-----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, DE5TKVn+RpvtqMiXjCFSmgiVe6d6YfAYdXe2uD4CSlhl7k+yVjVwxG/UHjkHeFSR Kdxgl+C+Rcq29fdaVJnmQg== 0000950137-07-001706.txt : 20070208 0000950137-07-001706.hdr.sgml : 20070208 20070208090044 ACCESSION NUMBER: 0000950137-07-001706 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070208 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070208 DATE AS OF CHANGE: 20070208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORVEL CORP CENTRAL INDEX KEY: 0000874866 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 330282651 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19291 FILM NUMBER: 07590268 BUSINESS ADDRESS: STREET 1: 2010 MAIN STREE STREET 2: SUITE 1020 CITY: IRVINE STATE: CA ZIP: 92614 BUSINESS PHONE: 9498511473 MAIL ADDRESS: STREET 1: 2010 MAIN STREET STREET 2: SUITE 1020 CITY: IRVINE STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: FORTIS CORP DATE OF NAME CHANGE: 19600201 8-K 1 a27179e8vk.htm FORM 8-K CorVel Corporation
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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): February 8, 2007
CorVel Corporation
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware
(State or Other Jurisdiction
of Incorporation)
  000-19291
(Commission File Number)
  33-0282651
(IRS Employer
Identification No.)
         
2010 Main Street, Suite 600, Irvine, California
(Address of Principal Executive Offices)
  92614
(Zip Code)
Registrant’s telephone number, including area code: (949) 851-1473
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:
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))
 
 

 


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Item 2.02 Results of Operations and Financial Condition.
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
SIGNATURE
Index to Exhibits
EXHIBIT 99.1


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Item 2.02 Results of Operations and Financial Condition.
     On February 8, 2007, CorVel Corporation issued a press release announcing its financial results for the three and nine months ended December 31, 2006. A copy of the press release is furnished herewith as Exhibit No. 99.1.
     The information contained in this report and in the exhibit attached to this report is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
     (c) Exhibits
     
Exhibit No.   Description of Exhibit
99.1
  Press Release, dated February 8, 2007 announcing CorVel Corporation’s financial results for the three and nine months ended December 31, 2006 (furnished herewith but not filed pursuant to Item 12).

2


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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.
         
  CORVEL CORPORATION,
a Delaware corporation
(Registrant)
 
 
Date: February 8, 2007  By:   /s/ V. Gordon Clemons    
    Name:   V. Gordon Clemons   
    Title:   Chairman of the Board,
Chief Executive Officer 
 

3


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Index to Exhibits
     
Exhibit No.   Description of Exhibit
99.1
  Press Release, dated February 8, 2007 announcing CorVel Corporation’s preliminary financial results for the three and nine months ended December 31, 2006 (furnished herewith but not filed pursuant to Item 12).

EX-99.1 2 a27179exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
 

Exhibit 99.1
NEWS RELEASE
     
Date: February 8, 2007
  CorVel Corporation
2010 Main Street
Suite 600
Irvine, CA 92614
 
   
FOR IMMEDIATE RELEASE
  Contact: Heather Burnham
Phone: 949-851-1473
http://www.corvel.com
CorVel Announces Revenues and Earnings
IRVINE, California, February 8, 2007 — CorVel Corporation (NASDAQ: CRVL) reported earnings per share of $0.27 for the quarter ended December 31, 2006, up 125% from the $0.12 earnings per share reported for December quarter of 2005. Earnings in the quarter increased 170% from the $0.10 non-GAAP earnings per share for the December quarter of 2005 adjusted to include stock compensation expenses. December quarter revenues were $67 million, up from $63 million in the December quarter of 2005. Revenues and earnings for the quarter reflected the Company’s improving results in its Network Solutions product line.
Ongoing improvements to CorVel’s line of document management and medical review systems, as well as expansions to the Company’s PPO’s, are improving Network Solutions results. Reduced operating expenses and improving productivity also contributed to improving results.
Regulatory compliance and systems expenses added to corporate overhead; however, branch operations continued to improve productivity. Although industry claims volumes remained depressed, the Company continued to make progress adjusting to the lower demand levels. Regulatory changes in workers compensation are continuing in several states. The Company is a leader in the facilitation of employer compliance with such regional workers’ compensation legislation.
During the quarter the Company declared a three-for-two stock split of the Company’s Common Shares, effected in the form of a 50% stock dividend. The stock dividend was distributed on December 8, 2006 to stockholders of record on November 20, 2006.
About CorVel
CorVel Corporation (http://www.corvel.com/) is a national provider of leading-edge services and solutions in the field of managed healthcare. CorVel specializes in applying information technology and e-commerce applications to improve healthcare management in the workers’ compensation, group health, auto and disability management insurance markets. The Company provides networks of preferred providers, case management, utilization management, independent medical evaluations and medical bill review to

