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 27, 2010

LCA-VISION INC.

(Exact name of registrant as specified in its charter)

Delaware (State or Other Jurisdiction
of Incorporation) 0-27610 (Commission File Number) 11-2882328 (IRS Employer Identification No.)

7840 Montgomery Road, Cincinnati, Ohio	45236
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:  (513) 792-9292

N/A

(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:

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 27, 2010, LCA-Vision Inc. issued a press release to report first quarter 2010 results and related matters. The text of the press release is furnished as Exhibit 99.1 to this Form 8-K.

The information in this Current Report on Form 8-K and the Exhibit attached hereto is furnished pursuant to the rules and regulations of the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

 (d) Exhibits.

99.1           Press release dated April 27, 2010

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.  

LCA-VISION INC.

/s/ Michael J. Celebrezze

Michael J. Celebrezze

Senior Vice President of Finance,

Chief Financial Officer and Treasurer

Date:  April 27, 2010

EX-99.1

Exhibit 99.1

News Release

LCA-Vision First Quarter Results Feature Positive Cash Flow from Operations,

Reduced Operating Loss, and Improvements in Key Conversion Metrics

CINCINNATI (April 27, 2010) – LCA-Vision Inc. (NASDAQ: LCAV), a leading provider of laser vision correction services under the LasikPlus® brand, today announced financial and operating results for the three months ended March 31, 2010.

First Quarter 2010 Operational and Financial Results (all comparisons are with the first quarter of 2009)

§ Revenues were $34.0 million compared with $47.9 million; adjusted revenues were $32.3 million compared with $44.9 million.

§ Procedure volume was 19,066 procedures (62 vision centers) compared with 27,859 reported procedures (75 vision centers) and 25,491 same-store procedures.

§ Same-store revenues (62 vision centers) decreased 23.1%; adjusted same-store revenues decreased 21.6%.

§ Operating loss was $0.7 million compared with operating loss of $4.2 million; adjusted operating loss was $2.2 million compared with adjusted operating loss of $6.9 million.  Operating loss and adjusted operating loss for the first quarter of 2010 reflected a $1.3 million gain on the sale of equipment and a $0.3 million restructuring expense.  Operating loss and adjusted operating loss for the first quarter of 2009 included a $0.9 million restructuring expense and $0.8 million in consent revocation expenses.

§ Net loss was $0.6 million, or $0.03 per share, compared with net loss of $2.8 million, or $0.15 per share.

§ Cash and investments totaled $56.3 million as of March 31, 2010, compared with $54.6 million as of December 31, 2009.

Since the first quarter of 2007, LCA-Vision has provided both adjusted revenues and operating losses as a means of measuring performance that adjusts for the non-cash impact of accounting for separately priced extended warranties.  A reconciliation of revenues and operating losses as reported in accordance with U.S. Generally Accepted Accounting Principles (GAAP) is provided at the end of this news release.  Management believes the adjusted information better reflects operating performance and, therefore, is more meaningful to investors.

“Our procedure volume and operating results continue to be adversely affected by the general economic slowdown and associated decline in consumer confidence levels and high-end discretionary expenditures for many consumers,” said LCA-Vision Chief Financial Officer Michael J. Celebrezze.  “Despite the difficult environment, we are reporting positive operating cash flow, and a reduction in year-over-year operating loss, due mainly to previously announced measures to conserve cash and reduce expenses to better align our operations with current market demand.  Our cash and investment balances increased by $1.7 million since December 31, 2009, totaling $56 million as of March 31, 2010.  As a result of our previously announced tax refund expected in June, we expect positive cash flow for the second quarter.

“Procedure volume was positively impacted by seasonality; however, severe inclement weather, particularly on the East Coast, had a negative effect on our business in the first quarter.  Our managed care business remained strong, but the growing contribution from managed care negatively affected price per procedure,” he added.

Chief Operating Officer David L. Thomas commented, “We are encouraged by year-over-year and sequential-quarter increases in our appointment show rate and treatment show rate, and sequential-quarter improvement in our conversion rate.  We attribute these improvements in conversion metrics primarily to patient acquisition and operations efficiency measures.  Marketing spend per procedure was reduced to $413, from $468 a year ago and $493 in the 2009 fourth quarter.  We held quarterly marketing expenses to $7.9 million as we attempted to match spending with perceived consumer demand.  We are continuing to revamp our marketing programs to drive procedure volume.  To encourage increased traffic, we are offering a network-wide 15% discount on procedures during the second quarter, while our marketing plans are being finalized.”

Near-term Financial Outlook

LCA-Vision intends to continue to manage cash flow conservatively in 2010.  The company affirmed its plans and outlook for the year, as follows:

§ The company does not plan to open any new vision centers in the near term.  LCA-Vision will consider restarting its de novo new center opening program when market conditions improve.

§ The company will continue to manage general and administrative expenses aggressively, which it expects will decline slightly in 2010 from 2009 levels.

§ The company expects direct costs per center to decline slightly in 2010 from 2009.

