our $23.7 million in center capital expenditures for the quarter, including our three center acquisitions, de novo center expenditures and center maintenance expenditures. In addition, we used our cash flow to fund the majority of the $12.6 million cost to repurchase 831,000 shares of our common stock during the quarter, completing our $25.0 million stock repurchase program announced in September 2008. With the sharp decline in our stock price during the first quarter, we saw an opportunity to invest in our stock at a favorable valuation.

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AMSG Reports First-Quarter Results
Page 2
April 23, 2009

     “While this $12.6 million stock repurchase will be accretive to earnings, we believe that our 2009 center acquisitions will close later in the year than originally anticipated due to our focus on appropriate valuations in this economic environment. This delay in timing of acquisitions will fully offset the accretion generated by the first quarter stock repurchase.

     “Our Board of Directors has authorized an additional repurchase of up to $40.0 million in AmSurg stock over the next 18 months, as the Company deems appropriate. The authorization reflects our belief that the Company’s stock continues to represent a compelling valuation at current levels. With this authorization, we have the opportunity over the next 18 months to continue weighing the benefits of repurchasing the Company’s stock compared with completing additional center acquisitions. We expect any additional repurchases during the year to be accretive to our earnings per share and potentially, depending on the size, cost and timing of any repurchases, may result in a reduction in the number of center acquisitions we complete during 2009. We also intend to use the repurchase program to continue to purchase shares of our common stock to mitigate the dilution created by shares issued under our stock incentive plans. Our guidance for 2009 does not reflect any additional repurchases of our stock. We will communicate the impact of additional stock repurchases on guidance for 2009, as appropriate.

     “We continue to expect to generate net cash flow from operations for 2009 in a range of $95.0 million to $100.0 million, which we expect to fund the majority of our capital expenditures and stock repurchases for the year. We had cash and cash equivalents of $31.4 million at the end of the first quarter of 2009 and availability of approximately $43.0 million under our revolving credit facility, which matures in July 2011.

     “Today we affirm AmSurg’s previously established guidance for 2009, and we establish guidance for the second quarter of 2009 as follows:

• Revenues in a range of $650.0 million to $680.0 million for 2009.

• Same-center revenue growth is expected to be flat for the full year, which includes a negative impact of one percentage point from the effect of the Medicare payment system revision.

• The addition of 13 to 16 new centers for the year.

• An estimated effective income tax rate on pre-tax earnings attributable to common shareholders of 39.5% for the year.

• Net earnings from continuing operations per diluted share for 2009 in a range of $1.64 to $1.67, including a negative $0.07 impact from the effect of the revised Medicare payment system revision.

• Net earnings from continuing operations per diluted share for the second quarter of 2009 in a range of $0.40 to $0.42 per diluted share.”

     The information contained in the preceding paragraphs is forward-looking information, and the attainment of these targets is dependent not only on AmSurg’s achievement of its assumptions discussed above, but also on the risks and uncertainties listed below that could cause actual results, performance or developments to differ materially from those expressed or implied by this forward-looking information.

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AMSG Reports First-Quarter Results
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April 23, 2009

     Mr. Holden concluded, “Our new stock repurchase plan is representative of our focus on employing the Company’s resources to create shareholder value. For the longer-term, we expect to continue to have ample opportunities to create additional shareholder value through the implementation of our business model. Despite today’s economic environment, three fundamental trends — the aging of the American population, the increasing demand for preventative care and the focus on controlling healthcare costs — will continue to have a positive impact on the ASC industry. We expect this positive impact will increase over time because we believe that ASCs provide the highest quality care for many procedures associated with aging and are the lowest cost modality for that care.

     “We expect increasing demand to particularly benefit AmSurg as the industry’s largest ASC company. We combine a depth of operating experience with a distinguished record of acquiring and integrating ASCs in an industry that remains highly fragmented. Our strong financial position and substantial cash flow differentiate AmSurg in today’s market and increase the flexibility with which we can pursue our business objectives. As previously discussed, we are also continuing to invest in a number of wide-ranging initiatives to expand the value proposition we provide our physician partners and patients. As a result of our strong market position and the opportunities we have to enhance this position going forward, we remain confident of AmSurg’s long-term growth potential.”

Impact of Adoption of SFAS No. 160

     Beginning in 2009, AmSurg adopted Statement of Financial Accounting Standards No. 160, “Noncontrolling Interests in Consolidated Financial Statements, an Amendment of Accounting Research Bulletin No. 51.” While the adoption of SFAS No. 160 did not have an impact on the Company’s net earnings or net earnings per diluted share, the presentation of the financial statements has been changed. Net earnings attributable to noncontrolling interests, previously referred to as minority interest, is now reported after net earnings. Net earnings from continuing operations attributable to AmSurg Corp. shareholders is supplementally disclosed on the statement of net earnings. The most significant impact of this presentation is on the determination of pre-tax earnings, which is presented before net earnings attributable to noncontrolling interests has been subtracted. Accordingly, the effective tax rate on pre-tax earnings as presented will be reduced to approximately 16.0%. However, the effective tax rate based on pre-tax earnings attributable to AmSurg Corp. shareholders will remain near the historical range of 39.6%. In addition, noncontrolling interest is now included as a component of total equity on the Company’s consolidated balance sheet.

