-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BC4L4Hd76IMadnpDTBmWsUn57Q0VdXOy9ArANY6tT4sqBqNV5uOWTGV3S9LTJSSm Sx20P8kf2kUCub6p0OF1jg== 0001104659-04-011835.txt : 20040429 0001104659-04-011835.hdr.sgml : 20040429 20040429144255 ACCESSION NUMBER: 0001104659-04-011835 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040429 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAGELLAN HEALTH SERVICES INC CENTRAL INDEX KEY: 0000019411 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOSPITALS [8060] IRS NUMBER: 581076937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06639 FILM NUMBER: 04764266 BUSINESS ADDRESS: STREET 1: 6950 COLUMBIA GATEWAY STREET 2: STE 400 CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 4109531000 FORMER COMPANY: FORMER CONFORMED NAME: CHARTER MEDICAL CORP DATE OF NAME CHANGE: 19920703 8-K 1 a04-5094_18k.htm 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 29, 2004

 

Magellan Health Services, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

1-6639

 

58-1076937

(State or Other Jurisdiction
of Incorporation)

 

(Commission File
Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

16 Munson Road
Farmington, Connecticut

 

06032

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (860) 507-1900

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

 



 

Item 12. Results of Operations and Financial Condition

 

On April 29, 2004, Magellan Health Services, Inc. reported operating results for the first quarter of fiscal year 2004.

 

Attached and incorporated herein by reference as Exhibit 99.1 is a copy of the press release dated April 29, 2004.

 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

 

(a)          Financial Statements of business acquired:            Not applicable.

 

(b)         Pro forma financial information:             Not applicable.

 

(c)          Exhibits:

 

Exhibit Number

 

Description

99.1

 

Registrant’s press release dated April 29, 2004.

 

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 hereto duly authorized.

 

 

MAGELLAN HEALTH SERVICES, INC.

 

(Registrant)

 

 

Date: April 29, 2004

/s/ MARK S. DEMILIO

 

Mark S. Demilio

 

Executive Vice President and Chief Financial Officer

 

3


EX-99.1 2 a04-5094_1ex99d1.htm EX-99.1

Exhibit 99.1

 

For Immediate Release

 

 

Investor Contact:

 

Melissa Rose

 

 

877-645-6464

 

 

 

 

Media Contact:

 

Erin Somers

 

 

410-953-2405

 

MAGELLAN HEALTH SERVICES REPORTS

FIRST QUARTER 2004 FINANCIAL RESULTS

Company Reiterates 2004 Financial Guidance

 

FARMINGTON, Conn. – April 29, 2004 – Magellan Health Services, Inc., (Nasdaq:MGLN), today reported operating results for the first quarter of fiscal year 2004.  The Company also reiterated the financial guidance it had provided at its recent investor conference.

 

Financial Results

 

For the quarter ended March 31, 2004, Magellan reported net revenues of $440.2 million and net income of $12.9 million, or $0.35 per diluted common share, compared with net revenues of $409.0 million and a net loss of $12.4 million, or $(0.46) per diluted common share, for the prior year quarter.  The Company’s segment profit (net revenue less salaries, cost of care and other operating expenses plus equity in earnings of unconsolidated subsidiaries) for the current year quarter was $48.1 million versus $40.8 million for the prior year quarter.

 

Steven J. Shulman, chairman and CEO, said, “I am very pleased that, as we had anticipated, Magellan turned in excellent results in the first quarter that continue to demonstrate the Company’s good financial health.  As focused as we are on our short-term financial results, however, we are just as focused on developing the long-term potential of the business.  As such, throughout the remainder of 2004, we expect to make significant investments in product development and other initiatives, which we believe will enhance Magellan’s prospects for future growth over the long term.”

 

The Company ended the quarter with $242.2 million in unrestricted cash and cash equivalents.  Cash flow from operations for the current year quarter was $(3.7) million compared to $35.2 million in the prior year quarter.  Cash flow from operations for the current year quarter includes net payments of $61.1 million for liabilities related to the Company’s Chapter 11 proceedings.  Excluding the impact from Chapter 11, cash flow from operations was $57.4 million.  There are currently no loans outstanding on the Company’s $50.0 million revolving credit facility.

 

Outlook

 

As previously announced at its April 14 investor conference in New York City, the Company expects to generate net income of $36 million to $56 million and segment profit in the range of $160 million to $180 million for fiscal year 2004.

 

Mark S. Demilio, chief financial officer, said, “The results for the quarter were in line with our expectations as reflected in our financial guidance for the year.  Furthermore, the financial results for subsequent quarters will be affected by known contract terminations, the impact of product

 



 

development and other investments by the Company and other factors.  Therefore, we remain comfortable with the financial guidance we provided earlier this month.”

