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): APRIL 30, 2013

Commission File Number: 0-24260

AMEDISYS, INC.

(Exact Name of Registrant as specified in its 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))

SECTION 2 — FINANCIAL INFORMATION

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 30, 2013, Amedisys, Inc. (“we,” “us,” “our” or the “Company”) issued a press release announcing our financial results for the first quarter ended March 31, 2013. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information presented in Item 2.02 of this Current Report on Form 8-K and Exhibit 99.1 attached hereto 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 liabilities of that section, unless we specifically state that the information is to be considered “filed” under the Exchange Act or specifically incorporate it by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

SECTION 7 — REGULATION FD

ITEM 7.01. REGULATION FD DISCLOSURE

Item 2.02 of this Current Report on Form 8-K is incorporated herein by reference.

The information presented in Item 7.01 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, unless we specifically state that the information is to be considered “filed” under the Exchange Act or specifically incorporate it by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

SECTION 9 — FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

99.1 Press release dated April 30, 2013, announcing the Company’s financial results for the first quarter ended March 31, 2013 (furnished only)

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.
(Registrant)
By:	/s/ Scott G. Ginn
	Scott G. Ginn
	Senior Vice President of Accounting and Controller
	(Principal Accounting Officer)

DATE: April 30, 2013

Exhibit Index

Exhibit	Description
99.1	Press release dated April 30, 2013, announcing the Company’s financial results for the first quarter ended March 31, 2013 (furnished only)

EX-99.1

Exhibit 99.1

Contacts:	Investor Contact:	Media Contact:
	Amedisys, Inc.	Amedisys, Inc.
	Tom Dolan	Kendra Kimmons
	Senior Vice President, Finance and Treasurer	Director of Communications
	(225) 299-3391	(225) 299-3720
	tom.dolan@amedisys.com	kendra.kimmons@amedisys.com

AMEDISYS REPORTS FIRST QUARTER FINANCIAL RESULTS AND

UPDATES 2013 GUIDANCE

AMEDISYS TO HOST CONFERENCE CALL TODAY AT 10:00 A.M. ET

BATON ROUGE, Louisiana (April 30, 2013) — Amedisys, Inc. (NASDAQ: AMED), a leading home health and hospice company, today reported its financial results for the first quarter ended March 31, 2013.

Three-Month Periods Ended March 31, 2013 and 2012

After adding back $2.0 million and $3.7 million ($1.2 million and $2.2 million, net of tax) or $0.04 and $0.07 per diluted share for legal fees associated with investigations, the following would have been our adjusted results:*

• Net service revenue of $339.2 million compared to $370.8 million in 2012, a decrease of 8.5%.

• Net income from continuing operations attributable to Amedisys, Inc., of $3.9 million compared to $8.6 million in 2012, a decrease of 54.8%.

• Net income from continuing operations attributable to Amedisys, Inc. per diluted share of $0.13 compared to $0.29 per diluted share in 2012, a decrease of 55.2%.

• Earnings before interest, taxes, depreciation and amortization attributable to continuing operations (“EBITDA”) of $17.3 million compared to $26.9 million in 2012, a decrease of 35.8%.

William F. Borne, Chief Executive Officer stated, “Results for the first quarter were impacted by declining volumes and sequestration, but slightly offset by year-over-year increases in admissions and cost control efforts. Clearly, despite encouraging trends, quarterly performance did not meet our expectations. Consequently, we are implementing plans to consolidate or divest non-performing care centers, trim our corporate infrastructure and refine our patient care management strategy focused on delivering the optimal level of care to drive improved clinical outcomes for our patients. We believe these initiatives, along with a strong focus on volume growth and continued cost control efforts, will position Amedisys to capitalize on the changing healthcare landscape and continue to provide the best care for our patients in the lowest cost setting.”

2013 Guidance

• Net service revenue is anticipated to be in the range of $1.280 billion to $1.320 billion.

• Diluted earnings per share is expected to be in the range of $0.45 to $0.55 based on an estimated 31.5 million shares outstanding.

This guidance excludes any one-time costs associated with our announced market exit activity or corporate expense initiatives. Our guidance includes an estimate of legal costs associated with our on-going government investigations.

We urge caution in considering the current trends and 2013 guidance disclosed in this press release. The home health and hospice industry is highly competitive and subject to intensive regulations, and trends and guidance are subject to numerous factors, risks, and uncertainties, some of which are referenced in the cautionary language below and others that are described more fully in our reports filed with the Securities and Exchange Commission (“SEC”) including our Annual Report on Form 10-K for the fiscal year ended December 31, 2012, and subsequent Quarterly Reports on Form 10-Q, and current reports on Form 8-K which can be found on the SEC’s internet website, http://www.sec.gov, and our internet website, http://www.amedisys.com. We disclaim any obligations to update disclosed information on trends.

* See page 7 for the reconciliations of non-GAAP financial measures

Earnings Call and Webcast Information

To participate in the conference call, please call a few minutes before 10:00 a.m. ET on Tuesday, April 30, 2013, to either (877) 512-9171 (Toll free) or (815) 573-0979 (Toll), use conference ID #35067959. A replay of the conference call will be available through May 7, 2013. The replay dial in number is (855) 859-2056 (Toll free) or (404) 537-3406 (Toll), use conference ID #35067959.

