-----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, LoxroLGfrQcQPn+5vXrO2jSazfcOawshHBvzG4K1T6TGFtlB3pzape4mIKi/eESQ c/TrHoYCzM/IxoUYk7E35g== 0000950116-99-001481.txt : 19990809 0000950116-99-001481.hdr.sgml : 19990809 ACCESSION NUMBER: 0000950116-99-001481 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTHCARE SERVICES GROUP INC CENTRAL INDEX KEY: 0000731012 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TO DWELLINGS & OTHER BUILDINGS [7340] IRS NUMBER: 232018365 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-12015 FILM NUMBER: 99679799 BUSINESS ADDRESS: STREET 1: 2643 HUNTINGDON PIKE CITY: HUNTINGDON VALLEY STATE: PA ZIP: 19006 BUSINESS PHONE: 2159381661 MAIL ADDRESS: STREET 1: 2643 HUNTINGDON PIKEE CITY: HUNTINGDON VALLEY STATE: PA ZIP: 19006 10-Q 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 1999 Commission File Number 0-12015 HEALTHCARE SERVICES GROUP, INC. ------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 23-2018365 ------------ ---------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification number) 2643 Huntingdon Pike, Huntingdon Valley, Pennsylvania 19006 ----------------------------------------------------------- (Address of principal executive office) (Zip code) Registrant's telephone number, including area code: 215-938-1661 ------------ Indicate mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for past 90 days. YES X NO ------ ------- Number of shares of common stock, issued and outstanding as of August 6, 1999 is 11,057,582. Total of 16 Pages INDEX
PART I. FINANCIAL INFORMATION PAGE NO. --------------------- -------- Consolidated Balance Sheets as of 2 June 30, 1999 and December 31, 1998 Consolidated Statements of Income for the Three Months Ended 3 June 30, 1999 and 1998 Consolidated Statements of Income for the Six Months Ended June 30, 1999 and 1998 4 Consolidated Statements of Cash Flows for the Six Months 5 ended June 30, 1999 and 1998 Notes To Consolidated Financial Statements 6 - 8 Management's Discussion and Analysis of Financial Condition 9 - 13 and Results Of Operations Part II. Other Information 14 Signatures 15
-1- HEALTHCARE SERVICES GROUP, INC. Consolidated Balance Sheets
June 30, December 31, 1999 1998 (Unaudited) (Audited) ------------ ------------ ASSETS CURRENT ASSETS: Cash and cash equivalents 14,241,278 $17,201,408 Accounts and notes receivable, less allowance for doubtful accounts of $4,199,000 in 1999 and $3,449,000 in 1998 48,983,647 45,066,828 Prepaid income taxes ( Note 6 11,030 Inventories and supplies 8,444,836 7,803,437 Deferred income taxes ( Note 6 655,176 324,054 Prepaid expenses and other 2,133,636 2,318,285 ------------ ------------ Total current assets 74,469,603 72,714,012 PROPERTY AND EQUIPMENT: Laundry and linen equipment installations 9,158,006 8,985,945 Housekeeping equipment and office furniture 9,079,686 8,482,207 Autos and trucks 51,110 51,110 ------------ ------------ 18,288,802 17,519,262 Less accumulated depreciation 11,914,284 11,416,214 ------------ ------------ 6,374,518 6,103,048 COST IN EXCESS OF FAIR VALUE OF NET ASSETS ACQUIRED less accumulated amortization of $1,474,096 in 1999 and $1,420,284 in 1998 1,881,381 1,935,193 DEFERRED INCOME TAXES (Note 6) 1,731,485 2,131,535 OTHER NONCURRENT ASSETS 10,955,629 10,225,439 ------------ ------------ $95,412,616 $93,109,227 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 1,870,989 $ 4,366,015 Accrued payroll, accrued and withheld payroll taxes 5,051,908 5,147,634 Other accrued expenses 125,664 319,333 Income taxes payable 283,980 Accrued insurance claims 686,981 588,040 ------------ ------------ Total current liabilities 7,735,542 10,705,002 ACCRUED INSURANCE CLAIMS 2,584,358 2,212,151 COMMITMENTS AND CONTINGENCIES (Note 3) STOCKHOLDERS' EQUITY: (Note 2) Common stock, $.01 par value: 22,500,000 shares authorized, 11,039,732 shares issued and outstanding in 1999 and 11,034,207 in 1998 110,397 110,342 Additional paid in capital 25,099,905 25,064,832 Retained earnings 59,882,414 55,016,900 ------------ ------------ Total stockholders' equity 85,092,716 80,192,074 ------------ ------------ $95,412,616 $93,109,227 ============ ============
