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):  November 9, 2015

UNIVERSAL HOSPITAL SERVICES, INC.

(Exact name of registrant as specified in its charter)

Delaware	000-20086	41-0760940
(State or other jurisdiction of	(Commission	(IRS Employer
incorporation)	File Number)	Identification No.)

6625 West 78th Street, Suite 300

Minneapolis, Minnesota 55439-2604

(Address of principal executive offices)

(Zip Code)

952-893-3200

(Registrant’s telephone number, including area code)

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))

ITEM 2.02  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On November 9, 2015 Universal Hospital Services, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2015.  A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

ITEM 7.01  REGULATION FD DISCLOSURE

Attached as Exhibit 99.2 to this report, and incorporated herein by reference, is a copy of the slide presentation for the investor conference call with management scheduled for November 10, 2015, to discuss Universal Hospital Services, Inc.’s announced results for the quarter ended September 30, 2015.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(d)Exhibits

99.1Press release issued by Universal Hospital Services, Inc. on November 9, 2015

99.2Slides presented during Universal Hospital Services, Inc.’s earnings call scheduled for November 10, 2015 of its results for the quarter ended September 30, 2015

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, Universal Hospital Services, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 9, 2015	UNIVERSAL HOSPITAL SERVICES, INC.
	By	/S/ James B. Pekarek
	James B. Pekarek
	Executive Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
99.1	Press release issued by Universal Hospital Services, Inc. on November 9, 2015
99.2	Slides presented during Universal Hospital Services, Inc.’s earnings call scheduled for November 10, 2015 of its results for the quarter ended September 30, 2015

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EX-99.1

Exhibit 99.1

Corporate Office 6625 West 78th Street, Suite 300 Minneapolis, MN 55439 Phone: 952.893.3200 Fax: 952.893.0704 www.uhs.com

CONTACT:	James Pekarek;
	Executive Vice President and Chief Financial Officer
	Universal Hospital Services, Inc.
	(952) 607-3054

UNIVERSAL HOSPITAL SERVICES, INC. ANNOUNCES 2015 THIRD QUARTER RESULTS

Minneapolis, Minn.—(BUSINESS WIRE)— November 9, 2015 — Universal Hospital Services, Inc. (“UHS”), a leading provider of health care technology management and service solutions, today announced financial results for the quarter ended September  30, 2015.

Total revenues were $111.1 million for the third quarter of 2015, representing a $4.6 million or 4.4% increase from total revenues of $106.5 million for the same period of 2014.   Revenues for the first nine months of 2015 totaled $336.9 million, representing a $7.7 million or 2.3% increase from $329.2 million for same period of 2014.

Adjusted EBITDA was $28.6 million for the third quarter of 2015, representing a $0.6 million or 2.1% decrease from $29.2 million for the same period of 2014.  Adjusted EBITDA for the first nine months of 2015 was $92.6 million, a $2.2 million or 2.4% increase from the prior year same period.

Conference Call Dial-in Information

UHS will hold its quarterly conference call to discuss 2015 third quarter results on Tuesday, November 10, 2015 at 9:00 a.m. Eastern Time (8:00 a.m. Central Time).

To participate, call (855) 539-7565 and advise the operator you would like to participate in the UHS Third Quarter 2015 Earnings Conference Call.  A recording of this call will be available from 11:00 a.m. Eastern Time on November 10, 2015 through December 11, 2015 by calling (855) 859-2056; enter conference ID 10555852.

UHS will also use a slide presentation to facilitate the conference call discussion.  A copy of the presentation may be obtained via the company’s website at www.uhs.com in the “Who We Are” section.  From this section, select “Financials” then “Presentations.”