§ The company expects marketing and advertising spend for the 2010 second quarter to range from $6.5 million to $7.5 million.

§ The company expects capital expenditures of $1.2 million in 2010 for vision center renovations and equipment replacement.

§ The company expects to receive a federal tax refund of $10 million to $11 million in the 2010 second quarter.

§ The company anticipates an effective tax rate of approximately 1% for 2010 due to a full valuation allowance on net deferred tax assets.

As a result of aggressive efforts to reduce costs, the number of procedures per vision center required to reach breakeven has declined to 95 per month.  LCA-Vision estimates the number of procedures companywide required for breakeven cash flow, excluding any tax refunds and after capital expenditures and debt service, to be approximately 95,000 per year.  The company believes that it has sufficient cash and investments to fund its business beyond 2012 if it performs at least 65,000 procedures annually.

Conference Call and Webcast

As previously announced, a conference call and webcast will be held today beginning at 10:00 a.m. Eastern time. To access the conference call, dial 866-322-1352 (United States and Canada) or 706-643-6246 (international callers).  The webcast will be available at the investor relations section of LCA-Vision’s website.  A replay of the call and webcast will begin approximately two hours after the live call has ended.  To access the replay, dial 800-642-1687 (United States and Canada) or 706-645-9291 (international callers) and enter the conference ID number: 628 511 18.

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Forward-Looking Statements

This news release contains forward-looking statements based on current expectations, forecasts and assumptions of LCA-Vision that are subject to risks and uncertainties.  The forward-looking statements in this release are based on information available to us as of the date hereof.  Actual results could differ materially from those stated or implied in our forward-looking statements due to risks and uncertainties associated with our business.  In addition to the risk factors discussed in our Form 10-K and other filings with the Securities and Exchange Commission, there are a number of other risks and uncertainties associated with our business, including, without limitation, the successful execution of marketing strategies cost effectively to drive patients to our vision centers; the impact of low consumer confidence and discretionary spending; competition in the laser vision correction industry; our ability to attract new patients; the possibility of adverse outcomes or long-term side effects of laser vision correction and negative publicity regarding laser vision correction; our ability to operate profitable vision centers and retain qualified personnel during periods of lower procedure volumes; the continued availability of non-recourse third-party financing for our patients on terms similar to what we have paid historically; and the future value of revenues financed by us and our ability to collect on such financings, which will in turn depend on a number of factors, including the worsening consumer credit environment and our ability to manage credit risk related to consumer debt, bankruptcies and other credit trends.

Further, the FDA’s advisory board on ophthalmic devices is currently reviewing concerns about post-LASIK quality of life matters, and the FDA has planned a major new study on LASIK outcomes and quality of life that is expected to end in 2012.  The FDA or another agency could take legal or regulatory action against us or others in the laser vision correction industry.  The outcome of this review or legal or regulatory action could potentially impact negatively the acceptance of LASIK.  In addition, the acceptance rate of new technologies and our ability to implement successfully new technologies on a national basis create additional risk.  Except to the extent required under the federal securities laws and the rules and regulations promulgated by the Securities and Exchange Commission, we assume no obligation to update the information included in this news release, whether as a result of new information, future events or circumstances, or otherwise.

About LCA-Vision Inc./LasikPlus®

LCA-Vision Inc., a leading provider of laser vision correction services under the LasikPlus® brand, operates 62 LasikPlus® fixed-site laser vision correction centers in 29 states and 45 markets in the United States. Additional company information is available at www.lca-vision.com and www.lasikplus.com.

Earning Trust Every Moment; Building Relationships for a Lifetime.

For Additional Information
Company Contact:	Investor Relations Contact:
Barb Kise	Jody Cain
LCA-Vision Inc.	Lippert/Heilshorn & Associates
513-792-9292	310-691-7100

 

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LCA-Vision Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(Amounts in thousands except per share data)

	Three months ended March 31,
	2010			2009
Revenues - Laser refractive surgery	$	34,013		$	47,921
Operating costs and expenses
Medical professional and license fees		8,337			10,776
Direct costs of services		13,114			17,816
General and administrative expenses		3,789			4,418
Marketing and advertising		7,867			13,026
Depreciation		2,542			4,358
Consent revocation solicitation charges		-			804
Restructuring charges		338			916
Other, net		-			(14	)
		35,987			52,100
Gain on sale of assets		1,293			2
Operating loss		(681	)		(4,177	)
Equity in earnings from unconsolidated businesses		25			27
Net investment income (loss)		151			(177	)
Loss before taxes on income		(505	)		(4,327	)
Income tax expense (benefit)		59			(1,483	)
Net loss	$	(564	)	$	(2,844	)
Loss per common share
Basic	$	(0.03	)	$	(0.15	)
Diluted	$	(0.03	)	$	(0.15	)
Weighted average shares outstanding
Basic		18,633			18,561
Diluted		18,633			18,561

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LCA-Vision Inc.