See accompanying notes -2 Healthcare Services Group, Inc. Consolidated Income Statements (Unaudited) For the Three Months Ended June 30, 1999 1998 ------------ ------------ Revenues $56,883,026 $49,405,821 Operating costs and expenses: Costs of services provided 48,757,219 41,863,483 Selling, general and administrative 4,579,671 4,292,401 Other Income : Interest Income 209,371 380,318 ------------ ------------ Income before income taxes 3,755,507 3,630,255 Income taxes (Note 6 1,319,000 1,438,000 ------------ ------------ Net Income $ 2,436,507 $ 2,192,255 ============ ============ Earnings per share of common stock: (Note 2) Basic earnings per common share $ 0.22 $ 0.20 ============ ============ Diluted earnings per common share $ 0.22 $ 0.19 ============ ============ Basic weighted average number of common shares outstanding 11,048,495 11,213,016 ============ ============ Diluted weighted average number of common shares outstanding 11,323,505 11,557,749 ============ ============ See accompanying notes -3 Healthcare Services Group, Inc. Consolidated Income Statements (Unaudited) For the Six Months Ended June 30, 1999 1998 ------------ ------------ Revenues $112,505,230 $ 97,172,949 Operating costs and expenses: Costs of services provided 96,160,521 82,460,328 Selling, general and administrative 8,880,491 8,241,549 Other Income : Interest Income 407,296 718,429 ------------ ------------ Income before income taxes 7,871,514 7,189,501 Income taxes ( Note 6 3,006,000 2,897,000 ------------ ------------ Net Income $ 4,865,514 $ 4,292,501 ============ ============ Earnings per share of common stock: (Note 2) Basic earnings per common share 0.44 $ 0.38 ============ ============ Diluted earnings per common share 0.43 $ 0.37 ============ ============ Basic weighted average number of common shares outstanding 11,048,620 11,174,201 ============ ============ Diluted weighted average number of common shares outstanding 11,351,754 11,506,619 ============ ============ See accompanying notes -4 HEALTHCARE SERVICES GROUP, INC. Consolidated Statements of Cash Flows (Unaudited)
For the Six Months Ended June 30, ---------------------------- 1999 1998 ------------ ------------ Cash flows from operating activities: Net Income $ 4,865,514 $ 4,292,501 Adjustments to reconcile net income to net cash used by operating activities: Depreciation and amortization 933,181 982,702 Bad debt provision 1,500,000 1,000,000 Deferred income taxes (benefits) ( Note 6 68,928 (834,388) Tax benefit of stock option transactions 31,879 185,929 Changes in operating assets and liabilities: Accounts and notes receivable (5,416,819) (7,150,541) Prepaid income taxes ( Note 6 (11,030) 366,712 Inventories and supplies (641,399) (305,194) Changes to long term notes receivable (562,375) 945,309 Accounts payable and other accrued expenses (2,688,694) (2,400,561) Accrued payroll, accrued and withheld payroll taxes (95,727) (14,482) Accrued insurance claims 471,148 598,001 Income taxes payable ( Note 6 (283,980) 1,941,978 Prepaid expenses and other assets 16,834 341,392 ------------ ------------ Net cash used by operating activities (1,812,540) (50,642) ------------ ------------ Cash flows from investing activities: Disposals of fixed assets 1,561 20,100 Additions to property and equipment (1,152,399) (1,008,708) ------------ ------------ Net cash used in investing activities (1,150,838) (988,608) ------------ ------------ Cash flows from financing activities: Purchase of treasury stock (183,750) Proceeds from the exercise of stock options 186,998 1,266,769 ------------ ------------ Net cash provided by financing activities 3,248 1,266,769 ------------ ------------ Net increase (decrease) in cash and cash equivalents (2,960,130) 227,519 Cash and cash equivalents at beginning of the year 17,201,408 17,774,219 ------------ ------------ Cash and cash equivalents at end of the period 14,241,278 18,001,738 ============ ============
See accompanying notes. -5 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1 - Basis of Reporting The accompanying financial statements are unaudited and do not include certain information and note disclosures required by generally accepted accounting principles for complete financial statements. However, in the opinion of the Company, all adjustments considered necessary for a fair presentation have been included. The balance sheet shown in this report as of December 31, 1998 has been derived from, and does not include, all the disclosures contained in the financial statements for the year ended December 31, 1998. The financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1998. The results of operations for the three and six month periods ended June 30, 1999 and 1998 are not necessarily indicative of the results that may be expected for the full fiscal year. Note 2 - Three-For-Two Stock Split On August 5, 1998, the Board of Directors declared a three-for-two stock split of the Company's Common Stock effected in the form of a 50% stock dividend payable on August 27, 1998 to Common Stock stockholders of record on August 17, 1998. An amount equal to the par value of the shares of Common Stock issued was transferred from additional paid in capital to common stock in the December 31, 1998 balance sheet. All stock options, share and per share disclosures have been adjusted to reflect the 3-for-2 stock split. Note 3 - Other Contingencies The Company has a $13,000,000 bank line of credit on which it may draw