     AmSurg Corp. will hold a conference call to discuss this release today at 5:00 p.m. Eastern time. Investors will have the opportunity to listen to the conference call over the Internet by going to www.amsurg.com and clicking “Investor Relations” or by going to www.earnings.com at least 15 minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available at these sites shortly after the call and continue for 30 days.

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AMSG Reports First-Quarter Results
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April 23, 2009

     This press release contains forward-looking statements. These statements, which have been included in reliance on the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, involve risks and uncertainties. Investors are hereby cautioned that these statements may be affected by the important factors, among others, set forth in AmSurg’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008, and other filings with the Securities and Exchange Commission, including the following risks: adverse impacts on the Company’s business associated with current and future economic conditions; the risk that payments from third-party payors, including government healthcare programs, may decrease or not increase as the Company’s costs increase; adverse developments affecting the medical practices of the Company’s physician partners; the Company’s ability to maintain favorable relations with its physician partners; the Company’s ability to acquire and develop additional surgery centers on favorable terms; the Company’s ability to grow revenues by increasing procedure volume while maintaining its operating margins and profitability at its existing centers; the Company’s ability to manage the growth in its business; the Company’s ability to obtain sufficient capital resources to complete acquisitions and develop new surgery centers; the Company’s ability to compete for physician partners, managed care contracts, patients and strategic relationships; adverse weather and other factors that may affect the Company’s surgery centers; the Company’s failure to comply with applicable laws and regulations; the risk of changes in legislation, regulations or regulatory interpretations that may negatively affect the Company; the risk of becoming subject to federal and state investigation; the risk of regulatory changes that may obligate the Company to buy out interests of physicians who are minority owners of its surgery centers; potential liabilities associated with the Company’s status as a general partner of limited partnerships; liabilities for claims brought against our facilities; the Company’s legal responsibility to minority owners of its surgery centers, which may conflict with its interests and prevent it from acting solely in its best interests; risks associated with the potential write-off of the impaired portion of intangible assets; and potential liability relating to the tax deductibility of goodwill. Consequently, actual results, performance or developments may differ materially from the forward-looking statements included above. AmSurg disclaims any intent or obligation to update these forward-looking statements.

     AmSurg Corp. acquires, develops and operates ambulatory surgery centers in partnership with physician practice groups throughout the United States. At March 31, 2009, AmSurg owned a majority interest in 192 continuing centers in operation and had three centers under development.

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AMSG Reports First-Quarter Results
Page 5
April 23, 2009

AMSURG CORP.
Unaudited Selected Consolidated Financial and Operating Data
(Dollars in thousands, except per share amounts)

	For the Three Months
	Ended March 31,
	2009		2008
Statement of Earnings Data:
Revenues	$	163,533	$	145,729
Operating expenses:
Salaries and benefits		49,043		42,442
Supply cost		19,876		16,917
Other operating expenses		34,107		30,141
Depreciation and amortization		5,659		5,135
Total operating expenses		108,685		94,635
Operating income		54,848		51,094
Interest expense, net		2,027		2,792
Earnings from continuing operations before income taxes		52,821		48,302
Income tax expense		8,539		7,915
Net earnings from continuing operations		44,282		40,387
Discontinued operations:
Earnings from operations of discontinued interests in surgery centers, net of income tax expense		34		320
Net earnings		44,316		40,707
Less net earnings attributable to noncontrolling interests:
Net earnings from continuing operations		31,679		28,768
Discontinued operations		21		233
Total net earnings attributable to noncontrolling interests		31,700		29,001
Net earnings attributable to AmSurg Corp.	$	12,616	$	11,706
Amounts attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	12,603	$	11,619
Discontinued operations		13		87
Net earnings	$	12,616	$	11,706
Basic earnings per common share attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	0.40	$	0.37
Discontinued operations		—		—
Net earnings	$	0.40	$	0.37
Diluted earnings per common share attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	0.40	$	0.37
Discontinued operations		—		—
Net earnings	$	0.40	$	0.37
Weighted average number of shares and share equivalents (000’s):
Basic		31,244		31,298
Diluted		31,406		31,790

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AMSG Reports First-Quarter Results
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April 23, 2009

AMSURG CORP.
Unaudited Selected Consolidated Financial and Operating Data, continued
(Dollars in thousands, except per share amounts)