 


 

more than 1,500 clients nationwide. Leveraging its commitment to flexibility and personal service, CorVel delivers custom solutions for employers, insurers, third party administrators and government entities.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
All statements included in this report, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on the Company’s current expectations, estimates and projections about the Company, management’s beliefs, and certain assumptions made by the Company, and events beyond the Company’s control, all of which are subject to change. Such forward-looking statements include, but are not limited to, statements relating to the Company’s financial statements. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause the Company’s actual results to differ materially and adversely from those expressed in any forward-looking statement.
The risks and uncertainties referred to above include, but are not limited to, factors described in this report and the Company’s filings with the Securities and Exchange Commission, including “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended March 31, 2006. The forward-looking statements in this report speak only as of the date they are made. The Company undertakes no obligation to revise or update publicly any forward-looking statement for any reason.

 


 

CorVel Corporation
Income Statement — Unaudited
Three months ended December 31, 2005 and 2006
(All share and per share amounts have been retroactively adjusted to reflect the three-for-two stock split which occurred during the December 2006 quarter)
                 
    Three months ended December 31,  
    2005     2006  
Revenues
  $ 63,073,000     $ 66,580,000  
Cost of revenues
    53,025,000       51,048,000  
 
           
Gross profit
    10,048,000       15,532,000  
General and administrative expenses
    7,341,000       9,263,000  
 
           
Income before income taxes
    2,707,000       6,269,000  
Income tax provision
    1,042,000       2,444,000  
 
           
Net Income
  $ 1,665,000     $ 3,825,000  
 
           
 
               
Net income per share
               
Basic
  $ 0.12     $ 0.27  
 
           
Diluted
  $ 0.12     $ 0.27  
 
           
 
               
Weighted average shares outstanding
               
Basic
    14,297,000       14,026,000  
Diluted
    14,330,000       14,368,000  
CorVel Corporation
Income Statement — Unaudited
Nine months ended December 31, 2005 and 2006
                 
    Nine months ended December 31,  
    2005     2006  
Revenues
  $ 200,083,000     $ 203,671,000  
Cost of revenues
    167,158,000       155,416,000  
 
           
Gross profit
    32,925,000       48,255,000  
General and administrative expenses
    22,055,000       26,472,000  
 
           
Income before income taxes
    10,870,000       21,783,000  
Income tax provision
    4,184,000       8,495,000  
 
           
Net Income
  $ 6,686,000     $ 13,288,000  
 
           
 
               
Net income per share
               
Basic
  $ 0.46     $ 0.94  
 
           
Diluted
  $ 0.45     $ 0.93  
 
           
 
               
Weighted average shares outstanding
               
Basic
    14,675,000       14,091,000  
Diluted
    14,742,000       14,255,000  

 


 

CorVel Balance Sheet
Summary Balance Sheet Information
As of March 31, 2006 (audited) and December 31, 2006 (unaudited)
                 
    March 31, 2006     Dec. 31, 2006  
Assets
               
Cash and cash equivalents
  $ 14,206,000     $ 24,003,000  
Accounts receivable, net
    39,521,000       38,569,000  
Prepaid taxes and expenses
    2,221,000       2,875,000  
Deferred income taxes
    4,521,000       5,200,000  
Property and equipment, net
    26,459,000       24,100,000  
Goodwill and other assets
    13,170,000       13,069,000  
 
           
TOTAL ASSETS
  $ 100,098,000     $ 107,816,000  
 
           
 
               
Liabilities and Stockholders’ Equity
               
Accounts payable
  $ 13,712,000     $ 13,357,000  
Accrued liabilities
    12,160,000       12,937,000  
Deferred income taxes
    6,190,000       5,400,000  
Common stock and paid-in-capital
    61,086,000       72,515,000  
Treasury stock
    (132,205,000 )     (148,836,000 )
Retained earnings
    139,155,000       152,443,000  
 
           
TOTAL LIABILITIES AND EQUITY
  $ 100,098,000     $ 107,816,000  
 
           

 

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