Adjusted EBITDA Reconciliation

Adjusted EBITDA is defined by UHS as Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) before management and board fees, stock option expense, reorganization costs, ASC 805 impact, loss on extinguishment of debt, transaction and related costs, and non-recurring, unusual or infrequent expenses, which may not be calculated consistently among other companies applying similar reporting measures.  EBITDA and Adjusted EBITDA are not intended to represent an alternative to operating income or cash flows from operating, financing or investing activities (as determined in accordance with generally accepted accounting principles (“GAAP”)) as a measure of performance, and are not representative of funds available for discretionary use due to UHS’ financing obligations.  EBITDA is included because it is a widely accepted financial indicator used by certain investors and financial analysts to assess and compare companies and is an integral part of UHS’ debt covenant calculations.  Adjusted EBITDA is included because UHS’ financial guidance and certain compensation plans are based upon this measure.  Management believes that Adjusted EBITDA provides an important perspective on the company’s ability to service its long-term obligations, the company’s ability to fund continuing growth, and the company’s ability to continue as a going concern.  A reconciliation of consolidated net income (loss) to EBITDA and Adjusted EBITDA is included below.

	3rd Quarter						September YTD						LTM
(In millions)	2015			2014			2015			2014			2015
Net loss attributable to UHS	$	(8.7	)	$	(10.3	)	$	(17.6	)	$	(52.8	)	$	(31.2	)
Interest expense	13.3			13.3			39.8			39.9			53.2
Provision (benefit) for income taxes	0.2			0.2			0.6			(13.2		)	0.6
Depreciation and amortization	22.7			24.3			68.8			75.8			93.1
EBITDA	27.5			27.5			91.6			49.7			115.7
Intangible asset impairment charge	—			—			—			34.9			—
Gain on Settlement	—			—			(5.7		)	—			(5.7		)
Management, board & strategic fees	0.3			1.4			4.8			3.2			7.2
Restructuring, acquisition and integration expenses	—			—			—			1.8			1.3
Stock option expense	0.8			0.3			1.9			0.8			3.4
Adjusted EBITDA	$	28.6		$	29.2		$	92.6		$	90.4		$	121.9

About Universal Hospital Services, Inc.

Universal Hospital Services, Inc. is a leading nationwide provider of health care technology management and service solutions to the health care industry. UHS owns or manages over 700,000 units of medical equipment for over 7,000 national, regional and local acute care hospitals and alternate site providers in all 50 states. For more than 75 years, UHS has delivered management and service solutions that help clients reduce costs, increase operating efficiencies, improve caregiver satisfaction and support optimal patient outcomes.

Universal Hospital Services, Inc.

6625 West 78th Street, Suite 300

Minneapolis, MN  55439

952-893-3200

www.uhs.com

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Universal Hospital Services, Inc., believes statements in this presentation looking forward in time involve risks and uncertainties. The following factors, among others, could adversely affect our business, operations and financial condition causing our actual results to differ materially from those expressed in any forward-looking statements: our history of net losses and substantial interest expense; our need for substantial cash to operate and expand our business as planned; our substantial outstanding debt and debt service obligations; restrictions imposed by the terms of our debt; a decrease in the number of patients our customers are serving; our ability to effect change in the manner in which health care providers traditionally procure medical equipment; the absence of long-term commitments with customers; our ability to renew contracts with group purchasing organizations and integrated delivery networks; changes in reimbursement rates and policies by third-party payors; the impact of health care reform initiatives; the impact of significant regulation of the health care industry and the need to comply with those regulations; the effect of prolonged negative changes in domestic and global economic conditions; difficulties or delays in our continued expansion into certain of our businesses/geographic markets and developments of new businesses/geographic markets; additional credit risks in increasing business with home care providers and nursing homes, impacts of equipment product recalls or obsolescence; increases in vendor costs that cannot be passed through to our customers; and other Risk Factors as detailed in our annual report on Form 10-K for the year ended December 31, 2014, as well as our other filings with the Securities and Exchange Commission.

