-----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, J5QtMmccWKYZnxvjjafgaPC5jrqbP5QL5mfG1q+aJjAxZkycOl58D+H3dB/tkoWU DhZUzael7YdKwXpGu9GuBA== 0001011438-98-000299.txt : 19980729 0001011438-98-000299.hdr.sgml : 19980729 ACCESSION NUMBER: 0001011438-98-000299 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980723 ITEM INFORMATION: FILED AS OF DATE: 19980728 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: VETERINARY CENTERS OF AMERICA INC CENTRAL INDEX KEY: 0000817366 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE SERVICES [0700] IRS NUMBER: 954097995 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-19935 FILM NUMBER: 98672480 BUSINESS ADDRESS: STREET 1: 3420 OCEAN PARK BLVD STE 1000 CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 3103929599 MAIL ADDRESS: STREET 1: 3420 OCEAN PARK BLVD STE 1000 CITY: SANTA MC STATE: CA ZIP: 90405 8-K 1 PRESS RELEASE DATED JULY 23, 1998 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): July 23, 1998 VETERINARY CENTERS OF AMERICA, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-10787 95-4097995 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 3420 Ocean Park Boulevard, Suite 1000 Santa Monica, California 90405 (Address of Principal Executive Offices) (310) 392-9599 (Registrant's Telephone Number) ITEM 5. OTHER EVENTS ------------ Reference is made to the press release of Registrant, issued on July 23, 1998, which contains information meeting the requirements of this Item 5, and which is incorporated herein by this reference. A copy of this press release is attached to this Form 8-K as Exhibit 99.1. 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. July 27, 1998 VETERINARY CENTERS OF AMERICA, INC. By: /S/TOMAS FULLER ------------------------- Tomas W. Fuller Chief Financial Officer, Vice President and Assistant Secretary EXHIBIT INDEX EXHIBITS PAGE NUMBER - -------- ----------- 99.1 Press Release dated July 23, 1998. EX-99.1 2 PRESS RELEASE VETERINARY CENTERS OF AMERICA, INC. REPORTS SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS COMPANY REPORTS 33% INCREASE IN EPS ON RECORD EARNINGS AND REVENUES SANTA MONICA, CA, JULY 23, 1998 -- VETERINARY CENTERS OF AMERICA, INC. (NASDAQ NM SYMBOL: VCAI) today reported financial results for the second quarter and the six months ended June 30, 1998. Earnings per share for the second quarter ended June 30, 1998 increased 33% to $0.28 per share (diluted) from $0.21 per share (diluted) in the second quarter of 1997. Revenues in the second quarter of 1998 increased 20% to a record $76,072,000 from $63,193,000 in the second quarter last year. Net income for the quarter increased 40% to $6,081,000 compared to $4,351,000 in the second quarter of 1997. For the six months ended June 30, 1998, earnings per share increased 39% to $0.39 per share (diluted) from $0.28 per share (diluted) in the corresponding period in 1997. For the six months ended June 30, 1998, revenues increased 17% to a record $139,384,000 from $119,216,000 in the six months ended June 30, 1997. Net income in 1998 increased 46% to $8,388,000 compared to $5,761,000 in the corresponding period in 1997. Bob Antin, Chairman and CEO, stated, "We are pleased with our second quarter operating results. Our record earnings for the second quarter reflect the success of implementing our strategy to leverage our growing revenue base. On a 20% revenue increase, our operating income in the second quarter increased 34% to $13,421,000 and our net income increased 40% to $6,081,000." Bob Antin further stated, "The acquisition of Lab Corp during the second quarter further strengthens our position as the #1 provider of laboratory diagnostic services in the United States. While the integration continues, we expect to be fully integrated by the end of the year. "VCA continues to maintain its leadership role as the largest provider of pet care in the United States." VETERINARY CENTERS OF AMERICA, INC. owns and operates the largest network of free-standing veterinary hospitals and the largest network of veterinary-exclusive clinical laboratories in the country. In addition, VCA owns a partnership interest in Vet's Choice, a joint venture with Heinz Pet Products, an affiliate of H.J. Heinz Company (NYSE Symbol: HNZ), which markets and distributes a complete line of specialty pet foods, as well as an interest in Veterinary Pet Insurance, Inc., the nation's largest pet health insurance company. With the exception of the historical information, the matters discussed above include forward-looking statements that involve risks and uncertainties. Actual results may vary substantially as a result of a variety of factors. Among the important factors that could cause actual results to differ are the level of direct costs and the ability of the Company to maintain gross revenues at a level necessary to maintain gross profit margins, the level of selling, general and administrative costs, the effects of competition, the continued success of the Company's integration process, the effects of the Company's recent acquisitions and its ability to effectively manage its growth, the continued implementation of its management information systems, pending litigation and governmental investigations, and the results of the Company's acquisition program. These and other risk factors are discussed in the Company's recent filings with the Securities and Exchange Commission on Forms 8-K, 10-Q and 10-K and the reader is directed to these reports for a further discussion of important factors which could cause actual results to differ materially from those in the forward-looking statements. VETERINARY CENTERS OF AMERICA, INC. CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED - IN THOUSANDS) Three Months Six Months Ended June 30, Ended June 30, 1998 1997 1998 1997 -------- -------- -------- -------- Revenues: Animal Hospital $53,518 $45,929 $99,102 $85,868 Laboratory 24,142 18,482 43,244 34,728 Pet Food -- -- -- 1,064 Eliminations (1,588) (1,218) (2,962) (2,444) -------- -------- -------- -------- 76,072 63,193 139,384 119,216 -------- -------- -------- -------- Direct Costs 55,051 45,783 103,558 89,303 Gross Profit: Animal Hospital 12,833 10,437 21,549 16,811 Laboratory 8,188 6,973 14,277 12,534 Pet Food -- -- -- 568 -------- -------- -------- -------- 21,021 17,410 35,826 29,913 -------- -------- -------- -------- General & Administrative: Corporate 3,124 3,692 6,746 7,181 Laboratory 1,353 953 2,619 1,913 Pet Food -- -- -- 400 -------- -------- -------- -------- 4,477 4,645 9,365 9,494 -------- -------- -------- -------- Depreciation & Amortization 3,123 2,732 6,259 5,460 -------- -------- -------- -------- Operating Income 13,421 10,033 20,202 14,959 Interest Expense, Net 2,329 2,081 4,613 3,879 -------- -------- -------- -------- Income Before Minority Interest and Income Taxes 11,092 7,952 15,589 11,080 Minority Interest Expense 223 120 378 291 Provision for Income Taxes 4,788 3,481 6,823 5,028 -------- -------- -------- -------- Net Income $ 6,081 $ 4,351 $ 8,388 $ 5,761 ======== ======== ======== ======== Basic Earnings Per Share $ 0.30 $ 0.22 $ 0.42 $ 0.30 ======== ======== ======== ======== Diluted Earnings Per Share $ 0.28 $ 0.21 $ 0.39 $ 0.28 ======== ======== ======== ======== Shares Used for Computing Basic EPS 20,214 19,502 20,210 19,473 ======== ======== ======== ======== Shares Used for Computing Diluted EPS 21,886 20,884 21,701 20,804 ======== ======== ======== ======== -----END PRIVACY-ENHANCED MESSAGE-----