 

Shulman added, “Magellan’s financial health – strong operating results and a strong balance sheet – allows management to position the Company for growth over the next three to five years.  As we build a successful future for Magellan, we plan to execute on three main goals in 2004 – focus on maintaining our core business; continue efforts to improve efficiency and manage expenses; and identify innovative products to position the Company for future growth.  I am very pleased that we continue to make progress in all three areas and I am excited by the opportunities before us.”

 

Earnings Results Conference Call

 

A conference call will be held to discuss the earnings at 9:30 a.m. Eastern time on Thursday, April 29. To participate in the call, interested parties should call 1-888-390-4698 and reference the passcode First Quarter Earnings and conference leader Steve Shulman approximately 15 minutes before the start of the call.

 

The conference call also will be available via a live Webcast at Magellan’s investor relations page at www.MagellanHealth.com.

 

A taped replay of the conference call will be available from approximately 11:30 a.m. Eastern time on Thursday, April 29, until 12:00 midnight on Thursday, May 6. The call-in numbers for the replay are 1-888-562-7630 and 1-402-220-6507 (from outside the U.S.).

 

Those who plan to listen to the call or Webcast are encouraged to read Magellan’s Annual Report on Form 10-K for the year ended December 31, 2003, filed with the Securities and Exchange Commission on March 30, 2004, including the discussion of risk factors. In addition, listeners are encouraged to read all other 2003 and 2004 reports filed with the Securities and Exchange Commission to learn about Magellan’s historical operational and financial results.

 

About Magellan:  Headquartered in Farmington, Conn., Magellan Health Services (Nasdaq:MGLN), is the country’s leading managed behavioral health care organization.  Its customers include health plans, corporations and government agencies.

 

Safe Harbor Statement:  Certain of the statements made in this press release including, without limitation, statements regarding expected outcomes and effects from customer service improvement initiatives, cost cutting initiatives and other actions, the Company’s positioning and ability to lead the marketplace and other statements constitute forward looking statements contemplated under the Private Securities Litigation Reform Act of 1995.  These forward-looking statements are based on management’s current expectations and are subject to known and unknown uncertainties and risks which could cause actual results to differ materially from those contemplated or implied by such forward-looking statements including carve-in of behavioral health care by the Company’s health plan customers; renegotiation of rates paid to and/or by the Company by customers and/or to providers; higher utilization of behavioral health treatment services by members; delays, higher costs or inability to implement the Company’s initiatives; termination or non-renewal of contracts by customers; the impact of new or amended laws or regulations; governmental inquiries and/or litigation; the impact of increased competition on ability to maintain or obtain contracts; the impact of increased competition on rates paid to or by the Company; and other factors.  Any forward-

 



 

looking statements made in this document are qualified in their entirety by the complete discussion of risks set forth under the caption “Cautionary Statements” in Magellan’s Annual Report on Form 10-K for the year ended December 31, 2003 filed with the Securities and Exchange Commission on March 30, 2004.

 

# # #

 



 

MAGELLAN HEALTH SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

 

 

 

Predecessor Company

 

Reorganized Company

 

 

 

Three Months Ended
March 31, 2003

 

Three Months Ended
March 31, 2004 (1)

 

 

 

(unaudited)

 

(unaudited)

 

 

 

 

 

 

 

Net revenue

 

$

408,974

 

$

440,176

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

Salaries, cost of care and other operating expenses

 

368,839

 

393,928

 

Equity in earnings of unconsolidated subsidiaries

 

(615

)

(1,844

)

 

 

368,224

 

392,084

 

Segment profit

 

40,750

 

48,092

 

 

 

 

 

 

 

Depreciation and amortization

 

13,652

 

10,249

 

Interest expense (Contractual interest of $26,613 for the three months ended March 31, 2003)

 

21,788

 

9,334

 

Interest income

 

(827

)

(781

)

Reorganization expense, net

 

23,154

 

 

Stock compensation expense.

 

 

10,777

 

Special charges

 

1,705

 

1,908

 

 

 

59,472

 

31,487

 

Income (loss) from continuing operations before income taxes and minority interest

 

(18,722

)

16,605

 

Provision for (benefit from) income taxes

 

(2,729

)

3,568

 

Income (loss) from continuing operations before minority interest

 

(15,993

)

13,037

 

Minority interest

 

60

 

129

 

Income (loss) from continuing operations.

