-----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, SYjqoc1tpOvJPfC6nn/5eilsEJpwPVkz/4Jnu5h0sHNddZzoSPlPGlYcTHXAdOj9 oKpoYT/PLTl5QkKyS2bsRA== 0000724024-04-000017.txt : 20041104 0000724024-04-000017.hdr.sgml : 20041104 20041104170520 ACCESSION NUMBER: 0000724024-04-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041104 ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20041104 DATE AS OF CHANGE: 20041104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN PHYSICIANS SERVICE GROUP INC CENTRAL INDEX KEY: 0000724024 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 751458323 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31434 FILM NUMBER: 041120342 BUSINESS ADDRESS: STREET 1: 1301 CAPITAL OF TEXAS HWY STREET 2: C-300 CITY: AUSTIN STATE: TX ZIP: 78746 BUSINESS PHONE: 5123280888 MAIL ADDRESS: STREET 1: 1301 CAPITAL OF TEXAS HIGHWAY CITY: AUTIN STATE: TX ZIP: 78746 8-K 1 sept8k.txt SEPTEMBER 30, 2004 EARNINGS 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 Report (Date of earliest event reported:) (November 4, 2004 November 4, 2004) American Physicians Service Group, Inc. (Exact name of registrant as specified in its charter) Texas 0-11453 75-1458323 (State of (Commission File Number) (IRS Employer Incorporation) Identification No.) 1301 Capitol of Texas Highway Suite C-300 Austin, Texas 78746 (Address of principal executive offices) (Zip Code) (512) 328-0888 (Registrant's telephone number, including area code) Item 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On November 4, 2004, American Physicians Service Group, Inc. issued a press release entitled, "American Physicians Service Group, Inc. Reports Third Quarter Earnings." The text of the press release, which is attached as Exhibit 99.1, is incorporated by reference in its entirety. 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. American Physicians Service Group, Inc. Date: November 4, 2004 By: /s/ W.H. Hayes ---------------------------------------------- Name: W.H. Hayes ---------------------------------------------- Title: Sr VP - Finance ---------------------------------------------- 2 EXHIBIT INDEX Exhibit Number Description - ------ ----------- 99.1 Press Release issued by American Physicians Service Group, Inc., on November 4, 2004. EX-99.77Q1 2 prreptxt.txt SEPTEMBER 30, 2004 EARNINGS ANNOUNCEMENT Exhibit 99.1 AMERICAN PHYSICIANS SERVICE GROUP, INC. ANNOUNCES THIRD QUARTER RESULTS AUSTIN, TEXAS, November 4, 2004 - American Physicians Service Group, Inc. ("APS") (NASDAQ: AMPH) today announced results, which include a writedown of investment securities held, for the quarter and nine months ended September 30, 2004. For the three months ended September 30, 2004, revenues were $7,593,000 compared to $9,049,000 in the year-ago period. The net loss was $834,000 or $.32 per share, compared to earnings of $729,000 or $.31 per share, in the comparable year-ago period. For the nine months ended September 30, 2004, revenues were $22,178,000 compared to $22,609,000 in the year-ago period. Net earnings were $549,000 or $.19 per share, compared to $1,965,000 or $.86 per share in the year-ago period. The 2004 results include the writedown of a long-term investment security, which represented substantially all of the decline in net income. Ken Shifrin, APS Chairman of the Board stated, "As we previously reported in a Form 8K dated October 15, 2004, we recorded the decline in value of our shares in Financial Industries Corporation ("FIC") as "other than temporary", taking a writedown, net of taxes, of approximately $1,567,000. While this investment-related non-cash charge adversely affected our financial results, it should be noted that our core businesses continued to perform well. Inflation and economic outlook uncertainties have kept our rate-sensitive financial services segment from matching 2003's record performance, but our insurance services segment has helped narrow the difference with its performance. Total operating income through nine months in 2004 trailed 2003 by only 5% and net income, exclusive of the impairment charge, showed a small increase over last year." Mr. Shifrin continued, "We are, of course, disappointed that our investment in FIC has taken a downturn. We viewed the investment as a long-term turnaround opportunity and believe that, while the time horizon may have been extended, a long-term opportunity remains. We enter the fourth quarter, traditionally our best, with high expectations for our core businesses and a solid balance sheet that gives us the ability to steadily follow our objective of increasing long-term shareholder value." APS is a management and financial services firm with subsidiaries that provide medical malpractice insurance services for doctors and brokerage and investment services to institutions and high net worth individuals. The Company is headquartered in Austin, Texas and maintains offices in Dallas and Houston. This press release includes forward-looking statements related to the Company that involve risks and uncertainties that could cause actual results to differ materially. These forward-looking statements are made in reliance on the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. For further information about the factors that could affect the Company's future results, please see the Company's recent filings with the Securities and Exchange Commission. Prospective investors are cautioned that forward-looking statements are not guarantees of future performance. Actual results may differ materially from management expectations. Copies of the filings are available upon request from the Company's investor relations department. AMERICAN PHYSICIANS SERVICE GROUP, INC. SELECTED FINANCIAL DATA (In thousands, except per share data)
Three Months Ended Nine Months Ended September 30 September 30 --------------------------- ------------------------ 2004 2003 2004 2003 ---- ---- ---- ---- Revenues $7,593 $9,049 $22,178 $22,609 Expenses 6,556 7,815 19,527 19,777 Gain on sale of assets -- -- 56 8 ------ ------- ------ ------ Operating income 1,037 1,234 2,707 2,840 Gain (loss) on sale of investments (2,374) -- (2,130) 89 Gain on forgiveness of debt -- -- 76 -- ------ ------ ------ ------ Income (loss) from operations before interest, income taxes, minority interest and equity in gain of unconsolidated affiliates (1,337) 1,234 653 2,929 Interest and other income 118 21 289 167 Income tax expense (benefit) (386) 414 392 1,207 Minority interest 1 77 1 184 Equity in gain of unconsolidated affiliates -- 25 -- 260 ------- -------- -------- ------- Net income (loss) $ (834) $ 729 $ 549 $ 1,965 ======== ====== ======== ======= Diluted earnings (loss) per share: Income (loss) from operations $ (.32) $ 0.31 $ 0.19 $ .86 Net income $ (.32) $ 0.31 $ 0.19 $ .86 ======= ====== ====== ====== Weighted average shares outstanding (diluted) 2,589 2,357 2,823 2,284
For further information, visit APS's Website at www.amph.com or contact: Mr. Kenneth Shifrin, Chairman of the Board (or) Mr. W. H. Hayes, Sr. VicePresident - Finance American Physicians Service Group, Inc. 1301 Capital of Texas Highway, C-300 Austin, Texas 78746 (512) 328-0888 -----END PRIVACY-ENHANCED MESSAGE-----