EX-99.2

Exhibit 99.2

UHOS Q3 2015 Earnings Teleconference November 10, 2015

Forward Looking Statements Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: Universal Hospital Services, Inc. believes statements in this presentation looking forward in time involve risks and uncertainties based on management’s current views and assumptions. Actual events may differ materially. Please refer to the cautionary statement regarding forward-looking statements and risk factors that appear in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, and other filings with the SEC, which can be accessed at www.UHS.com under “Financials.” This presentation contains non-GAAP measures as defined by SEC rules. Reconciliations of these measures to the most directly comparable GAAP measures are contained in the appendix. 2

Third Quarter 2015 Update CEO remarks 3

Financial Review 4

* Refer to Appendix for ASC 805 depreciation and Asset Impairment charge on the Depreciation & Amortization Reconciliation Selected Financial Data 5 (In millions) LTM 2015 2014 % Chg 2015 2014 % Chg 2015 Consolidated Revenues 111.1 $ 106.5 $ 4.4% 336.9 $ 329.2 $ 2.3% 444.4 $ Cash Gross Margin 53.9 49.4 9.1% 164.6 157.7 4.4% 214.4 % of Revenue 48.5% 46.4% 48.9% 47.9% 48.2% Historical Depreciation (17.5) (19.3) (52.4) (58.6) (71.7) Gross Margin * 36.4 30.1 20.9% 112.2 99.1 13.2% 142.7 % of Revenue 32.8% 28.3% 33.3% 30.1% 32.1% Adjusted SG&A 25.2 20.1 25.4% 71.7 66.9 7.2% 92.0 % of Revenue 22.7% 18.9% 21.3% 20.3% 20.7% Non Controlling Interest 0.1 0.1 0.3 0.4 0.5 % of Revenue 0.1% 0.1% 0.1% 0.1% 0.1% Adjusted EBITDA 28.6 $ 29.2 $ -2.1% 92.6 $ 90.4 $ 2.4% 121.9 $ 3rd Quarter September YTD

SUPPLEMENTAL & PEAK NEEDS USAGE SOLUTIONS CUSTOMIZED EQUIPMENT AGREEMENTS SOLUTIONS 360 ON-SITE MANAGED SOLUTIONS SPECIALTY MEDICAL EQUIPMENT SALES, DISTRIBUTION AND DISPOSAL SOLUTIONS Trend Analysis Revenue growth driven by advances in 360 solutions and supplemental rental solutions offset by the transition of certain customers related to the loss of a national GPO contract. Gross margin rate increases in Q3 reflect lower depreciation and higher recovery on asset sales and volume efficiencies. Medical Equipment Solutions Excludes Asset Impairment charge of $0.6 for Q3 2015, $0.0 for Q3 2014, $2.3 for YTD 2015, $2.0 for YTD 2014 and $2.3 for LTM 2015. 6 (In millions) LTM 2015 2014 % Chg 2015 2014 % Chg 2015 Revenues 69.0 $ 67.9 $ 1.7% 214.2 $ 216.8 $ -1.2% 282.9 $ Cash Gross Margin 40.1 37.0 8.4% 125.4 122.8 2.1% 163.2 % of Revenue 58.1% 54.5% 58.5% 56.6% 57.7% . Historical Depreciation * (15.7) (17.7) (47.1) (53.8) (64.4) Gross Margin * 24.4 $ 19.3 $ 26.4% 78.3 $ 69.0 $ 13.5% 98.8 $ % of Revenue 35.4% 28.5% 36.6% 31.8% 34.9% September YTD 3rd Quarter

SUPPLEMENTAL MAINTENANCE AND REPAIR SOLUTIONS 360 ON-SITE MANAGED SOLUTIONS MANUFACTURING SERVICES SOLUTIONS Trend Analysis Revenue growth from higher level of managed solutions and manufacturer service solutions. Gross margin rate in Q3 slightly down to prior year. Clinical Engineering Solutions 7 (In millions) LTM 2015 2014 % Chg 2015 2014 % Chg 2015 Revenues 25.4 $ 23.7 $ 7.1% 74.6 $ 68.5 $ 8.9% 98.2 $ Cash Gross Margin 5.6 5.3 5.7% 16.0 14.8 8.1% 20.7 % of Revenue 22.0% 22.4% 21.4% 21.6% 21.1% Historical Depreciation (0.3) (0.2) (0.8) (0.7) (1.1) Gross Margin 5.3 $ 5.1 $ 3.9% 15.2 $ 14.1 $ 7.8% 19.6 $ % of Revenue 21.0% 21.3% 20.4% 20.5% 20.0% 3rd Quarter September YTD

