-----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, Dv7LrH7GdtJeeIotn7wWGQkVIlneKI0unmiVHX4iWEB5MqOoq9on0+PV+5cNbEgr g3Umwan4oWjsbDN0GH4F8w== 0001157523-04-000233.txt : 20040115 0001157523-04-000233.hdr.sgml : 20040115 20040115103315 ACCESSION NUMBER: 0001157523-04-000233 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040113 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ATC HEALTHCARE INC /DE/ CENTRAL INDEX KEY: 0000720480 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 112650500 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31271 FILM NUMBER: 04526351 BUSINESS ADDRESS: STREET 1: 1983 MARCUS AVE STREET 2: STE E122 CITY: LAKE SUCCESS STATE: NY ZIP: 11042 BUSINESS PHONE: 5167501600 MAIL ADDRESS: STREET 1: 425 NORTH AVE EAST STREET 2: STE C115 CITY: WESTFIELD STATE: NJ ZIP: 07090 FORMER COMPANY: FORMER CONFORMED NAME: STAFF BUILDERS INC /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: TENDER LOVING CARE HEALTH CARE SERVICES INC DATE OF NAME CHANGE: 19880404 8-K 1 a4549057.txt ATC HEALTHCARE 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 13, 2004 ATC HEALTHCARE, INC. --------------------- (Exact name of registrant as specified in its charter) Delaware 0-11380 11-2650500 - ------------------------------- ---------- -------------------- (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) file number) Identification No.) 1983 Marcus Avenue, Lake Success, New York 11042 - ------------------------------------------- ----- (Address of principal executive offices) (Zip Code) (516) 750-1600 -------------- (Registrant's telephone number, including area code) Form 8-K, Current Report ATC Healthcare, Inc. Commission File No. 0-11380 Item 7. Financial Statements and Exhibits. ---------------------------------- (c) Exhibits. --------- Exhibit Number Description ------------- ----------- Exhibit 99.4 Press release January 13,2004. Item 9. Regulation FD Disclosure. ------------------------- The information included in this section is intended to be included under "Item 12. Disclosure of Results of Operations and Financial Condition" and is included under this Item 9 in accordance with Securities and Exchange Commission Release No. 0-11380. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. On January 13, 2004, ATC Healthcare, Inc., issued a press release announcing its financial results for its Third quarter of its fiscal year end 2004, which ended November 30, 2003. A copy of the press release relating to such announcement is attached hereto as Exhibit 99.4 and is incorporated herein by reference. 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. Dated: January 13, 2003 ATC Healthcare, Inc. By: /s/ Andrew Reiben ------------------------------ Name: Andrew Reiben Title: Senior Vice President Chief Financial Officer EX-99 3 a4549057ex994.txt EXHIBIT 99.4 PRESS RELEASE Exhibit 99.4 PRESS RELEASE (b) ATC Healthcare Announces Third Quarter 2004 Results of Operations, (c) Office Closing and Restructuring Charge ATC Healthcare Announces Third Quarter 2004 Results of Operations, Office Closing and Restructuring Charge LAKE SUCCESS, N.Y.--(BUSINESS WIRE)--Jan. 13, 2004--ATC Healthcare, Inc. (AMEX:AHN - News), a national leader in medical staffing, today reported results for its third quarter of fiscal year end 2004, which ended November 30, 2003. Revenues for the third quarter ended November 30, 2003 were $32.4 million compared to $38.3 million for the quarter ended November 30, 2002. Revenue continues to be impacted by reduced demand for temporary nurses as hospitals continue to experience flat to declining admission rates. Service costs were 79.2% of total revenues in the third quarter of fiscal year end 2004 as compared to 76.5% in the third quarter of the prior year. Margins have decreased due to the decreased demand for temporary nurses, which has increased the competitive environment pressuring fees. Loss from operations for the quarter ended November 30, 2003 was $1.9 million after office closing and restructuring charges of $2.6 million versus income from operation of $917 thousand for the quarter ended November 30, 2002. Excluding the office closing and restructuring charge income from operations was $678 thousand. Net loss for the quarter ended November 30, 2003 was $5.0 million or $(.20) per basic and diluted share versus a net loss of $1.3 million or $(.05) per diluted share for the quarter ended November 30, 2002. Six Month Results ATC reported revenues of $100.1 million for the nine months ended November 30, 2003, a decrease of 13.0% from revenues of $115.0 million for the same time period last year. Revenue continues to be impacted by reduced demand for temporary nurses as hospitals continue to experience flat to declining admission rates. Service costs were 78.7% of total revenues for the nine months of fiscal 2004 as compared to 76.3% for the nine months of fiscal 2003. Margins have decreased due to the decreased demand for temporary nurses, which has increased the competitive environment pressuring fees. Loss from operations was $1.0 million for the nine months