to meet short-term liquidity requirements or for other purposes, that expires on September 30, 1999. The Company anticipates that this credit line will be continued. Amounts drawn under the line are payable upon demand. At both June 30, 1999 and December 31, 1998, there were no borrowings under the line. However, at such dates, the line was fully utilized as a result of contingent liabilities of the Company to the lender relating to letters of credit issued for the Company, which relate to payment obligations under the Company's insurance program. The Company is also involved in miscellaneous claims and litigation arising in the ordinary course of business. The Company believes that these matters, taken individually or in the aggregate, would not have a material adverse impact on the Company's financial position or results of operations. Note 4 - Segment Information The Company provides housekeeping, laundry, linen, facility maintenance and food services to the healthcare industry. The Company considers its business to consist of one reportable operating segment, based on the service business categories, provided to a client facility, sharing similar economic characteristics in the nature of the service provided, method of delivering service and client base. Although the Company does provide services in Canada, essentially all of its revenue and net income, approximately 99%, are earned in one geographic area, the United States. The Company earned revenue in the following service business categories: For the three month period ended June 30, 1999 1998 ----------- ----------- Housekeeping services $35,548,000 $31,555,000 Laundry & linen services 16,300,000 12,399,000 Food services 2,991,000 3,731,000 Maintenance services & Other 2,044,000 1,721,000 ----------- ----------- $56,883,000 $49,406,000 =========== =========== For the six month period ended June 30, 1999 1998 ----------- ----------- Housekeeping services $ 70,650,000 $ 63,053,000 Laundry & linen services 32,576,000 23,907,000 Food services 5,447,000 6,761,000 Maintenance services & Other 3,832,000 3,452,000 ------------ ------------ $112,505,000 $ 97,173,000 ============ ============ Note 5 - Effect of Recently Issued Accounting Pronouncements Accounting for Derivative Instruments and Hedging Activities In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", which is effective for fiscal years beginning after June, 2000. SFAS No. 133 requires all entities to recognize all derivative instruments on their balance sheet as either assets or liabilities measured at fair value. SFAS No. 133 also specifies new methods of accounting for hedging transactions, prescribes the items and transactions that my be hedged, and specifies detailed criteria to be met to qualify for hedge accounting. Adoption of SFAS No. 133 is not expected have a material effect on the Company's consolidated financial statements. Note 6 - Income Taxes The Internal Revenue Service has concluded its examination of the tax years ended December 31, 1997 and December 31, 1996. Previously established reserves are no longer required. Accordingly, the effective tax rate has been reduced to reflect the reversal of these reserves. PART I. ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion and analysis should be read in conjunction with the financial statements and notes thereto. All share and per share data has been adjusted for the three-for-two stock split declared by the Board of Directors on August 5, 1998. RESULTS OF OPERATIONS Revenues for the second quarter of 1999 increased by 15.1% over revenues in the corresponding 1998 quarter. Revenues for the six months ended June 30, 1999 increased by %15.8 over the corresponding 1998 period. The following factors contributed to the increase in 1999 second quarter and six month period revenues as compared to the corresponding 1998 periods: service agreements with new clients increased revenues by 36.5 % for the second quarter and 35.9% for the six month period; new services to existing clients increased revenues 2.1 % for both the second quarter and six month period; and cancellations and other minor changes decreased revenues 23.5% for the second quarter and 22.2% for the six month period. Cost of services provided as a percentage of revenues increased to 85.7% for the second quarter of 1999 from 84.7 % in the corresponding 1998 quarter. In addition, cost of services as a percentage of revenue increased to 85.5% for the six month period ended June 30, 1999 from 84.9% in the same 1998 period. The primary factors affecting specific variations in the 1999 second quarter and six month period's cost of services provided as a percentage of revenue and their effects on the respective 1.0% and .6% increases are as follows: in the second quarter an increase of 2.6% in labor costs and