	For the Three Months
	Ended March 31,
	2009			2008
Operating Data:
Continuing centers in operation at end of period		192			171
New centers added during the period		3			2
Centers under development/not opened at end of period		3			2
Development centers awaiting CON approval at end of period		—			1
Centers under letter of intent		1			3
Average number of centers in operation		192			151
Average revenue per center	$	853		$	963
Same center revenues increase		0	%		3	%
Procedures performed during the period		303,347			267,649
Income tax expense attributable to noncontrolling interests	$	163		$	143
Reconciliation of net earnings to EBITDA (1):
Net earnings from continuing operations attributable to AmSurg Corp. common shareholders	$	12,603		$	11,619
Add: income tax expense		8,539			7,915
Add: interest expense, net		2,027			2,792
Add: depreciation and amortization		5,659			5,135
EBITDA	$	28,828		$	27,461

(1) EBITDA is defined as earnings before interest, income taxes and depreciation and amortization. EBITDA should not be considered a measure of financial performance under generally accepted accounting principles. Items excluded from EBITDA are significant components in understanding and assessing financial performance. EBITDA is an analytical indicator used by management and the health care industry to evaluate company performance, allocate resources and measure leverage and debt service capacity. EBITDA should not be considered in isolation or as an alternative to net income, cash flows generated by operations, investing or financing activities, or other financial statement data presented in the consolidated financial statements as indicators of financial performance or liquidity. Because EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, EBITDA as presented may not be comparable to other similarly titled measures of other companies. Net earnings from continuing operations attributable to AmSurg Corp. common shareholders is the financial measure calculated and presented in accordance with generally accepted accounting principles that is most comparable to EBITDA as defined.

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AMSG Reports First-Quarter Results
Page 7
April 23, 2009

AMSURG CORP.
Unaudited Selected Consolidated Financial and Operating Data, continued
(Dollars in thousands)

	March 31,			Dec. 31,
	2009			2008
Balance Sheet Data:
Assets
Current assets:
Cash and cash equivalents	$	31,389		$	31,548
Accounts receivable, net of allowance of $11,998 and $11,757 respectively		68,836			63,602
Supplies inventory		7,914			8,083
Deferred income taxes		1,847			1,378
Prepaid and other current assets		13,034			17,223
Current assets held for sale		52			25
Total current assets		123,072			121,859
Long-term receivables and deposits		63			46
Property and equipment, net		111,148			111,884
Intangible assets, net		697,534			671,914
Long-term assets held for sale		177			176
Total assets	$	931,994		$	905,879
Liabilities and Shareholders’ Equity
Current liabilities:
Current portion of long-term debt	$	6,029		$	6,801
Accounts payable		12,321			14,240
Accrued salaries and benefits		13,771			12,040
Other accrued liabilities		2,845			3,246
Current income taxes payable		3,349			—
Total current liabilities		38,315			36,327
Long-term debt		271,903			265,835
Deferred income taxes		59,709			54,758
Other long-term liabilities		22,765			22,416
Equity:
Common stock, no par value 70,000,000 shares authorized, 30,656,433 and 31,342,241 shares outstanding, respectively		168,233			177,624
Deferred compensation		(7,554	)		(5,432	)
Retained earnings		303,704			291,088
Accumulated other comprehensive loss, net of income taxes		(2,692	)		(2,851	)
Total AmSurg Corp. shareholders’ equity		461,691			460,429
Noncontrolling interests		77,611			66,114
Total equity		539,302			526,543
Total liabilities and shareholders’ equity	$	931,994		$	905,879

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AMSG Reports First-Quarter Results
Page 8
April 23, 2009

AMSURG CORP.
Unaudited Selected Consolidated Financial and Operating Data, continued
(Dollars in thousands)

	For the Three Months
	Ended March 31,
	2009			2008
Statement of Cash Flow Data:
Cash flows from operating activities:
Net earnings	$	44,316		$	40,707
Adjustments to reconcile net earnings to net cash flows provided by operating activities:
Distributions to noncontrolling interests		(29,945	)		(26,939	)
Depreciation and amortization		5,659			5,135
Share-based compensation		1,074			1,066
Excess tax benefit from share-based compensation		—			(271	)
Deferred income taxes		3,734			2,514
Increase (decrease) in cash and cash equivalents, net of effects of acquisition and dispositions, due to changes in:
Accounts receivable, net		(4,568	)		(2,359	)
Supplies inventory		225			(132	)
Prepaid and other current assets		2,652			263
Accounts payable		764			(1,793	)
Accrued expenses and other liabilities		5,289			2,982
Other, net		167			322
Net cash flows provided by operating activities		29,367			21,495
Cash flows from investing activities:
Acquisition of interest in surgery centers		(16,326	)		(7,897	)
Acquisition of property and equipment		(7,420	)		(4,535	)
Proceeds from sale of surgery center		898			—
Decrease in long-term receivables		624			625
Net cash flows used in investing activities		(22,224	)		(11,807	)
Cash flows form financing activities:
Proceeds from long-term borrowings		25,950			10,956
Repayment on long-term borrowings		(20,663	)		(28,206	)
Proceeds from issuance of common stock upon exercise of stock options		—			1,139
Repurchase of common stock		(12,587	)		—
Proceeds from capital contributions by noncontrolling interests		—			321
Excess tax benefit from share-based compensation		—			271
Financing cost incurred		(2	)		(6	)
Net cash flows used in financing activities		(7,302	)		(15,525	)
Net decrease in cash and cash equivalents		(159	)		(5,837	)
Cash and cash equivalents, beginning of period		31,548			29,953
Cash and cash equivalents, end of period	$	31,389		$	24,116