 

(16,053

)

12,908

 

Discontinued operations:

 

 

 

 

 

Income from discontinued operations (2)

 

238

 

30

 

Income on disposal of discontinued operations (3)

 

378

 

 

Reorganization benefit, net

 

3,035

 

 

 

 

3,651

 

30

 

Net income (loss)

 

(12,402

)

12,938

 

Preferred dividends (Contractual dividends of $1,152 for the three months ended March 31, 2003)

 

883

 

 

Amortization of redeemable preferred stock issuance costs and other

 

172

 

 

Preferred stock reorganization items, net

 

2,668

 

 

Income (loss) available to common stockholders

 

(16,125

)

12,938

 

Other comprehensive loss

 

 

 

Comprehensive income (loss)

 

$

(16,125

)

$

12,938

 

 

 

 

 

 

 

Weighted average number of common shares outstanding — basic (4)

 

35,261

 

35,355

 

Weighted average number of common shares outstanding — diluted (4)

 

35,261

 

36,856

 

 

 

 

 

 

 

Income per common share available to common stockholders — basic:

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.56

)

$

0.37

 

Income from discontinued operations

 

$

0.10

 

$

 

Net income (loss)

 

$

(0.46

)

$

0.37

 

 

 

 

 

 

 

Income per common share available to common stockholders — diluted:

 

 

 

 

 

Income (loss) from continuing operations

 

$

(0.56

)

$

0.35

 

Income from discontinued operations

 

$

0.10

 

$

 

Net income (loss)

 

$

(0.46

)

$

0.35

 

 


(1)     For a more detailed discussion of Magellan’s results for the quarter ended March 31, 2004, please consult the Company’s Quarterly Report on Form 10-Q, which will be filed with the SEC on April 29, 2004, and the live broadcast or taped replay of the Company’s earnings conference call on April 29, 2004 which will be available at www.MagellanHealth.com.

 

(2)  Net of income tax provision (benefit) of $(433) and $8 for the three months ended March 31, 2003 and 2004, respectively.

 

(3)  Net of income tax benefit of $(52) for the three months ended March 31, 2003.

 

(4)     Weighted average number of common shares outstanding for the three months ended March 31, 2003 was calculated using the then outstanding shares of the Predecessor Company’s pre-petition common stock.  Weighted average number of common shares outstanding for the three months ended March 31, 2004 was calculated using outstanding shares of the Reorganized Company’s Ordinary Common Stock and Multi-Vote Common Stock.

 



 

MAGELLAN HEALTH SERVICES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

 

Predecessor Company

 

Reorganized Company

 

 

 

Three Months Ended
March 31, 2003

 

Three Months Ended
March 31, 2004

 

 

 

(unaudited)

 

(unaudited)

 

Cash flows from operating activities:

 

 

 

 

 

Net income (loss)

 

$

(12,402

)

$

12,938

 

 

 

 

 

 

 

Adjustments to reconcile net income (loss) to net cash from operating activities:

 

 

 

 

 

Depreciation and amortization

 

13,652

 

10,249

 

Equity in earnings of unconsolidated subsidiaries

 

(615

)

(1,844

)

Non-cash reorganization expense

 

15,528

 

 

Non-cash interest expense.

 

1,597

 

401

 

Non-cash stock compensation expense.

 

 

7,900

 

Cash flows from changes in assets and liabilities:

 

 

 

 

 

Accounts receivable, net

 

(4,111

)

5,197

 

Restricted cash, investments and deposits

 

(8,349

)

332

 

Net cash flows related to unconsolidated subsidiaries

 

742

 

1,135

 

Income taxes payable and deferred income taxes

 

624

 

 

Other assets

 

(19,663

)

19,976

 

Accounts payable and accrued liabilities

 

22,701

 

(66,395

)

Medical claims payable

 

24,187

 

6,251

 

Other liabilities

 

448

 

(11

)

Minority interest, net of dividends paid

 

(1

)

164

 

Other

 

828

 

2

 

Total adjustments

 

47,568

 

(16,643

)

Net cash from operating activities

 

35,166

 

(3,705

)

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Capital expenditures

 

(5,589

)

(4,626

)

Acquisitions and investments in businesses.

 

(2,371

)

 

Net cash from investing activities

 

(7,960

)

(4,626

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from issuance of new equity, net of issuance costs.

 

 

147,871

 

Proceeds from issuance of debt, net of issuance costs.

 

 

92,580

 

Payments on long-term debt.

 

 

(196,132

)

Payments on capital lease obligations

 

(813

)

(776

)

Proceeds from stock issued under employee stock purchase plan

 

25

 

 

Net cash from financing activities

 

(788

)

43,543

 

Net increase in cash and cash equivalents

 

26,418

 

35,212

 

Cash and cash equivalents at beginning of period

 

62,488

 

206,948

 

Cash and cash equivalents at end of period

 

$

88,906

 

$

242,160

 

 


-----END PRIVACY-ENHANCED MESSAGE-----