payroll related taxes, an increase of .4% in the allowance for doubtful accounts, an increase of .3% in health insurance and employee benefits costs; offsetting these increases were a decrease of 1.6% in the cost of supplies consumed in performing services, a decrease of .8% in workers' compensation, general liability and other insurance; in the six month period an increase of 2.5% in labor costs and payroll related taxes, an increase of .3% in the allowance for doubtful accounts; offsetting these increases were decreases of 1.2% and .9% in the cost of supplies consumed in performing services, and in workers' compensation, general liability and other insurance expense, respectively. Selling, general and administrative expenses as a percentage of revenue decreased in the second quarter of 1999 to 8.1% as compared to 8.7% in the corresponding 1998 three month period. Additionally, during the six month period ended June 30, 1999 selling, general and administrative expenses as a percentage of revenue decreased to 7.9% as compared to 8.5% in the corresponding 1998 period. The three and six month period decreases are primarily attributable to the Company's ability to control certain selling, general and administrative expenses while comparing them to a greater revenue base. Interest income decreased in the three and six month periods ended June 30, 1999 as compared to the same 1998 periods principally due to the Company's shift from investing excess funds in taxable securities to tax exempt securities, as well as lower average cash balances. The effective income tax rate for the three and six month periods ended June 30, 1999, decreased as a result of the reversal of previously established income tax reserves no longer required as a result of the conclusion of an Internal Revenue Service examiniation for the tax years ended December 31, 1997 and 1996. Liquidity and Capital Resources At June 30, 1999 the Company had working capital and cash and cash equivalents of $66,734,061 and $14,241,278, respectively, which represents a decrease in cash and cash equivalents of 17% and an increase of 8% in working capital as compared to December 31, 1998 working capital and cash and cash equivalents of $62,009,010 and $17,201,408, respectively. The net cash used by the Company's operating activities was $1,812,540 for the six month period ended June 30, 1999 as compared to net cash used of $50,642 in the same 1998 period. The principle sources of cash flows from operating activities were: for the six month period ended June 30, 1999 net income, charges to operations for bad debt provisions and depreciation and amortization; in the six month period ended June 30, 1998 net income, the timing of payments of income taxes, charges to operations for bad debt provisions and depreciation and amortization. The operating activity that used the largest amount of cash was a $5,979,194 and $6,205,232 net increase in accounts and long term notes receivable at June 30, 1999 and 1998, respectively. The increases in these amounts resulted primarily from the growth in the Company's revenues. Additionally, operating activities' cash flows for the six month periods ended June 30, 1999 and 1998 were decreased by $2,688,694 and $2,400,561, respectively, as a result of the timing of payments to vendors. The Company's principle use of cash in investing activities in each of the three month periods ended June 30, 1999 and 1998 was the purchase of housekeeping equipment and laundry equipment installations. The Company expends considerable effort to collect the amounts due for its services on the terms agreed upon with its clients. Many of the Company's clients participate in programs funded by federal and state governmental agencies which historically have encountered delays in making payments to its program participants. Whenever possible, when a client falls behind in making agreed-upon payments, the Company converts the unpaid accounts receivable to interest bearing promissory notes. The promissory notes receivable provide a means by which to further evidence the amounts owed, provide a definitive repayment plan and therefore may enhance the ultimate collectibility of the amounts due. In some instances the Company obtains a security interest in certain of the debtors' assets. The Company encounters difficulty in collecting amounts due from certain of its clients, including those in bankruptcy, those which have terminated service agreements and slow payers experiencing financial difficulties. In order to provide for these collection problems and the general risk associated with the granting of credit terms, the Company has recorded a bad debt provision of $1,500,000 in the six month period ended June 30, 1999. In making its evaluation, in addition to analyzing and anticipating, where