-----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, GtvnSQU3YPI9cnSzxZr0MndQLskTyJwUtMSipLcr+vWHeQB+LdmcO/YrEWCjYorN Rz6+ZJBdkZmRffCBwCWjlg== 0000950123-10-007146.txt : 20100201 0000950123-10-007146.hdr.sgml : 20100201 20100201123435 ACCESSION NUMBER: 0000950123-10-007146 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100129 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100201 DATE AS OF CHANGE: 20100201 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12015 FILM NUMBER: 10562626 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 8-K 1 w77186e8vk.htm FORM 8-K e8vk
 
 
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) January 29, 2010
HEALTHCARE SERVICES GROUP, INC.
( Exact name of registrant as specified in its charter)
         
Pennsylvania   0-120152   23-2018365
         
(State or other jurisdiction of
Incorporation or organization)
  (Commission
File Number)
  (IRS Employer
Identification Number)
3220 Tillman Drive-Suite 300, Bensalem, Pennsylvania 19020
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: 215-639-4274
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b) )
o Pre-commencement communications pursuant to Rule 13e-4( c) under the Exchange Act (17 CFR 240.13e-4( c) )
 
 

 


 

Item 8.01 Other Events.
On January 29, 2010 Healthcare Services Group, Inc. issued a press release (the “Press Release”) announcing its fourth quarter 2009 regular quarterly cash dividend of $.21 per common share. Such dividend will be paid on March 5, 2010 to shareholders of record at the close of business February 12, 2010. A copy of the Press Release is being furnished herewith as Exhibit 99.1 and is hereby incorporated by reference to this Current Report.
Additionally, the Company announced it has reached settlements with the U.S. Department of Labor and certain states on certain employment matters which it estimates may unfavorably impact year ended December 31, 2009 financial results by approximately $.04 to $.05 per diluted common share.
The information contained in this Current Report shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
      ( a ) Not applicable
 
      ( b ) Not applicable
 
      ( c ) Not applicable
 
      ( d ) Exhibits. The following exhibit is being furnished herewith:
  99.1   Press Release dated January 29, 2010

 


 

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.
         
  HEALTHCARE SERVICES GROUP, INC.
 
 
Date February 1, 2010   /S/ Richard W. Hudson    
  Chief Financial Officer and Secretary   
     

 


 

         
EXHIBIT INDEX
Exhibit:
     
99.1
  Press Release dated January 29, 2010 issued by Healthcare Services Group, Inc.

 

EX-99.1 2 w77186exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
HEALTHCARE SERVICES GROUP, INC.
DECLARES FOURTH QUARTER 2009 CASH DIVIDEND
Bensalem, PA — January 29, 2010- Healthcare Services Group, Inc. (NASDAQ-HCSG)
     Our Board of Directors has declared a regular quarterly cash dividend of $.21 per common share, payable on March 5, 2010 to shareholders of record at the close of business February 12, 2010. This dividend represents a 5% increase over the dividend declared for the 2009 third quarter and a 24% increase over the 2008 same period payment. It is the 27th consecutive regular quarterly cash dividend payment, as well as the 26th consecutive increase since our initiation of regular quarterly cash dividend payments in 2003
     We intend to release our results for the year ended December 31, 2009 during the week of February 8, 2010, as well as to hold a conference call to discuss our results after the release. In connection with the results to be reported on in the upcoming release, the Company has, without admission of any violations, reached settlements in January 2010 of certain employment related matters with the U. S. Department of Labor and certain states which it estimates that such settlements, and related costs and expenses will unfavorably impact 2009 financial results by approximately $.04 to $.05 per diluted common share.
     The Company also announces that it will make a presentation on February 10, 2010 regarding the Company at the “UBS Warburg Global Healthcare Services Conference” at the Grand Hyatt in New York City. Additionally, this presentation will be audio webcast at www.ibb.ubs.com.

 


 

         
Dividend Declaration Release
      January 29, 2010
Page 2 of 3
Cautionary Statement Regarding Forward-Looking Statements
This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, are not historical facts but rather based on current expectations, estimates and projections about our business and industry, our beliefs and assumptions. Words such as “believes”, “anticipates”, “plans”, “expects”, “will”, “goal”, and similar expressions are intended to identify forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by us that any of our plans will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Such forward looking information is also subject to various risks and uncertainties. Such risks and uncertainties include, but are not limited to, risks arising from our providing services exclusively to the health care industry, primarily providers of long-term care; credit and collection risks associated with this industry; one client accounting for approximately 12% of revenues in the year ended December 31, 2009; risks associated with our acquisition of Contract Environmental Services, Inc., including integration risks and costs, or such business not achieving expected financial results or synergies or failure to otherwise perform as expected; our claims experience related to workers’ compensation and general liability insurance; the effects of changes in, or interpretations of laws and regulations governing the industry, our workforce and services provided, including state and local regulations pertaining to the taxability of our services; and the risk factors described in our Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2008 in Part I under “Government Regulation of Clients”, “Competition”, “Service Agreements/Collections”, and under Item IA “Risk Factors”. Many of our clients’ revenues are highly contingent on Medicare and Medicaid reimbursement funding rates,

 


 

         
Dividend Declaration Release
      January 29, 2010
Page 3 of 3
which Congress has affected through the enactment of a number of major laws during the past decade. These laws have significantly altered, or threatened to alter, overall government reimbursement funding rates and mechanisms. The overall effect of these laws and trends in the long-term care industry have affected and could adversely affect the liquidity of our clients, resulting in their inability to make payments to us on agreed upon payment terms. These factors, in addition to delays in payments from clients, have resulted in, and could continue to result in, significant additional bad debts in the near future. Additionally, our operating results would be adversely affected if unexpected increases in the costs of labor and labor related costs, materials, supplies and equipment used in performing services could not be passed on to our clients.
     In addition, we believe that to improve our financial performance we 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 our various operational levels. Furthermore, we believe that our ability to sustain the internal development of managerial personnel is an important factor impacting future operating results and successfully executing projected growth strategies.
     Healthcare Services Group, Inc. is the largest national provider of professional housekeeping, laundry and food services to long-term care and related facilities.
         
Company Contacts:
       
Daniel P. McCartney
  Thomas Cook    
Chairman and Chief Executive Officer
  President    
215-639-4274
  215-639-4274    

 

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