* Refer to Appendix for ASC 805 depreciation on the Depreciation & Amortization Reconciliation Trend Analysis Revenue growth of 12.4% driven by organic growth in most modalities. Gross margin rate improvements were driven by higher leverage from volume growth and mix. Surgical Services ON-DEMAND AND SCHEDULED USAGE SOLUTIONS 360 ON-SITE MANAGED SOLUTIONS 8 (In millions) LTM 2015 2014 % Chg 2015 2014 % Chg 2015 Revenues 16.7 $ 14.9 $ 12.4% 48.2 $ 43.9 $ 9.7% 63.3 $ Cash Gross Margin * 8.2 7.1 15.5% 23.2 20.1 15.4% 30.5 % of Revenue 49.1% 47.7% 48.1% 45.8% 48.2% Historical Depreciation (1.5) (1.4) (4.5) (4.1) (6.2) Gross Margin * 6.7 $ 5.7 $ 17.5% 18.7 $ 16.0 $ 16.9% 24.3 $ % of Revenue 40.1% 38.3% 38.8% 36.4% 38.4% 3rd Quarter September YTD

Capital Structure / Liquidity 9 Liquidity Remains Strong (In millions) 9/30/2015 12/31/2014 Original Notes - 7.625% 425.0 425.0 Add-on Notes - 7.625% 220.0 220.0 Credit Facility 35.1 39.0 Consolidated Capital Leases 16.4 15.1 Subtotal Debt 696.5 699.1 Add: Accrued Interest 6.6 18.8 Total Debt and Interest 703.1 717.9 Memo Adjusted EBITDA* 121.9 $ 119.7 $ Leverage** 5.8 6.0 * LTM Adjusted EBITDA **Excludes unamortized bond premium of $9.9 and $11.1 for 2015 and 2014. Refer to Appendix for reconciliation of Adjusted EBITDA Capital Structure (In millions) 2015 Credit Facility 235.0 $ Borrowing Base 168.7 Borrowings/LOC 39.0 Available Liquidity 129.7 $ Memo Revolver maturity - July 2017 Original and Add-on Notes maturity - August 2020 Liquidity

2014 Actual Prior Guidance Current Guidance Adjusted EBITDA $119.7 $114 - $118 $118 - $121 Accrual CAPEX $55 $45 - $50 $45 - $50 Year-end Leverage 6.0x 6.0x – 6.3x 5.8x - 6.1x (In millions) Street Guidance for 2015 10

EBITDA Reconciliation: 2015 & 2014 Gross Margin/SG&A Reconciliations Depreciation and Amortization Reconciliation Appendix 11

