-----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, H2LrRnWuDnbyY8Yb3jgeLpiSBILvZLdQK94DnUhb6A0aSmC03D87UXgzfC9krIT4 JrWTEhdFCb+qCzR4oO09lA== 0001157523-08-006597.txt : 20080808 0001157523-08-006597.hdr.sgml : 20080808 20080807204309 ACCESSION NUMBER: 0001157523-08-006597 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080807 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080808 DATE AS OF CHANGE: 20080807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RES CARE INC /KY/ CENTRAL INDEX KEY: 0000776325 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050] IRS NUMBER: 610875371 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20372 FILM NUMBER: 081000190 BUSINESS ADDRESS: STREET 1: 10140 LINN STATION RD CITY: LOUISVILLE STATE: KY ZIP: 40223 BUSINESS PHONE: 5023942100 MAIL ADDRESS: STREET 1: 10140 LINN STATION RD CITY: LOUISVILLE STATE: KY ZIP: 40223 8-K 1 a5751693.htm RES-CARE, INC. 8-K

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):
August 7, 2008


RES-CARE, INC.
(Exact Name of Registrant as specified in Charter)

Kentucky

0-20372

61-0875371

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

9901 Linn Station Road, Louisville, Kentucky

40223

(Address of principal executive offices)

(Zip code)

(502) 394-2100
(Registrant’s telephone number, including area code)

N/A
(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):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02          Results of Operations and Financial Condition.

         On August 7, 2008, Res-Care, Inc. issued a press release to announce its results for the second quarter and six months ended June 30, 2008.  A copy of the press release is included as Exhibit 99.1 to this report.

Item 9.01          Financial Statements & Exhibits.

         Exhibit Number      Description of Exhibit

          99.1                          Press release dated August 7, 2008.


SIGNATURE

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.

RES-CARE, INC.

 

 

Date: August 7, 2008 By:

    /s/ David W. Miles

    David W. Miles

    Executive Vice President and
      Chief Financial Officer


EXHIBIT INDEX

Exhibit
Number

 

Description of Exhibits

 
99.1

Copy of press release issued by the Company on August 7, 2008.

EX-99.1 2 a5751693ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

ResCare Reports Second Quarter 2008 Results

Results Reflect Previously Announced Increase in Litigation Reserves

Company Provides Guidance for Balance of 2008

LOUISVILLE, Ky.--(BUSINESS WIRE)--ResCare (NASDAQ: RSCR) today announced results for the second quarter and six months ended June 30, 2008.

Second Quarter 2008 Financial Highlights

Consolidated revenues for the second quarter of 2008 increased 6.2% over the prior year period to $385.4 million. The Company reported a loss from continuing operations of $1.6 million, or $0.06 per diluted common share, which included a charge of $24.4 million ($14.9 million, net of tax, or $0.45 per diluted common share). This charge resulted from the previously announced increase in legal reserves for adverse developments in four lawsuits. Income from continuing operations for the second quarter of 2007 was $10.3 million, or $0.31 per diluted common share.

Ralph G. Gronefeld, Jr., president and chief executive officer, said, “I am pleased with our core operating results during the quarter as we achieved revenue growth in virtually all of our business segments with significant contribution from our Employment Training Services unit, driven by performance incentives and new contracts. Although the legal charge had a negative impact on the second quarter 2008 results, the lawsuits do not affect core business operations or our acquisition strategy. Thanks to the strength of our operations’ leadership and commitment from our employees, our underlying business fundamentals were positive in the second quarter, despite a weak economic environment nationally.”

In closing, Mr. Gronefeld added, “We will continue to invest in our service lines through strategic acquisitions to build our core businesses such as the acquisition of Caregivers Home Health, which closed in early July 2008.”

Guidance for Balance of 2008

The Company is providing guidance for the second half of 2008 for diluted earnings per common share from continuing operations in a range of $0.70 to $0.74 and revenues of $790 million to $825 million. The guidance assumes no reimbursement rate changes for the balance of 2008.

A listen-only simulcast of ResCare’s second quarter 2008 conference call will be available on-line at www.rescare.com on August 8, 2008, beginning at 9:00 a.m. Eastern Time and a replay available at 11:00 a.m. Eastern Time.

