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): March 11, 2009

Commission File Number: 0-24260

Amedisys, Inc.

(Exact Name of Registrant as specified in Charter)

Delaware	11-3131700
(State or Other Jurisdiction of  Incorporation or Organization)	(I.R.S. Employer  Identification No.)

5959 S. Sherwood Forest Blvd., Baton Rouge, LA 70816

(Address of principal executive offices including zip code)

(225) 292-2031 or (800) 467-2662

(Registrant’s telephone number, including area code)

(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:

¨ 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))

Information to be included in the report

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Section 7 — Regulation FD

Item 7.01.     Regulation FD Disclosure

On March 11, 2009, representatives of Amedisys, Inc. (the “Company”) began making presentations at investor conferences using slides containing the information attached to this Current Report on Form 8-K as Exhibit 99.1. The Company expects to use these slides, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others during 2009.

By filing this report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.

The investor presentation slides include financial information not prepared in accordance with generally accepted accounting principles (“Non-GAAP Financial Measures”).

A reconciliation of the Non-GAAP Financial Measures included in the slides to financial information prepared in accordance with generally accepted accounting principles (“GAAP”), as required by Regulation G, appears as Exhibit 99.2 to this Current Report on Form 8-K

The Company is providing disclosure of the reconciliation of reported Non-GAAP Financial Measures used in the investor presentation slides, among other places, to its comparable financial measures on a GAAP basis. The Company believes that the Non-GAAP Financial Measures provide investors the ability to evaluate financial performance in a way that is comparable to measures reported by other home nursing companies.

The information contained in the slides is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that it may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

In accordance with General Instruction B.2 of this Current Report on Form 8-K, the information presented herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Exchange Act of 1933, as amended, except as previously set forth by specific reference in such a filing.

Use of our Website to Distribute Material Company Information

Our company website address is www.amedisys.com. We use our website as a channel of distribution for important company information. Important information, including press releases, analyst presentations and financial information regarding the Company is routinely posted on and accessible on the “Investor Relations” subpage of our website, which is accessible by clicking on the tab labeled “Investors” on our website home page. We will also use our website to expedite public access to time-critical information regarding the Company in advance of or in lieu of distributing a press release or a filing with the SEC disclosing the same information. In addition, we make available on the Investor Relations subpage of our website (under the link “SEC filings”) free of charge our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, ownership reports on Forms 3, 4 and 5 and any amendments to those reports as soon as practicable after we electronically file such reports with the SEC. Further, copies of our Certificate of Incorporation and Bylaws, our Code of Ethical Business Conduct and the charters for the Audit, Compensation and Nominating and Governance Committees of our Board are also available on the Investor Relations subpage of our website (under the link “Corporate Governance”).

Certain Forward-Looking Statements

When included in this Current Report on Form 8-K, words like “believes,” “belief,” “expects,” “plans,” “anticipates,” “intends,” “projects,” “estimates,” “may,” “might,” “would” and similar expressions are intended to identify forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve a variety of risks and uncertainties that could cause actual results to differ materially from those projected therein. These risks and uncertainties include, but are not limited to: general economic and business conditions, changes in or failure to comply with existing regulations or the inability to comply with new government regulations on a timely basis, changes in Medicare and other medical reimbursement levels, our ability to complete acquisitions announced from time to time, and any financing related thereto, our ability to meet debt service requirements, our ability to comply with covenants in debt agreements, adverse changes in federal and state laws relating to the health care industry, demographic changes, availability and terms of capital, our ability to attract and retain qualified personnel, ongoing development and success of new start-ups, our ability to successfully integrate newly acquired agencies, our ability to effectively integrate, manage, keep secure and expand our information systems, changes in estimates and judgments associated with critical accounting policies, business disruption due to natural disasters or acts of terrorism, and various other matters, many of which are beyond our control.

Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on any forward-looking statement as a prediction of future events. We expressly disclaim any obligation or undertaking and we do not intend to release publicly any updates or changes in our expectations concerning the forward-looking statements included in this Current Report on Form 8-K or any changes in events, conditions or circumstances upon which any forward-looking statement may be based.

Section 9 — Financial Statements and Exhibits

Item 9.01.     Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

Not applicable

(b) Pro Forma Financial Information.

Not applicable

(c) Shell Company Transactions.

Not applicable

(d) Exhibits.