possible, the specific cases described above, management considers the general collection risk associated with trends in the long-term care industry. The Company has a $13,000,000 bank line of credit on which it may draw to meet short-term liquidity requirements in excess of internally generated cash flow, that expires on September 30, 1999. The Company anticipates that this credit line will be continued. Amounts drawn under the line are payable on demand. At June 30, 1999, there were no borrowings under the line. However, at such date, the line was fully utilized as result of contingent liabilities of the Company to the lender relating to letters of credit issued for the Company (see Note 3 of Notes to Financial Statements). At June 30, 1999, the Company had $14,241,278 of cash and cash equivalents, which it views as its principal measure of liquidity. The level of capital expenditures by the Company is generally dependent on the number of new clients obtained. Such capital expenditures primarily consist of housekeeping equipment and laundry and linen equipment installations. Although the Company has no specific material commitments for capital expenditures during calendar year 1999, it estimates that it will incur capital expenditures of approximately $2,500,000 during 1999 in connection with housekeeping equipment and laundry and linen equipment installations in its clients' facilities, as well as hardware and software expenditures relating to the implementation of a new computerized financial reporting system. The Company believes that its cash from operations, existing balances and credit line will be adequate for the foreseeable future to satisfy the needs of its operations and to fund its continued growth. However, if the need arose, the Company would seek to obtain capital from such sources as long-term debt or equity financing. In accordance with the Company's previously announced authorizations to purchase its outstanding common stock, the Company expended $183,750 to purchase 21,000 shares of its common stock in May 1999 at an average price of $8.75 per common share and $3,496,000 during 1998 to purchase 369,000 shares of its common stock at an average price of $9.47 per common share. The Company remains authorized to purchase 448,950 shares pursuant to previous Board of Directors' action. Effect of Recently Issued Accounting Pronouncements Accounting for Derivative Instruments and Hedging Activities In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", which is effective for fiscal years beginning after June, 2000. SFAS No. 133 requires all entities to recognize all derivative instruments on their balance sheet as either assets or liabilities measured at fair value. SFAS No. 133 also specifies new methods of accounting for hedging transactions, prescribes the items and transactions that my be hedged, and specifies detailed criteria to be met to qualify for hedge accounting. Adoption of SFAS No. 133 is not expected have a material effect on the Company's consolidated financial statements. Other Matters - Year 2000 Compliance The Company has implemented new operating and application software which became become fully operational during 1998. The Company has been notified by its software manufacturer, as well as the firm providing installation support, that the new applications have functionality for the year 2000. The Company does not believe it will incur any material expense, beyond the new systems installation costs, with respect to year 2000 issues. Additionally, the Company utilizes an independent service bureau for the processing and payment of payroll and payroll related taxes. The Company has been notified by its payroll processing company that all of its systems will be fully compliant with year 2000 requirements. Many of the Company's clients participate in programs funded by federal and state governmental agencies which may be affected by the year 2000 issue. Any failure by the Company, its outside processing company, its clients or the federal and state governmental agencies to effectively monitor, implement or improve the above referenced operational, financial, management and technical support systems could have a material adverse effect on the Company's business and consolidated results of operations. Government Regulation of Clients The Company's clients are subject to governmental regulation. In August 1997, the President signed into law the Balanced Budget Act of 1997. The legislation changes Medicare and Medicaid policy in a number of ways including the phasing in of a Medicare prospective payment system ("PPS") for skilled nursing facilities effective July 1, 1998. PPS will significantly change the manner in which skilled nursing facilities are reimbursed for inpatient services provided to Medicare