ResCare, with nearly 35 years of experience helping people reach their highest level of independence, is one of the largest providers of home care to the elderly and those with disabilities. It also offers residential and support services to people with intellectual and developmental disabilities and provides education, vocational training and job placement for people of all ages and skill levels. Based in Louisville, Kentucky, ResCare and its more than 44,000 dedicated employees serve daily more than 65,000 people in 38 states, Washington, D.C., Puerto Rico and in a growing number of international locations. For more information about ResCare, please visit the Company’s website at www.rescare.com.

From time to time, ResCare makes forward-looking statements in its public disclosures, including statements relating to expected financial results, revenues that might be expected from new or acquired programs and facilities, its development and acquisition activities, reimbursement under federal and state programs, financing plans, compliance with debt covenants and other risk factors, and various trends favoring privatization of government programs. In ResCare’s filings under the federal securities laws, including its annual, periodic and current reports, the Company identifies important factors that could cause its actual results to differ materially from those anticipated in forward-looking statements. Please refer to the discussion of those factors in the Company’s filed reports. Statements related to expected financial results are as of this date only, and ResCare does not assume any responsibility to update these statements.


RESCARE, INC.

Unaudited Financial Highlights

(In thousands, except per share data)

 
Three Months Ended
June 30,
Six Months Ended

June 30,

  2008       2007     2008       2007  
Income Statement Data:
Revenues $ 385,378 $ 363,023 $ 760,777 $ 701,518
Facility and program expenses (1)   368,762     327,871     705,937     632,613  
Facility and program contribution 16,616 35,152 54,840 68,905
Corporate general and administrative (1)   14,682     14,092     29,257     27,063  
Operating income 1,934 21,060 25,583 41,842
Interest expense, net   4,503     4,835     9,097     9,372  

(Loss) income from continuing operations before income taxes

 

(2,569 ) 16,225 16,486 32,470
Income tax (benefit) expense   (1,000 )   5,946     5,955     11,900  
(Loss) income from continuing operations (1,569 ) 10,279 10,531 20,570
Loss from discontinued operations, net of taxes   (103 )   (123 )   (157 )   (262 )
 
Net (loss) income (1,672 ) 10,156 10,374 20,308
Net income attributable to preferred shareholders       1,467     1,496     2,918  
Net (loss) income attributable to common shareholders $ (1,672 ) $ 8,689   $ 8,878   $ 17,390  
 
Basic (loss) earnings per common share:
From continuing operations $ (0.06 ) $ 0.31 $ 0.32 $ 0.63
From discontinued operations   (0.00 )   (0.00 )   (0.01 )   (0.01 )
Basic (loss) earnings per common share $ (0.06 ) $ 0.31   $ 0.31   $ 0.62  
 
Diluted (loss) earnings per common share:
From continuing operations $ (0.06 ) $ 0.31 $ 0.32 $ 0.62
From discontinued operations   (0.00 )   (0.01 )   (0.01 )   (0.01 )
Diluted (loss) earnings per common share $ (0.06 ) $ 0.30   $ 0.31   $ 0.61  
 
Weighted average number of common shares:
Basic 28,466 28,180 28,401 28,143
Diluted 28,466 28,499 28,531 28,495
 

(1) The Company recorded share-based compensation expense of $1.1 million ($0.03 per diluted common share) and $2.8 million ($0.05 per diluted common share) for the three months ended June 30, 2008 and 2007, respectively. Of the $1.1 million for the three months ended June 30, 2008, the Company included $0.6 million in corporate general and administrative expenses and $0.5 million in facility and program expenses. Of the $2.8 million recorded for the three months ended June 30, 2007, the Company included $1.7 million in corporate general and administrative expenses and $1.1 million in facility and program expenses. The Company recorded share-based compensation expense of $2.2 million ($0.04 per diluted common share) and $4.4 million ($0.08 per diluted common share) for the six months ended June 30, 2008 and 2007, respectively. Of the $2.2 million for the six months ended June 30, 2008, the Company included $1.1 million in corporate general and administrative expenses and $1.1 million in facility and program expenses. Of the $4.4 million recorded for the six months ended June 30, 2007, the Company included $2.5 million in corporate general and administrative expenses and $1.9 million in facility and program expenses.