99.1	Investor Relations Slide Show in use beginning March 11, 2009
99.2	Reconciliations of Non-GAAP Financial Measures to GAAP Financial Measures

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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.

	Amedisys, Inc.
Date: March 11, 2009	By:	/s/ Dale E. Redman
		Dale E. Redman Chief Financial Officer

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Exhibit Index

Exhibit No.	Description
EX-99.1	Investor Relations Slide Show in use beginning March 11, 2009
EX-99.2	Reconciliations of Non-GAAP Financial Measures to GAAP Financial Measures

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EX-99.1

1

March 2009

www.amedisys.com

NASDAQ: AMED

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Forward-Looking Statements

This presentation may include forward-looking statements as defined by the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements are based upon current expectations and assumptions about
our business that are subject to a variety of risks and uncertainties that
could cause actual results to differ materially from those described in this
presentation. You should not rely on forward-looking statements a
prediction of future events. Additional information regarding factors that
could cause actual results to differ materially from those discussed in any
forward-looking statements are described in reports and registration
statements we file with the SEC, including our Annual Report on Form
10-K and subsequent Quarterly Reports on Form 10-Q and Current Reports
on Form 8-K, copies of which are available on the Amedisys internet
website http://www.amedisys.com or by contacting the Amedisys Investor
Relations department at (800) 467-2662. We disclaim any obligation to
update any forward-looking statements or any changes in events, conditions
or circumstances upon which any forward-looking statement may be based.

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Important Website Information

We encourage everyone to visit the Investors Section of our
website at www.amedisys.com, where we have posted additional
important information such as press releases, profiles concerning
our business and clinical operations and control processes, and
SEC filings. We intend to use our website to expedite public access
to time-critical information regarding the Company in advance of or
in lieu of distributing a press release or a filing with the SEC
disclosing the same information.

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Investment Highlights

Focus on home nursing and related services to Medicare
population

Large, growing and highly fragmented industry

Strong internal growth and cash flow with low recurring
routine cap ex

Proven operating model supported by sophisticated
technology system

Demonstrated ability to identify and integrate
acquisitions

Liquidity availability to fund external growth

Extensive delivery platform ideally positioned for
Medicare care management initiatives

Experienced management team

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William F. Borne
Chairman and Chief Executive OfficerCEO since founding the Company in 1982

Larry R. Graham
President and Chief Operating Officer, Director
Joined Amedisys in 1996; COO since 1999;
President since 2004

Dale E. Redman, CPA
Chief Financial Officer
Joined Amedisys in February 2007

Alice Ann Schwartz
Chief Information Officer
Joined Amedisys in 1998, CIO since 2004,
SVP Clinical Operations since 2003

Jeffrey Jeter
Chief Compliance Officer
Joined Amedisys in 2001

Management Team

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Corporate Overview1

Founded in 1982, publicly
listed 1994

528 locations in 37 states

Leading provider of home
health services

‒Services include skilled
nursing and therapy

94% of Home Health revenue
is episodic based (both
Medicare & non-Medicare)

1For the year ended December 31, 2008

2Forecasted 2009 annual results as of 1/06/09, reaffirmed on 2/17/09 earnings call

Revenue Mix

Stats

› 14,800 employees

› Daily visits = 19,200

› 7,004,200 visits in 2008

› 2009 revenue guidance = $1.475 billion2

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Patient Overview

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•85% receive care/
discharged within 2
episodes

•10% received care within
4 episodes

•5% - - Chronic Subset

Patient Length of Stay

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Our Locations

National home nursing provider located in 37 states, the District of Columbia and
Puerto Rico.Largest provider in the Southern and Southeastern United States.

‒480 home nursing
locations

‒48 hospice locations

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Our Strategy

Focus on Medicare-eligible patients

Emphasize internal growth

Select, acquire and integrate quality home care agencies

Focus on leveraging our cost-efficient operating structure

Develop and deploy specialized programs for chronic
diseases and conditions

Expand care coordination platform

Start-up activities

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Medicare Revenue Market Size

2006: Medicare spending
for home health reached
$14 billion and hospice
was $9.2 billion, giving a
combined total of $23.2
billion

2017: Home health will
contribute $36 billion and
hospice $20 billion of the
projected $56 billion

