EX-99.1 2 exh99_1.htm EXHIBIT 99.1 Exhibit 99.1

Exhibit 99.1


PRESS RELEASE
Source: USHEALTH Group, Inc.
 
Corporate Contact:
Cynthia B. Koenig
Chief Financial Officer
(817) 878-3732

FOR IMMEDIATE RELEASE:                           
August 2, 2005                                             

USHEALTH GROUP REPORTS SECOND QUARTER RESULTS

FORT WORTH, Texas, August 2, 2005…USHEALTH Group, Inc. (“USHEALTH”) (USHE.OB) today reported a net loss of ($319,000), or ($.01) per common share, for the second quarter of 2005, compared to net income of $1 million, or $.02 per common share, for the corresponding prior year period.

For the six months ended June 30, 2005, the Company reported a net loss of ($1.1) million, or ($.02) per common share. For the corresponding prior year period, net income was $1.1 million, and after preferred stock dividends of $430,000, income applicable to common stockholders was $690,000 or $.02 per common share.

Total revenues were $23.0 million and $46.8 million for the second quarter and the six months ended June 30, 2005, respectively, as compared to $25.8 million and $52.4 million for the corresponding 2004 periods. Total premium revenues decreased by $2.6 million or 11.2% for the second quarter and $5.0 million or 10.8% for the six months ended June 30, 2005 as compared to the corresponding prior year periods. The benefits and claims to premium ratios were 66.7% and 67.6% for the three months and six months ended June 30, 2005, respectively, as compared to 64.8% and 66.6% for the corresponding 2004 periods.

Mr. Benjamin M. Cutler, Chairman and CEO, commenting on second quarter operations said: “The net loss reported for year-to-date 2005 approximates management’s expectations and reflects a $1.1 million additional investment in marketing and infrastructure initiatives as compared to the prior year. The net loss also reflects reduced fixed overhead coverage for 2005 due to a continuing decline in premium revenue. We have noted a significant narrowing of new business pricing margins in the individual health insurance market during the second quarter of 2005 and are currently evaluating our market position.”

In April 2005, Special Situations Holdings, Inc. – Westbridge (“SSH”), a wholly-owned subsidiary of Credit Suisse First Boston LLC, announced that it intends to take USHEALTH private through a “short-form” merger. SSH currently owns approximately 93% of USHEALTH outstanding common stock which, under Delaware law, is sufficient to effectuate the merger without necessity of seeking approval by either the USHEALTH board of directors or common stockholders. The consummation of this transaction is pending the completion of certain regulatory disclosure requirements and is currently expected to occur by the end of 2005. Common stockholders as of the effective date of the merger will receive $.31 in cash for each share of USHEALTH common stock held.

USHEALTH Group, Inc. is an insurance holding company primarily focused on individual health insurance for self-employed individuals and small business owners. Products are distributed through career agent organizations that are wholly owned subsidiaries. The Company’s goal is to combine the talents of its employees and agents to market competitive and profitable insurance products and provide superior customer service in every aspect of operations. (www.ushealthgroup.com)

  (Forward-Looking Statements: The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. This press release contains forward-looking statements regarding the intent, belief or current expectations of the Company and members of its senior management team. While the Company believes that its expectations are based on reasonable assumptions within the bounds of its knowledge of its business and operations, prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance, and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Factors that would cause actual results to differ materially from those contemplated within this press release can be found in the Company’s Form 10-K for the year ended December 31, 2004 and Form 10-Q for the quarter ended March 31, 2005. Such factors include, but are not limited to: any limitation imposed on the Company’s ability to control the impact of rising health care costs, especially prescription drugs, and rising medical service utilization rates through product and benefit design, underwriting criteria, premium rate increases, utilization management and negotiation of favorable provider contracts; the impact of changing health care trends on the Company’s ability to accurately estimate claim and settlement expense reserves; the ability of the Company to fund competitive commission advances to its agents from internally generated cash flow or external financing; developments in health care reform and other regulatory issues, including the Health Insurance Portability and Accountability Act and increased privacy regulation, and changes in laws and regulations in key states where the Company operates; the Company’s ability to meet minimum regulatory capital requirements for its Insurance Subsidiaries; the ability of the Company to make additional investment in its Insurance Subsidiaries in the form of capital contributions, if needed, in order for such subsidiaries to comply with regulatory capital or debt covenant requirements; and the loss of key management personnel.)




USHEALTH GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(000’s omitted, except for per share amounts)
Unaudited

Three Months Ended
June 30,
Six Months Ended
June 30,
 

       2005    2004    2005    2004  




First-year premium   $ 3,027   $ 3,995   $ 6,369   $ 8,002  
Renewal premium    17,440    19,043    35,425    38,829  




      Total premiums    20,467    23,038    41,794    46,831  
Net investment income    1,373    1,329    2,743    2,731  
Fee and service income    833    919    1,627    1,908  
Other insurance revenues    320    481    671    967  
Net realized loss on investments    (8 )  (3 )  (12 )  (5 )




      Total revenues    22,985    25,764    46,823    52,432  




Benefits and claims    13,648    14,933    28,252    31,170  
Change in deferred policy acquisition costs    345    68    717    311  
Commissions    2,162    2,517    4,488    5,195  
General and administrative expenses    5,365    5,104    10,915    10,402  
Fee and service operating expenses    718    688    1,374    1,458  
Taxes, licenses and fees    797    967    1,614    1,886  
Interest expense on notes payable    269    253    532    505  




      Total expenses    23,304    24,530    47,892    50,927  




(Loss) income from continuing operations before  
     income taxes    (319 )  1,234    (1,069 )  1,505  
Federal income taxes    -    -    -    -  




      Net (loss) income from continuing operations    (319 )  1,234    (1,069 )  1,505  




Loss from discontinued operations, before income  
     taxes    -    (185 )  -    (385 )
Federal income taxes    -    -    -    -  




      Net loss from discontinued operations    -    (185 )  -    (385 )




      Net (loss) income    (319 )  1,049    (1,069 )  1,120  
Preferred stock dividends    -    -    -    430  




(Loss) income applicable to common stockholders   $ (319 ) $ 1,049   $ (1,069 ) $ 690  




Basic and diluted (loss) earnings from continuing  
         operations per common share   $ (.01 ) $ .02   $ (.02 ) $ .03  




Basic and diluted (loss) earnings per common share   $ (.01 ) $ .02   $ (.02 ) $ .02  




      Weighted average shares outstanding:  
            Basic    50,764    50,532    50,713    32,643  




            Diluted    50,764    50,758    50,713    32,867  




USHEALTH GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

(000’s omitted)

       June 30,
2005
   December 31,
2004
 


(Unaudited) (Audited)
Assets  
Investment assets, at market value   $ 107,233   $ 104,820  
Cash    1,357    1,041  
Accrued investment income    1,339    1,348  
Deferred policy acquisition costs    19,982    20,700  
Agent receivables, net    2,626    3,498  
Property and equipment    1,630    1,942  
Other assets    5,277    6,759  


      Total Assets   $ 139,444    140,108  


Liabilities and Equity  
Policy liabilities   $ 78,422   $ 78,112  
Notes payable    16,774    16,478  
Other liabilities    10,694    10,778  


      Total Liabilities    105,890    105,368  


Common Stockholders' Equity (1)    33,554    34,740  


      Total Liabilities and Stockholders' Equity   $ 139,444   $ 140,108  



(1) Common stockholders’ equity includes unrealized gains on investment assets of $2.7 million at June 30, 2005 and $2.8 million at December 31, 2004.