RESCARE, INC.

Unaudited Financial Highlights (continued)

(In thousands)

 
June 30, 2008 Dec. 31, 2007
Balance Sheet Data:
ASSETS
Cash and cash equivalents $ 21,207 $ 10,809
Accounts receivable, net 219,952 206,529
Other current assets   48,207   42,234
Total current assets 289,366 259,572
Property and equipment, net 83,760 83,336
Goodwill 454,578 443,623
Other assets   59,476   48,012
$ 887,180 $ 834,543
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities $ 173,329 $ 150,025
Other long-term liabilities 64,919 57,158
Long-term debt 230,412 220,491
Shareholders’ equity   418,520   406,869
$ 887,180 $ 834,543

RESCARE, INC.

Unaudited Financial Highlights (continued)

(In thousands)

 
Six Months Ended

June 30,

  2008     2007  
Cash Flow Data:
Net income $ 10,374 $ 20,308
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization 10,843 9,543
Amortization of discount and deferred debt issuance costs 592 537
Impairment charge 332
Deferred income taxes (1,997 ) 2,530
Excess tax benefits from share-based compensation (851 ) (1,291 )
Provision for losses on accounts receivable 3,519 2,934
Share-based compensation 2,233 4,372
Gain on sale of assets (49 ) (111 )
Changes in operating assets and liabilities   6,977     (3,773 )
Cash provided by operating activities   31,641     35,381  
 
Cash flows from investing activities:
Proceeds from sale of assets 535 381
Purchases of property and equipment (9,383 ) (11,160 )
Acquisitions of businesses   (20,840 )   (30,338 )
Cash used in investing activities   (29,688 )   (41,117 )
 
Cash flows from financing activities:
Debt borrowings (payments), net 8,172 (963 )
Proceeds from sale and leaseback transactions 1,669
Debt issuance costs (98 )
Excess tax benefits from share-based compensation 851 1,291
Employee withholding payments on share-based compensation (1,442 )
Proceeds received from exercise of stock options   962     1,536  
Cash provided by financing activities   8,445     3,533  
Increase (decrease) in cash and cash equivalents $ 10,398   $ (2,203 )

RESCARE, INC.

Unaudited Financial Highlights (continued)

(Dollars in thousands)

 
Three Months Ended June 30, Six Months Ended June 30,
  2008       2007     2008       2007  
Segment Data:
Revenues:
Community Services $ 273,728 $ 266,893 $ 542,600 $ 511,502
Job Corps Training Services 40,623 40,873 82,318 82,552
Employment Training Services 58,426 49,522 111,501 96,183
Other   12,601     5,735     24,358     11,281  
Consolidated $ 385,378   $ 363,023   $ 760,777   $ 701,518  
 
Operating Income:
Community Services (1) $ 4,941 $ 26,706 $ 34,524 $ 54,490
Job Corps Training Services 2,777 2,892 5,862 5,809
Employment Training Services 7,292 4,365 12,210 7,435
Other 1,565 1,360 2,400 1,477
Corporate general and administrative   (14,641 )   (14,263 )   (29,413 )   (27,369 )
Consolidated (1) $ 1,934   $ 21,060   $ 25,583   $ 41,842  
 
Operating Margin:
Community Services (1) 1.8 % 10.0 % 6.4 % 10.7 %
Job Corps Training Services 6.8 % 7.1 % 7.1 % 7.0 %
Employment Training Services 12.5 % 8.8 % 11.0 % 7.7 %
Other 12.4 % 23.7 % 9.9 % 13.1 %
Corporate general and administrative (3.8 %) (3.9 %) (3.9 %) (3.9 %)
Consolidated (1) 0.5 % 5.8 % 3.4 % 6.0 %
 

(1) 2008 includes pre-tax charge of $24.4 million, recorded as a result of the Company’s increasing its legal reserves due to adverse developments on four lawsuits.

CONTACT:
ResCare
David W. Miles, 502-394-2137
Chief Financial Officer
or
Derwin A. Wallace, 502-420-2567
Director of Investor Relations

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