Source: CBO's March 2008 Baseline: MEDICARE

MEDICARE Home Health and Hospice Revenue

$ in billions

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Home Nursing Market

Source: CMS Oscar data books and Medpac reports

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Industry Growth Drivers

Trend from inpatient to home-based care:

‒Patient preference

‒Payor incentives

‒Technology advancements

Demographics - - aging population

‒8,000 Americans will become Medicare eligible each
day beginning in 2011 and by 2030, 57.8 million
baby boomers will be eligible for Medicare benefits1

Increased prevalence of chronic and co-morbid
conditions

1Source: United States Census Bureau

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Internal Growth

Internal revenue growth of 30% for Q4 2008 and 28% for the
full year of 2008

Internal growth driven by:

‒Overall industry growth

‒Increase in episodic-based admissions

•Focus on start-ups

‒Increase in episodic-based recertification's

•Higher acuity levels and co-morbidities, requiring
more intensive services

‒Increase in episodic-based revenue per episode

•Development of therapy intensive specialty
programs

•Focus of the new Medicare payment system

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Start-Up Strategy

Home health start-ups
typically generate $1.5 - $2.0
million in run-rate revenue
by the end of their second
year of operations

~ 18 months to recoup the
$250,000 - - $350,000
investment

40 home health and 5
hospice start-ups projected
in 2009

* Reported numbers are for home health start-ups

Yearly Start-Ups

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Acquisition Strategy

92

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49

145

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High Quality Health Care

Source: OCS Corporate Comparative Report

Period: 1/1/08 - 9/30/08

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Higher Acuity Level Patients

Source: OCS BBI Reporter Corporate Comparative Report
Date Range:2005-2007

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High Quality Outcomes

Outcomes - - June 2008

Amedisys vs. Nation

1 Lower % is better

Source: www.medicare.gov

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High Quality Health Care

Care Management

‒13 disease management programs

‒70 clinical tracks

Specialty Division

‒Balanced For Life first program in
division

‒Serves higher acuity patients

‒Rolled out to 178 locations through 2008

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Investments in Technology

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Comprehensive Compliance Program

Local Level

•Point of care system
enhances clinical
documentation accuracy
with real-time assessment
input

•Clinical nurse review of
assessments

•Physician review/approval

•Standardized care plans

•Weekly case conferences

•Monthly audits

•End of episode case review

Regional Level

Corporate Level

•Unannounced
compliance & billing
audits

•Regional directors
monitor compliance
status and resolve errors

•Real-time monitoring
capability of local level
activity via Point of Care
system

•Compliance training for all
employees

•Compliance concerns hotline

•Compliance review of metric
variances

•Compliance manager site
visits

•Semi-annual
clinical/compliance reviews

•Annual Sarbanes-Oxley audit

•Annual billing competency
testing

http://www.amedisys.com/pdf/Compliance3/Compliance_Controls.pdf

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Medicare Reimbursement

Implemented in October 2000

‒Base payment for 60-day episode of care

‒Adjusted for patient acuity and market factors

2008 CMS issued reimbursement changes

‒Better alignment of reimbursement with patient needs

‒Expands HHRG’s from 80 to 153

‒More integrated reimbursement for therapy

‒Allocation of more dollars to later episodes

‒Benefits agencies with a greater mix of higher-acuity patients

2009 Changes

‒Market basket increase of approximately 3%

‒Increase offset by 2.75% case mix creep adjustment

‒No rural add-on payment

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Strong revenue growth

EPS growth of greater than 20% for six consecutive years

Stable margins

Low leverage

High cash flow

Financial Highlights

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Financial Highlights

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Summary Financial Results

($ in millions, except per share data)	2006	2007	2008
Net revenue	$541.1	$697.9	$1,187.4
Period-over-period growth	41.8%	29.0%	70.1%
Gross margin	288.9	368.9	624.8
Margin	53.4%	52.9%	52.6%
CFFO	43.1	93.1	150.7
Adjusted EBITDA1	75.7	109.8	181.4
Margin	14.0%	15.7%	15.3%
Adjusted fully-diluted EPS2	$1.72	$2.32	$3.31

1 Adjusted EBITDA is defined as net income before provision for income taxes, net interest expense, and depreciation and amortization plus certain TLC integration costs and less the
Alliance gain. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating activities, or other
traditional indicators of operating performance. This calculation of Adjusted EBITDA may not be comparable to a similarly titled measure reported by other companies, since not all
companies calculate this non-GAAP financial measure in the same manner.