Condensed Consolidated Balance Sheets (Unaudited)

(Dollars in thousands)

	March 31, 2010			December 31, 2009
Assets
Current assets
Cash and cash equivalents	$	17,778		$	24,049
Short-term investments		36,488			28,455
Patient receivables, net of allowance for doubtful accounts of $2,104 and $1,645		3,863			4,562
Other accounts receivable		3,165			2,002
Assets held for sale		405			1,031
Prepaid professional fees		571			615
Prepaid income taxes		12,090			12,270
Deferred compensation plan assets		-			400
Prepaid expenses and other		4,053			5,582
Total current assets		78,413			78,966
Property and equipment		79,860			79,993
Accumulated depreciation and amortization		(56,381	)		(53,995	)
Property and equipment, net		23,479			25,998
Long-term investments		2,078			2,090
Patient receivables, net of allowance for doubtful accounts of $586 and $1,674		681			854
Investment in unconsolidated businesses		167			137
Other assets		4,466			4,590
Total assets	$	109,284		$	112,635
Liabilities and Stockholders' Investment
Current liabilities
Accounts payable	$	8,537		$	6,504
Accrued liabilities and other		11,800			11,581
Deferred revenue		5,707			6,151
Deferred compensation liability		-			400
Debt obligations maturing in one year		3,557			3,998
Total current liabilities		29,601			28,634
Long-term rent obligations and other		2,247			2,395
Long-term debt obligations (less current portion)		7,502			9,145
Insurance reserve		8,603			9,154
Deferred license fee		4,087			4,428
Deferred revenue		6,583			7,852
Stockholders' Investment
Common stock ($.001 par value;  25,291,637 and 25,287,387 shares and
18,663,421 and 18,619,185 shares issued and outstanding, respectively)		25			25
Contributed capital		174,515			174,325
Common stock in treasury, at cost (6,628,216 shares and 6,668,202 shares)		(114,394	)		(114,668	)
Retained deficit		(10,760	)		(9,729	)
Accumulated other comprehensive income		1,275			1,074
Total stockholders' investment		50,661			51,027
Total liabilities and stockholders' investment	$	109,284		$	112,635

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LCA-Vision Inc.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

	Three months ended March 31,
	2010			2009
Cash flow from operating activities:
Net loss	$	(564	)	$	(2,844	)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		2,542			4,358
Provision for loss on doubtful accounts		828			1,175
Loss on investments		-			365
Impairment charges		-			872
Gain on sale of assets		(1,293	)		(2	)
Deferred income taxes		-			(136	)
Stock-based compensation		176			(8	)
Insurance reserve		(551	)		167
Equity in earnings of unconsolidated affiliates		(25	)		(27	)
Changes in operating assets and liabilities:
Patient accounts receivable		44			286
Other accounts receivable		(368	)		(1,327	)
Prepaid income taxes		180			1,399
Prepaid expenses and other		1,529			(72	)
Accounts payable		2,033			1,109
Deferred revenue, net of professional fees		(1,542	)		(2,753	)
Accrued liabilities and other		56			4,769
Net cash provided by operations		3,045			7,331
Cash flow from investing activities:
Purchases of property and equipment		(20	)		(157	)
Proceeds from sale of assets held for sale		1,124			-
Purchases of investment securities		(81,771	)		(81,478	)
Proceeds from sale of investment securities		73,752			81,841
Other, net		(65	)		(206	)
Net cash used in investing activities		(6,980	)		-
Cash flow from financing activities:
Principal payments of capital lease obligations and loan		(2,084	)		(1,853	)
Shares repurchased for treasury stock		(192	)		(36	)
Exercise of stock options		14			-
Net cash used in financing activities		(2,262	)		(1,889	)
Net effect of exchange rate changes on cash and cash equivalents		(74	)		124
(Decrease) increase in cash and cash equivalents		(6,271	)		5,566
Cash and cash equivalents at beginning of period		24,049			23,648
Cash and cash equivalents at end of period	$	17,778		$	29,214

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LCA-Vision Inc.

Effect of the Change in Accounting for Deferred Revenues on Financial Results

(Dollars in thousands)

(Unaudited)

To supplement its Condensed Consolidated Financial Statements presented in accordance with accounting principles generally accepted in the United States, LCA-Vision discusses adjusted revenues and operating income.  Management utilizes this information as a means of measuring performance that adjusts for the non-cash impact of the accounting for separately priced extended warranties and believes that including this additional disclosure is meaningful to investors for the same reason.

Accordingly, this news release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission.  A reconciliation of the difference between the non-GAAP measures with the most directly comparable financial measures calculated in accordance with GAAP follows:

	Three Months Ended March 31,
	2010			2009
Revenues
Reported U.S. GAAP	$	34,013		$	47,921
Adjustments
Amortization of prior deferred revenue		(1,713	)		(3,059	)
Adjusted revenues	$	32,300		$	44,862
Operating Loss
Reported U.S. GAAP	$	(681	)	$	(4,177	)
Adjustments
Amortization of prior deferred revenue		(1,713	)		(3,059	)
Amortization of prior professional fees		171			306
Adjusted operating loss	$	(2,223	)	$	(6,930	)

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