UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 6, 2015
The Providence Service Corporation
(Exact name of registrant as specified in its charter)
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Delaware |
001-34221 |
86-0845127 |
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(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
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64 East Broadway Blvd., Tucson, Arizona |
85701 |
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(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (520) 747-6600
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:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
EXPLANATORY NOTE
This amendment to the Current Report on Form 8-K of The Providence Service Corporation (“Providence”) furnished on August 6, 2015 (the “August 6, 2015 8-K”) is being furnished to correct certain cash flow information previously released and included in the August 6, 2015 8-K. Cash flow from operations for the second quarter of fiscal 2015 was $8.2 million, and not $4.7 million as reported in the August 6, 2015 8-K. Additionally, cash flow from operations for the six months ended June 30, 2015 was $23.6 million, and not $20.1 million, and cash used in investing activities was $29.0 million, and not $25.5 million as reported in the August 6, 2015 8-K. The error occurred as a result of an incorrect allocation between the prepaid expenses and other line in net cash provided by operating activities and the equity investments line in net cash used in investing activities on the cash flow statement. There was no adjustment to the net change in cash for the three or six months ended June 30, 2015. Corrected unaudited condensed consolidated statements of cash flows are included herein as Exhibit 99.1.
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(d) |
Exhibits |
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99.1 |
Unaudited Condensed Consolidated Statements of Cash Flows |
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.
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THE PROVIDENCE SERVICE CORPORATION | |
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Date: August 7, 2015 |
By: |
/s/ David Shackelton |
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Name: |
David Shackelton | |
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Title: |
Interim Chief Financial Officer | |
Exhibit 99.1
The Providence Service Corporation
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)
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Six months ended June 30, |
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2015 |
2014 |
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Operating activities |
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Net income |
$ | 12,871 | $ | 12,959 | ||||
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Adjustments to reconcile net income to net cash provided by operating activities: |
||||||||
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Depreciation |
10,165 | 4,908 | ||||||
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Amortization |
19,692 | 3,963 | ||||||
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Provision for doubtful accounts |
1,369 | 1,089 | ||||||
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Stock based compensation |
6,058 | 1,400 | ||||||
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Deferred income taxes |
(4,815 | ) | 207 | |||||
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Amortization of deferred financing costs |
1,071 | 410 | ||||||
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Excess tax benefit upon exercise of stock options |
(2,239 | ) | (2,346 | ) | ||||
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Loss on equity investments |
3,542 | - | ||||||
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Other non-cash charges |
(225 | ) | (40 | ) | ||||
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Changes in operating assets and liabilities: |
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Accounts receivable |
(60,908 | ) | (21,736 | ) | ||||
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Other receivables |
(2,617 | ) | 487 | |||||
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Restricted cash |
69 | 205 | ||||||
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Prepaid expenses and other |
(8,734 | ) | (4,544 | ) | ||||
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Reinsurance liability reserve |
9,691 | 4,648 | ||||||
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Accounts payable and accrued expenses |
17,755 | 7,172 | ||||||
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Accrued transportation costs |
6,022 | 13,554 | ||||||
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Deferred revenue |
14,555 | (52 | ) | |||||
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Other long-term liabilities |
281 | (4,009 | ) | |||||
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Net cash provided by operating activities |
23,603 | 18,275 | ||||||
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Investing activities |
||||||||
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Purchase of property and equipment |
(13,122 | ) | (8,267 | ) | ||||
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Acquisitions, net of cash acquired |
(1,665 | ) | (59,666 | ) | ||||
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Equity investments |
(13,784 | ) | - | |||||
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Net decrease in short-term investments |
(9 | ) | (9 | ) | ||||
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Restricted cash for reinsured claims losses |
(413 | ) | (4,744 | ) | ||||
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Net cash used in investing activities |
(28,993 | ) | (72,686 | ) | ||||
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Financing activities |
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Proceeds from issuance of preferred stock, net of issuance costs |
80,667 | - | ||||||
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Preferred stock dividends |
(1,698 | ) | - | |||||
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Repurchase of common stock, for treasury |
(734 | ) | (501 | ) | ||||
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Proceeds from common stock issued pursuant to stock option exercise |
2,377 | 9,150 | ||||||
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Excess tax benefit upon exercise of stock options |
2,239 | 2,346 | ||||||
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Proceeds from long-term debt |
- | 115,000 | ||||||
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Repayment of long-term debt |
(87,125 | ) | (47,500 | ) | ||||
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Payment of contingent consideration |
(7,496 | ) | - | |||||
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Debt financing costs |
(30 | ) | (700 | ) | ||||
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Other |
(46 | ) | (8 | ) | ||||
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Net cash (used in) provided by financing activities |
(11,846 | ) | 77,787 | |||||
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Effect of exchange rate changes on cash |
1,991 | 629 | ||||||
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Net change in cash |
(15,245 | ) | 24,005 | |||||
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Cash at beginning of period |
160,406 | 98,995 | ||||||
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Cash at end of period |
$ | 145,161 | $ | 123,000 | ||||