-----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, VEqWfoIas1h60RbxcUgZsiNi+73zAb/8LcSZTS9p3fomAmGiSJ5DO9P+mX8l7VnL TVnB4cY8axDnXCsr0pwUGA== 0001193125-03-034530.txt : 20030813 0001193125-03-034530.hdr.sgml : 20030813 20030812173942 ACCESSION NUMBER: 0001193125-03-034530 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030812 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMEDISYS INC CENTRAL INDEX KEY: 0000896262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 113131700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24260 FILM NUMBER: 03838558 BUSINESS ADDRESS: STREET 1: 11100 MEAD ROAD STE 300 CITY: BATON ROUGE STATE: LA ZIP: 70816 BUSINESS PHONE: 2252922031 MAIL ADDRESS: STREET 1: 11100 MEAD ROAD STE 300 CITY: BATON ROUGE STATE: LA ZIP: 70816 FORMER COMPANY: FORMER CONFORMED NAME: ANALYTICAL NURSING MANAGEMENT CORP DATE OF NAME CHANGE: 19940819 FORMER COMPANY: FORMER CONFORMED NAME: M&N CAPITAL CORP DATE OF NAME CHANGE: 19930125 8-K 1 d8k.htm FORM 8-K Form 8-K

 

U.S. 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 12, 2003

 

AMEDISYS, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

(State or Other Jurisdiction of

Incorporation or Organization)

 

0-24260   11-3131700
(Commission File Number)   (I.R.S. Employer Identification No.)

 

11100 Mead Road, Suite 300, Baton Rouge, LA 70816

(Address of principal executive offices including zip code)

 

(225) 292-2031

(Registrant’s telephone number, including area code)

 



ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS

 

(a)

 

Financial Statements of Business Acquired.

   

Not applicable.

(b)

 

Pro Forma Financial Information.

   

Not applicable.

(c)  

Exhibit
No.


    
   

32.1 (i)

   Certification of William F. Borne, Chief Executive Officer
   

32.2 (i)

   Certification of Gregory H. Browne, Chief Financial Officer
   

99.1 (i)

  

Press Release dated August 12, 2003 announcing the Company’s second quarter 2003 operating results

        

(i)    Filed herewith.

 

ITEM 9.    REGULATION FD DISCLOSURE

 

On August 12, 2003, Amedisys, Inc., “the Company”, issued a press release attached hereto as Exhibit 99.1 releasing second quarter 2003 operating results.

 

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.

 

AMEDISYS, INC.

By:

 

/s/    Gregory H. Browne

   
    Gregory H. Browne
    Chief Financial Officer
    DATE: August 12, 2003
EX-32.1 3 dex321.htm CERTIFICATION OF CHIEF EXECUTIVE OFFICER Certification of Chief Executive Officer

Exhibit 32.1

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Current Report of Amedisys, Inc. (the “Company”) on Form 8-K dated August 12, 2003 (the “Report”), I, William F. Borne, Chief Executive Officer of the Company, certify that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

 

/s/    William F. Borne


William F. Borne

Chief Executive Officer

August 13, 2003

 

EX-32.2 4 dex322.htm CERTIFICATION OF CHIEF FINANCIAL OFFICER Certification of Chief Financial Officer

Exhibit 32.2

 

CERTIFICATION PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Current Report of Amedisys, Inc. (the “Company”) on Form 8-K dated August 12, 2003 (the “Report”), I, Gregory H. Browne, Chief Financial Officer of the Company, certify that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

 

/s/    Gregory H. Browne


Gregory H. Browne

Chief Financial Officer

August 12, 2003

EX-99.1 5 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

 

AMEDISYS REPORTS SECOND QUARTER

NET INCOME OF $0.16 PER SHARE

 

Company Increases Guidance

 

COMPANY TO HOST CONFERENCE CALL TODAY AT 10:00 AM ET

 

BATON ROUGE, Louisiana (August 12, 2003)—Amedisys, Inc. (Nasdaq: “AMED” or the “Company”), one of America’s leading home health nursing companies, today reported its financial results for the second quarter of 2003.

 

For the three months ended June 30, 2003, the Company recorded revenues of $32.2 million, compared with $32.9 million in the second quarter of 2002. Pretax income totaled $2.4 million in the most recent quarter, versus pretax income of $2.6 million in the prior-year period.

 

Net income of $1.5 million, or $0.16 per diluted share, was recorded in the second quarter of 2003, versus net income of $1.7 million or $0.18 per diluted share, in the same period of 2002. The prior year quarter included an income tax expense of $1.0 million, and for fiscal 2003, the Company recorded an income tax expense of $0.9 million.