beneficiaries. Unlike the old system, which relied solely on cost reports submitted, PPS rates are based entirely on the federally-acuity-adjusted rate. Although there can be no assurance thereof, the Company believes that while PPS will affect how clients are paid for certain services, the Company's business should not be adversely impacted by this legislation, as clients determine how to adjust to PPS. The Company does not participate in any government reimbursement programs, therefore, all of the Company's contractual relationships with its clients continue to determine the clients' payment obligations to the Company. At this time. The Company has not been able to fully assess the impact of PPS on its clients, due in part to uncertainty as to the details of implementation by its clients. Cautionary Statements Regarding Forward Looking Statements Certain matters discussed may include forward-looking statements that are subject to risks and uncertainties that could cause actual results or objectives to differ materially from those projected. Such risks and uncertainties include, but are not limited to, risks arising from the Company providing its services exclusively to the healthcare industry, primarily providers of long-term care; credit and collection risks associated with this industry and risk factors described in the Company's Form 10-K for the year ended December 31, 1998 in Part I thereof under "Government Regulation of Clients", "Competition" and "Service Agreements". Additionally, the Company's operating results would be adversely effected if unexpected increases in the costs of labor, materials, supplies and equipment used in performing its services could not be passed on to clients. In addition, the Company believes that in order to improve its financial performance it must continue to obtain service agreements with new clients, provide new services to existing clients, achieve modest price increases on current service agreements with existing clients and maintain internal cost reduction strategies at the various operational levels of the Company. Furthermore, the Company believes that its ability to sustain the internal development of managerial personnel is an important factor impacting future operating results and successfully executing projected growth strategies. Effects of Inflation All of the Company's service agreements allow it to pass through to its clients increases in the cost of labor resulting from new wage agreements. Although there can be no assurance thereof, the Company believes that it will be able to recover increases in costs attributable to inflation by continuing to pass through cost increases to its clients. PART II. Other Information Item 1. Legal Proceedings. Not Applicable Item 2. Changes in Securities. Not Applicable Item 3. Defaults under Senior Securities. Not Applicable Item 4. Submission of Matters to a Vote of Security Holders (c) The Company's Annual Meeting of Shareholders was held on May 18, 1999 for the purpose of electing a board of directors and approving the appointment of auditors. (1) All of management's nominees for directors were elected as follows: Shares Voted Withheld "FOR" 8,220,054 10,036 (2) Proposal to ratify selection of Grant Thornton LLP as the independent public accountants of the Company for its current fiscal year ending December 31, 1999 was approved as follows: Shares Voted Shares Voted Shares "FOR" "AGAINST" "ABSTAINING" 8,172,444 53,845 3,834 Item 5. Other Information. a) None Item 6. Exhibits and Reports on Form 8-K. a) Exhibits - 27 - Financial data schedule b) Reports on Form 8-K - None -14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant had duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HEALTHCARE SERVICES GROUP, INC. ------------------------------- August 6, 1999 /s/ Daniel P. McCartney - ------------------------ ----------------------------------- Date DANIEL P. McCARTNEY, Chief Executive Officer August 6, 1999 /s/ Thomas A. Cook - ------------------------ ----------------------------------- Date THOMAS A. COOK, President and Chief Operating Officer August 6, 1999 /s/ James L. DiStefano - ------------------------ ----------------------------------- Date JAMES L. DiSTEFANO, Chief Financial Officer and Treasurer August 6, 1999 /s/ Richard W. Hudson - ------------------------ ----------------------------------- Date RICHARD W. HUDSON, Vice President-Finance, Secretary and Chief Accounting Officer -15 EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS DEC-31-1999 JUN-30-1999 14,241,278 0 53,182,647 4,199,000 8,444,836 74,469,603 18,288,802 11,914,284 95,412,616 7,735,542 0 0 0 110,397 84,982,319 95,412,616 0 112,505,230 96,160,521 105,041,012 0 0 0 7,871,514 3,006,000 4,865,514 0 0 0 4,865,514 .44 .43
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