Adjusted EBITDA Reconciliation. Adjusted EBITDA is defined by UHS as Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”), before management, board and strategic fees, stock option expense, reorganization costs, ASC 805 impact, loss on extinguishment of debt, transaction and related costs, and non-recurring, unusual or infrequent expenses. In addition to using Adjusted EBITDA internally as a measure of operational performance, we disclose Adjusted EBITDA externally to assist analysts, investors and lenders in their comparisons of operational performance, valuation and debt capacity across companies with differing capital, tax and legal structures. Management also understands that some industry analysts and investors consider Adjusted EBITDA as a supplementary non-GAAP financial measure useful in analyzing a company’s ability to service debt. Adjusted EBITDA, however, is not a measure of financial performance under Generally Accepted Accounting Principals (“GAAP”) and should not be considered as an alternative to, or more meaningful than, net income as a measure of operating performance or to cash flows from operating, investing or financing activities or as a measure of liquidity. Since Adjusted EBITDA is not a measure determined in accordance with GAAP and is thus susceptible to varying interpretations and calculations, Adjusted EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. Adjusted EBITDA does not represent an amount of funds that is available for management’s discretionary use. A reconciliation of consolidated net income (loss) to EBITDA and Adjusted EBITDA is included below. (Draft) (Draft) EBITDA Reconciliation 12 (In millions) LTM 2015 2014 2015 2014 2015 Net loss attributable to UHS (8.7) $ (10.3) $ (17.6) $ (52.8) $ (31.4) $ Interest expense 13.3 13.3 39.8 39.9 53.2 Provision (benefit) for income taxes 0.2 0.2 0.6 (13.2) 0.8 Depreciation and amortization 22.7 24.3 68.8 75.8 93.1 EBITDA 27.5 27.5 91.6 49.7 115.7 Intangible asset impairment charge - - - 34.9 - Gain on Settlement - - (5.7) - (5.7) Management, board & strategic fees 0.3 1.4 4.8 3.2 7.2 Restructuring, acquisition and integration expenses - - - 1.8 1.3 Stock option expense 0.8 0.3 1.9 0.8 3.4 Adjusted EBITDA 28.6 $ 29.2 $ 92.6 $ 90.4 $ 121.9 $ September YTD 3rd Quarter

Gross Margin/SG&A Reconciliations 13 (In millions) LTM 2015 2014 2015 2014 2015 Gross Margin ASC 805 Impact Depreciation - Surgical Services 0.3 $ 0.3 $ 0.7 $ 0.7 $ 0.9 $ Total Gross Margin ASC 805 Impact 0.3 0.3 0.7 0.7 0.9 SG&A per GAAP to Adjusted SG&A SG&A per GAAP 30.6 26.5 91.8 85.4 120.8 Management, Board, & Strategic Fees (0.3) (1.4) (4.8) (3.2) (7.2) Stock Option Expense (0.8) (0.3) (1.9) (0.8) (3.4) Historical Depreciation & Amortization (1.3) (1.6) (4.3) (4.8) (6.0) ASC 805 Depreciation & Amortization (3.0) (3.1) (9.1) (9.7) (12.2) Adjusted SG&A 25.2 $ 20.1 $ 71.7 $ 66.9 $ 92.0 $ 3rd Quarter September YTD

Depreciation & Amortization Reconciliations 14 (In millions) LTM 2015 2014 2015 2014 2015 Historical Medical Equipment Solutions Depreciation 15.7 $ 17.7 $ 47.1 $ 53.8 $ 64.4 $ Asset Impairment Charge 0.6 - 2.3 2.0 2.3 Total Medical Equipment Solutions Depreciation 16.3 17.7 49.4 55.8 66.7 Historical Clinical Engineering Solutions Depreciation 0.3 0.2 0.8 0.7 1.1 Total Clinical Engineering Solutions Depreciation 0.3 0.2 0.8 0.7 1.1 Historical Surgical Services Depreciation 1.5 1.4 4.5 4.1 6.2 ASC 805 Surgical Services Depreciation 0.3 0.3 0.7 0.7 0.9 Total Surgical Services Depreciation 1.8 1.7 5.2 4.8 7.1 Historical Gross Margin Depreciation 17.5 19.3 52.4 58.6 71.7 Gross Margin ASC 805 Depreciation 0.3 0.3 0.7 0.7 0.9 Asset Impairment Charge 0.6 - 2.3 2.0 2.3 Total Gross Margin Depreciation 18.4 19.6 55.4 61.3 74.9 Historical Selling, General, and Admin Depreciation 1.3 1.6 4.3 4.8 6.0 Total Selling, General, and Admin Depreciation 1.3 1.6 4.3 4.8 6.0 ASC 805 Selling, General, and Admin Amortization 3.0 3.1 9.1 9.7 12.2 Intangible Asset Impairment Charge - - - 34.9 - Total ASC 805 Selling, General, and Admin Amortization 3.0 3.1 9.1 44.6 12.2 Total Depreciation and Amortization 22.7 $ 24.3 $ 68.8 $ 110.7 $ 93.1 $ September YTD 3rd Quarter