 

For the six months ended June 30, 2003, the Company recorded revenues of $63.3 million, compared with $64.7 million in the second quarter of 2002. Pretax income totaled $4.3 million for the current year, versus pretax income of $5.2 million in the prior-year period.

 

Net income of $2.7 million, or $0.28 per diluted share, was recorded for the six months ended June 30, 2003, versus net income of $5.7 million or $0.67 per diluted share, in the year-earlier quarter. The prior year included a net benefit of $0.5 million related to the elimination of the valuation allowance for net deferred tax assets, whereas for fiscal 2003, the Company recorded an income tax expense of $1.6 million.

 

Net income per diluted share for the three months, and six months, ended June 30, 2003 includes in Other income approximately $0.01 of income considered to be non-recurring in nature.

 

“We are clearly very pleased with our results for the quarter, which exceeded both the earnings, and other guidance, previously communicated,” commented William F. Borne, Chief Executive Officer. “Since we believe that this level of operational performance can be sustained and, together with the impact of the Metro Preferred acquisition announced


last week, we are increasing our full year estimates to between $0.63 and $0.67 cents per share, compared with the $0.50 to $0.60 previously communicated.”

 

“Our earnings are a direct reflection of a number of factors, including significant information system enhancements, allowing for real time patient episode analysis and management, the operational restructuring undertaken in response to recent Medicare reimbursement changes, and continued focus on controlling expenses. The restructuring, as previously indicated, was not fully reflected in our earnings for the first quarter.

 

“Internal growth of Medicare patient admissions for the most recent quarter grew by 8 percent when compared with the second quarter of 2002, and our utilization of nursing resources on Medicare patients has remained at approximately the level seen in the previous quarter. The combination of a reduction in private insurance related revenue, and a restructuring of the clinical management process, have resulted in a significant improvement in gross margin to 59.3 percent in the second quarter, compared to 55.6 percent in the comparable period of 2002.

 

“The two percent decrease in revenue from 2002, despite the strong admission growth referred to above, is attributable to the combined impact of a reduction in private insurance related revenue, and Medicare reimbursement reductions effective on October 1, 2002, and April 1, 2003 (approximately 5.0 and 3.0 percent respectively). This decrease was offset in part by internal growth, and the improvements arising from clinical and operational enhancements, including the information system upgrades referred to above.

 

The Company continued to reduce its debt during the quarter ended June 30, 2003, and ended the quarter with cash of over $12.8 million, an increase of $4.5 million from March 31, 2003. We are excited to report that stockholders’ equity of $21.1 million exceeded total debt of $20.3 million, including capital leases, for the first time in the Company’s history. This continued improvement in our overall balance sheet position provides the Company with improved financial flexibility, as well as the ability to consider further acquisitions,” concluded Mr. Borne.

 

Amedisys, Inc. also announced that a final agreement has been reached with the Office of the Inspector General. This matter was isolated to one market, and was self-reported in 1998. The repayment of $1.2 million will be made over three years, for which a full accrual has been made in prior periods, and will accompany a Corporate Integrity Agreement, which will not impose additional material obligations on the Company.

 

The Company will provide further information today on these results during a teleconference call that is scheduled for 10:00 a.m. ET. To access this call, please dial 1-888-896-0863 (domestic), or 1-973-582-2703 (international) a few minutes before 10:00 a.m. ET. A replay of the conference call will be available until August 19, 2003, by dialing 1-877-519-4471 (domestic), or 1-973-341-3080 (international). The replay pin number is #4078199.

 

 


Amedisys, Inc., a leading provider of home health nursing services, is headquartered in Baton Rouge, Louisiana. The Company had approximately $129 million in revenue in 2002. Its common stock trades on the Nasdaq Stock Market under the symbol “AMED”.

 

This press release includes statements that may constitute “forward-looking” statements, usually containing the words “believe”, “estimate”, “project”, “expect” or similar expressions. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of the Company’s products and services in the marketplace, competitive factors, changes in government reimbursement procedures, dependence upon third-party vendors, and other risks discussed in the Company’s periodic filings with the Securities and Exchange Commission. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this release.