2Adjusted diluted earnings per share is defined as diluted earnings per share plus the earnings per share effect of certain TLC acquisition costs and less the earnings per share effect of
the Alliance gain. Adjusted diluted earnings per share should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating
activities, or other traditional indicators of operating performance. This calculation of Adjusted diluted earnings per share may not be comparable to a similarly titled measure reported by
other companies, since not all companies calculate this non-GAAP financial measure in the same manner.

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	2006	2007	2008
Agencies at period end	275	354	528
Period-over-period growth	24.4%	28.7%	49.2%
Total visits	3,437,881	4,302,830	7,004,200
Period-over-period growth	45.4%	25.2%	62.8%
Episodic-based admissions	108,140	129,649	199,371
Period-over-period growth	32.7%	19.9%	53.8%
Episodic-based completed episodes	172,930	219,855	353,076
Period-over-period growth	42.9%	27.1%	60.6%
Episodic-based revenue per episode	$2,634	$2,660	$2,854
Period-over-period growth	2.6%	1.0%	7.3%

Summary Performance Results

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	Dec. 31, 2007	Mar. 31, 2008	Dec. 31, 2008
Assets
Cash	$56.2	$25.2	$2.8
Accounts Receivable, Net	96.3	144.1	175.7
Property and Equipment	68.3	75.4	79.3
Goodwill	332.5	734.2	733.9
Other	33.8	58.8	78.5
Total Assets	$587.1	$ 1,037.7	$ 1,070.2
Liabilities and Stockholders’ Equity
Debt	$24.0	$417.4	$328.6
All Other Liabilities	116.1	151.9	180.3
Stockholders’ Equity	447.0	468.4	561.3
Total Liabilities and Stockholders’ Equity	$587.1	$ 1,037.7	$ 1,070.2
Leverage Ratio	0.2x	2.4x	1.6x

Summary Balance Sheet

($ in millions)

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Days Revenue Outstanding
(DSO)

(1)For the three-month period ended March 31, 2008, our calculation of days revenue excludes the patient accounts receivable assumed in the TLC Health Care Services, Inc. (“TLC”) and Family Home
Health Care, Inc. and Comprehensive Home Healthcare Services, Inc. (“HMA”) acquisitions at March 31, 2008 by our average daily net patient revenue, excluding the results of TLC and HMA for the three-
month period ended March 31, 2008.

(2)Our calculation of days revenue outstanding (gross) is derived by dividing our period ending gross patient accounts receivable (defined as the summation of our Medicare patient accounts receivable, net of
estimated revenue adjustments and our other outstanding patients accounts receivable, before considering the allowance for doubtful accounts) at December 31, 2008, 2007 and 2006 by our average daily
net patient revenue for the three-month periods ended December 31, 2008, 2007 and 2006, respectively.

(3) ) Our calculation of days revenue outstanding (net) is derived by dividing our ending net patient accounts receivable (i.e. net of estimated revenue adjustments and allowance for doubtful accounts) at
December 31, 2008, 2007 and 2006 by our average daily net patient revenue for the three-month periods ended December 31, 2008, 2007 and 2006, respectively.

(1)

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Accounts Receivable

($ in thousands)	December 31, 2007	December 31, 2008
Medicare	$78,502	$136,869
Estimated revenue adjustments	(3,622)	(7,220)
Medicare patient accounts receivable, net	74,880	129,649
Non-Medicare	34,397	73,101
Allowance for doubtful accounts	(12,968)	(27,052)
Non-Medicare patient accounts receivable, net	21,429	46,049
Patient accounts receivable, net	$96,309	$175,698
Note:
On average we collect over 99% of our Medicare revenue
On average we collect approximately 87% of our non-Medicare revenue
Combined we collect approximately 97.5% of all revenue
($ in millions)	December 31, 2007	December 31, 2008
Medicare ERA + non Medicare ADA	$17.1	$30.4
% of Revenue	2.5%	2.6%

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Liquidity

Available line of credit (LOC): 12/31/08=$160m

2009 Estimated CFFO - - Cap Ex - Required Debt Pay=$140m

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Summary

Strong revenue growth

EPS growth of greater than 20% for six consecutive
years

Stable margins

Low leverage

High cash flow

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Guidance1

1Guidance excludes the effects of future acquisitions, if they are made.