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AMSG Reports First-Quarter Results
Page 9
April 23, 2009

AMSURG CORP.
Unaudited Selected Consolidated Financial and Operating Data, continued
(In thousands)

Presented below is certain statement of earnings and operating data for the fiscal year 2008, which have been restated in accordance with SFAS No. 160.

	Three Months Ended											Year Ended
	March 31,		June 30,			Sept. 30,			Dec. 31,			Dec. 31,
	2008		2008			2008			2008			2008
Statement of Earnings Data:
Revenues	$	145,729	$	150,896		$	150,884		$	153,146		$	600,655
Operating expenses:
Salaries and benefits		42,442		43,585			44,271			43,290			173,588
Supply cost		16,917		17,703			17,370			18,674			70,664
Other operating expenses		30,141		30,465			31,429			33,029			125,064
Depreciation and amortization		5,135		5,213			5,266			5,262			20,876
Total operating expenses		94,635		96,966			98,336			100,255			390,192
Operating income		51,094		53,930			52,548			52,891			210,463
Interest expense, net		2,792		2,503			2,331			2,312			9,938
Earnings from continuing operations before income taxes		48,302		51,427			50,217			50,579			200,525
Income tax expense		7,915		8,398			8,008			8,761			33,082
Net earnings from continuing operations		40,387		43,029			42,209			41,818			167,443
Discontinued operations:
Earnings (loss) from operations of discontinued interest in surgery centers, net of income taxes		320		134			(176	)		(22	)		256
(Loss) gain on disposal of discontinued interest in surgery centers, net of income taxes		—		(1,309	)		674			(1,138	)		(1,773	)
Net earnings (loss) from discontinued operations		320		(1,175	)		498			(1,160	)		(1,517	)
Net earnings		40,707		41,854			42,707			40,658			165,926
Less net earnings attributable to noncontrolling interests:
Net earnings from continuing operations		28,768		30,581			29,626			28,956			117,931
Discontinued operations		233		29			697			(10	)		949
Total net earnings attributable to noncontrolling interests		29,001		30,610			30,323			28,946			118,880
Net earnings attributable to AmSurg Corp.	$	11,706	$	11,244		$	12,384		$	11,712		$	47,046
Amounts attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	11,619	$	12,448		$	12,583		$	12,862		$	49,512
Discontinued operations		87		(1,204	)		(199	)		(1,150	)		(2,466	)
Net earnings	$	11,706	$	11,244		$	12,384		$	11,712		$	47,046
Basic earnings per common share attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	0.37	$	0.40		$	0.40		$	0.41		$	1.57
Discontinued operations		0.00		(0.04	)		(0.01	)		(0.04	)		(0.08	)
Net earnings	$	0.37	$	0.36		$	0.39		$	0.37		$	1.49
Diluted earnings per common share attributable to AmSurg Corp. common shareholders:
Net earnings from continuing operations	$	0.37	$	0.39		$	0.39		$	0.40		$	1.55
Discontinued operations		0.00		(0.04	)		(0.01	)		(0.04	)		(0.08	)
Net earnings	$	0.37	$	0.35		$	0.38		$	0.37		$	1.47
Weighted average number of shares and share equivalents (000’s):
Basic		31,298		31,479			31,719			31,517			31,503
Diluted		31,790		31,962			32,303			31,798			31,963
Operating Data:
Income tax expense attributable to noncontrolling interests	$	143	$	140		$	168		$	168		$	619
Reconciliation of net earnings to EBITDA (1):
Net earnings from continuing operations attributable to AmSurg Corp. common shareholders	$	11,619	$	12,448		$	12,583		$	12,862		$	49,512
Add: income tax expense		7,915		8,398			8,008			8,761			33,082
Add: interest expense, net		2,792		2,503			2,331			2,312			9,938
Add: depreciation and amortization		5,135		5,213			5,266			5,262			20,876
EBITDA	$	27,461	$	28,562		$	28,188		$	29,197		$	113,408

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