 

Additional information on this Company can be found on the World Wide Web

 

http://www.amedisys.com

 

Contact:

  Amedisys, Inc.   EURO RSCG Life NRP
    Chief Financial Officer   Investors/Media
    Greg Browne   John Capodanno
    212.292.2031   212.845.4258
    gbrowne@amedisys.com   john.capodanno@nrp-euro.com

 

 


AMEDISYS, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

For the three and six months ended June 30, 2003 and 2002

(Unaudited, Dollar amounts in 000’s, except per share data)

 

     Three months ended

    Six months ended

 
     June 30,
2003


    June 30,
2002


    June 30,
2003


    June 30,
2002


 

Net service revenue

   $ 32,194     $ 32,854     $ 63,326     $ 64,704  

Cost of service revenue

     13,100       14,573       26,009       28,442  
    


 


 


 


Gross margin

     19,094       18,281       37,317       36,262  
    


 


 


 


General and administrative expenses:

                                

Salaries and benefits

     9,881       9,637       19,742       19,068  

Other

     6,657       5,679       12,835       11,236  
    


 


 


 


Total general and administrative expenses

     16,538       15,316       32,577       30,304  
    


 


 


 


Operating income

     2,556       2,965       4,740       5,958  

Other income and expense:

                                

Interest income

     24       24       41       42  

Interest expense

     (341 )     (420 )     (701 )     (998 )

Other income, net

     199       77       209       208  
    


 


 


 


Total other expense, net

     (118 )     (319 )     (451 )     (748 )
    


 


 


 


Income before income taxes

     2,438       2,646       4,289       5,210  

Income tax expense (benefit)

     924       986       1,626       (452 )
    


 


 


 


Net income

   $ 1,514     $ 1,660     $ 2,663     $ 5,662  
    


 


 


 


Basic weighted average common shares outstanding

     9,477       8,531       9,402       7,890  

Basic income per common share

   $ 0.16     $ 0.19     $ 0.28     $ 0.72  
    


 


 


 


Diluted weighted average common shares outstanding

     9,666       9,112       9,583       8,493  

Diluted income per common share

   $ 0.16     $ 0.18     $ 0.28     $ 0.67  
    


 


 


 


 


AMEDISYS, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

 

As of June, 2003 and December 31, 2002

(Dollar amounts in 000’s, except share data)

    

June 30,

2003


    December 31,
2002


 
     (unaudited)        

ASSETS

                

CURRENT ASSETS:

                

Cash and cash equivalents

   $ 12,801     $ 4,861  

Patient accounts receivable, net of allowance for doubtful accounts of $2,192 at June 30, 2003 and $1,865 at December 31, 2002

     9,424       14,102  

Prepaid expenses

     1,631       1,600  

Deferred income taxes

     2,376       1,803  

Inventory and other current assets

     722       857  
    


 


Total current assets

     26,954       23,223  

Property and equipment, net

     7,378       8,257  

Deferred income taxes

     —         1,711  

Other assets, net

     25,737       25,768  
    


 


Total assets

   $ 60,069     $ 58,959  
    


 


LIABILITIES AND STOCKHOLDERS’ EQUITY

                

CURRENT LIABILITIES:

                

Accounts payable

   $ 2,029     $ 2,495  

Accrued expenses:

                

Payroll and payroll taxes

     7,394       6,504  

Insurance

     2,309       2,171  

Income taxes

     457       297  

Legal settlements

     2,035       1,887  

Other

     3,148       3,074  

Current portion of long-term debt

     3,615       3,903  

Current portion of obligations under capital leases

     2,274       2,476  

Current portion of Medicare liabilities

     7,795       8,948  
    


 


Total current liabilities

     31,056       31,755  

Long-term debt

     2,879       4,474  

Obligations under capital leases

     334       1,042  

Deferred income taxes

     391       —    

Long-term Medicare liabilities

     3,444       3,898  

Other long-term liabilities

     826       827  
    


 


Total liabilities

     38,930       41,996  

STOCKHOLDERS’ EQUITY:

                

Preferred stock, $.001 par value, 5,000,000 shares authorized; none outstanding

     —         —    
                  

Common stock, $.001 par value, 30,000,000 shares authorized; 9,533,810 and 9,167,976 shares issued at June 30, 2003 and December 31, 2002, respectively

     10       9  

Additional paid-in capital

     30,951       29,439  

Treasury stock at cost (4,167 shares of common stock held at June 30, 2003 and December 31, 2002)

     (25 )     (25 )

Accumulated deficit

     (9,797 )     (12,460 )
    


 


Total stockholders’ equity

     21,139       16,963  
    


 


Total liabilities and stockholders’ equity

   $ 60,069     $ 58,959  
    


 


 

 

5

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