2Provided as of the date of our Form 8-K filed with the Securities and Exchange Commission on January 6, 2009 and reaffirmed on February 17, 2009
earnings call.

Calendar Year 20092

Net revenue:$1.425 - $1.475 billion

EPS:$4.10 - $4.30

Diluted shares:27.5million

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Contact Information

Kevin B. LeBlanc

Director of Investor Relations

Amedisys, Inc.

5959 S. Sherwood Forest Boulevard

Baton Rouge, LA 70816

Office - - 225.292.2031

Fax - 225.295.9653

kleblanc@amedisys.com

We encourage everyone to visit the Investors section on our website at www.amedisys.com, where we
have posted additional important information such as press releases, profiles concerning our business and
clinical operations and control processes, and SEC filings. We intend to use our website to expedite public
access to time-critical information regarding the Company in advance of or in lieu of distributing a press
release or a filing with the SEC disclosing the same information.

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EX-99.2

 Exhibit 99.2

AMEDISYS, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL STATEMENTS

(Amounts in thousands)

Earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted EBITDA

	2006		2007			2008
Net income	$	38,255	$	65,113		$	86,682
Add:
Provision for income taxes		23,642		38,298			54,714
Interest expense (income), net		3,710		(3,150	)		15,600
Depreciation and amortization		10,106		13,749			20,406
EBITDA (1)		75,713	$	114,010			177,402
Add:
Certain TLC acquisition costs (2)		-		-			3,991
Less:
Alliance (3)		-		(4,212	)		-
Adjusted EBITDA (4)	$	75,713		109,798		$	181,393
Adjusted Net Income Reconciliation
	2006		2007			2008
Net income	$	38,255	$	65,113		$	86,682
Add:
Certain TLC acquisition costs (2)		-		-			2,446
Less:
Alliance (3)		-		(4,212	)		-
Adjusted net income (5)	$	38,255	$	60,901		$	89,128
Adjusted Diluted Earnings Per Share Reconciliation
	2006		2007			2008
Diluted earnings per share	$	1.72	$	2.48		$	3.22
Add:
Certain TLC acquisition costs (2)		-		-			0.09
Less:
Alliance (3)		-		(0.16	)		-
Adjusted diluted earnings per share (6)	$	1.72	$	2.32		$	3.31

(1)	EBITDA is defined as net income before provision for income taxes, net interest expense, and depreciation and amortization. EBITDA should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating activities, or other traditional indicators of operating performance. This calculation of EBITDA may not be comparable to a similarly titled measure reported by other companies, since not all companies calculate this non-GAAP financial measure in the same manner.
(2)	Certain TLC integration costs incurred primarily for the payment of severances for TLC employees and for the conversion of the acquired TLC agencies to our operating systems including our Point of Care network.
(3)	Alliance Home Health, Inc. (“Alliance”), a wholly owned subsidiary of ours, filed for Chapter 7 federal bankruptcy proceedings in September 2000. That case is now concluded. As a result, the remaining $4.2 million liabilities of Alliance were extinguished and we are not liable for any of these obligations. The discharge of the liabilities resulted in a non-taxable event.
(4)	Adjusted EBITDA is defined as net income before provision for income taxes, net interest expense, and depreciation and amortization plus certain TLC integration costs and less the Alliance gain. Adjusted EBITDA should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating activities, or other traditional indicators of operating performance. This calculation of Adjusted EBITDA may not be comparable to a similarly titled measure reported by other companies, since not all companies calculate this non-GAAP financial measure in the same manner.
(5)	Adjusted net income is defined as net income plus certain TLC acquisition costs and less the Alliance gain. Adjusted net income should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating activities, or other traditional indicators of operating performance. This calculation of Adjusted net income may not be comparable to a similarly titled measure reported by other companies, since not all companies calculate this non-GAAP financial measure in the same manner.
(6)	Adjusted diluted earnings per share is defined as diluted earnings per share plus the earnings per share effect of certain TLC acquisition costs and less the earnings per share effect of the Alliance gain. Adjusted diluted earnings per share should not be considered as an alternative to, or more meaningful than, income before income taxes, cash flow from operating activities, or other traditional indicators of operating performance. This calculation of Adjusted diluted earnings per share may not be comparable to a similarly titled measure reported by other companies, since not all companies calculate this non-GAAP financial measure in the same manner.