ended November 30, 2003 after the recording of the Office closing and Restructuring charge as compared to income from operations of $3.7 million for the same period last year. The Company recorded a net loss of $5.9 million or $(.25) per basic and diluted share for the first nine months of fiscal 2004 versus a net loss of $379 thousand or $(.02) per basic and diluted share for the first nine months of fiscal 2003. David Savitsky, CEO, remarked that "our results for the third quarter are indicative of the difficult decisions we have had to make as ATC continues to make progress in reducing its costs and taking other steps, so that the Company can return to profitability next fiscal year. Our income from operations before the office closing and restructuring charge has grown over the prior quarter and we've recently been awarded a Federal Supply Schedule (FSS) contract." Mr Savitsky continued "Additionally, as part of a program to grow our Licensee business, we've just opened a new location in (Baltimore, MD) and are in active discussions with other prospective Licensees at this time." In conjunction with this release, management will host a teleconference Thursday, January 15th at 11:30 am Eastern Time. The dial in number 1-800-930-1344. There will be a 48 hour replay. The replay number is 888-203-1112 from within the United States and 719-457-0820 Internationally. Code 6055105 About ATC Healthcare, Inc. ATC is a national leader in medical staffing personnel to hospitals, nursing homes, clinics and other health care facilities with 50 locations in 23 states. ATC provides supplemental staffing, outsourcing and human resources solutions to hospitals, nursing homes, medical and research facilities and industry. Drawing from a pool of over 15,000 healthcare professionals spanning more than 50 specialties, the Company supplies both clinical and non-clinical personnel for short-term, long-term, and "traveling" contract assignments. To learn more about the company's services, visit their web site at www.atchealthcare.com. This press release contains forward-looking statements. Actual results could differ materially from those projected in the forward-looking statements. Additional information concerning factors that could cause actual results to differ materially from those in the forward-looking statements is contained in ATC Healthcare, Inc. Annual Report on Form 10-K for the year ended February 28, 2003 as filed with the Securities and Exchange Commission on June 13, 2003. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (In thousands, except per share data) For the Three Months For the Nine Months Ended (unaudited) Ended November 30, November 30, November 30, November 30, 2003 2002 2003 2002 ------- ------ ------ ------ REVENUES: Service revenues $32,383 $38,282 $100,066 $114,961 - ---------------------------------------------------------------------- COSTS AND EXPENSES: Service costs 25,649 29,291 78,847 87,826 General and administrative expenses 5,476 7,517 17,890 22,035 Depreciation and amortization 580 557 1,761 1,434 Office closing and restructuring charge 2,589 2,589 - ---------------------------------------------------------------------- Total operating expenses 34,294 37,365 101,087 111,295 - ---------------------------------------------------------------------- (LOSS) INCOME FROM OPERATIONS (1,911) 917 (1,021) 3,666 - ---------------------------------------------------------------------- INTEREST AND OTHER EXPENSES (INCOME): Interest expense, net 1,095 735 3,058 2,244 Other (income), net 6 (89) (229) Expense related to TLCS liability 2,293 2,293 - ---------------------------------------------------------------------- Total interest and other expenses 1,095 3,034 2,969 4,308 - ---------------------------------------------------------------------- LOSS BEFORE INCOME TAXES (3,006) (2,117) (3,990) (642) INCOME TAX (BENEFIT) PROVISION 2,041 (868) 1,929 (263) - ---------------------------------------------------------------------- NET LOSS $(5,047) $(1,249) $(5,920) $(379) ====================================================================== DIVIDENDS ACCRETED TO PREFERRED SHAREHOLDERS 17 50 - ---------------------------------------------------------------------- LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS $(5,064) $(1,249) $(5,970) $(379) ====================================================================== LOSS PER COMMON SHARE - BASIC: $(.20) $(.05) $(.25) $(.02) ====================================================================== LOSS PER COMMON SHARE - DILUTED $(.20) $(.05) $(.25) $(.02) ====================================================================== WEIGHTED AVERAGE COMMON SHARES OUTSTANDING Basic 24,882 23,792 24,325 23,748 ====================================================================== Diluted 24,882 23,792 24,325 23,748 ====================================================================== CONTACT: ATC Healthcare, Inc. David Savitsky, 516-750-1681 dsavitsky@atchealthcare.com Andrew Reiben, 516-750-1663 areiben@atchealthcare.com -----END PRIVACY-ENHANCED MESSAGE-----