The call will also be available through our website and for seven days thereafter at the following web address: http://investors.amedisys.com.

We are headquartered in Baton Rouge, Louisiana. Our common stock trades on the NASDAQ Global Select Market under the symbol “AMED.”

Additional 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 our 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 also use our website to expedite public access to time-critical information regarding our company in advance of or in lieu of distributing a press release or a filing with the SEC disclosing the same information. Therefore, investors should look to the Investor Relations subpage of our website for important and time-critical information. Visitors to our website can also register to receive automatic e-mail and other notifications alerting them when new information is made available on the Investor Relations subpage of our website.

Forward-Looking Statements

When included in this press release, words like “believes,” “belief,” “expects,” “plans,” “anticipates,” “intends,” “projects,” “estimates,” “may,” “might,” “would,” “should” 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 described therein. These risks and uncertainties include, but are not limited to the following: changes in Medicare and other medical payment levels, our ability to open care centers, acquire additional care centers and integrate and operate these care centers effectively, changes in or our failure to comply with existing Federal and State laws or regulations or the inability to comply with new government regulations on a timely basis, competition in the home health industry, changes in the case mix of patients and payment methodologies, changes in estimates and judgments associated with critical accounting policies, our ability to maintain or establish new patient referral sources, our ability to attract and retain qualified personnel, changes in payments and covered services due to the economic downturn and deficit spending by Federal and State governments, future cost containment initiatives undertaken by third-party payors, our access to financing due to the volatility and disruption of the capital and credit markets, our ability to meet debt service requirements and comply with covenants in debt agreements, business disruptions due to natural disasters or acts of terrorism, our ability to integrate and manage our information systems, changes in or developments with respect to any litigation or investigations relating to the Company, including the SEC investigation and the U.S. Department of Justice Civil Investigative Demand 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 or any changes in events, conditions or circumstances upon which any forward-looking statement may be based, except as required by law.

Non-GAAP Financial Measures

This press release includes the following non-GAAP financial measures as defined under SEC rules: EBITDA, defined as net income from continuing operations attributable to Amedisys, Inc. before provision for income taxes, net interest expense and depreciation and amortization, adjusted EBITDA, defined as EBITDA plus legal fees associated with investigations, adjusted net income from continuing operations attributable to Amedisys, Inc., defined as net income from continuing operations attributable to Amedisys, Inc. plus legal fees associated with investigations, and adjusted net income from continuing operations attributable to Amedisys, Inc. per diluted share, defined as net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted share plus the earnings per share effect of legal fees associated with investigations. In accordance with SEC rules, we have provided herein a reconciliation of these non-GAAP financial measures to the most directly comparable measures under GAAP. Management believes that these are useful gauges of our performance and are common measures used in our industry to assess relative financial performance among companies.

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AMEDISYS, INC. AND SUBSIDIARIES

SELECT CONSOLIDATED FINANCIAL STATEMENT DATA AND SUPPLEMENTAL INFORMATION

(Amounts in thousands, except share, per share data and statistical information)

(Unaudited)

Balance Sheet Information

	March 31, 2013			December 31, 2012
ASSETS
Current assets:
Cash and cash equivalents	$	7,021		$	14,545
Patient accounts receivable, net of allowance for doubtful accounts of $18,991 and $20,994		144,659			169,172
Prepaid expenses		14,478			10,631
Other current assets		16,229			11,440
Total current assets		182,387			205,788
Property and equipment, net of accumulated depreciation of $118,280, and $113,154		156,481			156,709
Goodwill		209,994			209,594
Intangible assets, net of accumulated amortization of $24,119 and $23,457		46,792			47,050
Deferred tax asset		91,808			92,804
Other assets, net		24,855			18,650
Total assets	$	712,317		$	730,595
LIABILITIES AND EQUITY
Current Liabilities:
Accounts payable	$	27,646		$	29,175
Payroll and employee benefits		78,919			79,341
Accrued expenses		57,054			54,855
Current portion of long-term obligations		35,807			35,807
Current portion of deferred income taxes		3,395			5,609
Total current liabilities		202,821			204,787
Long-term obligations, less current portion		42,952			66,904
Other long-term obligations		4,761			4,671
Total liabilities		250,534			276,362
Equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized; none issued or outstanding		—			—
Common stock, $0.001 par value, 60,000,000 shares authorized; 32,173,099 and 31,876,508 shares issued; and 31,382,932 and 31,086,619 shares outstanding		32			32
Additional paid-in capital		456,046			450,792
Treasury stock at cost, 790,167 and 789,889 shares of common stock		(17,119	)		(17,116	)
Accumulated other comprehensive income		15			15
Retained earnings		21,296			18,617
Total Amedisys, Inc. stockholders’ equity		460,270			452,340
Noncontrolling interests		1,513			1,893
Total equity		461,783			454,233
Total liabilities and equity	$	712,317		$	730,595

3

Income Statement Information

	For the Three-Month Periods Ended March 31,
	2013			2012
Net service revenue	$	339,175		$	370,833
Cost of service, excluding depreciation and amortization		192,504			208,506
General and administrative expenses:
Salaries and benefits		82,794			87,077
Non-cash compensation		2,056			2,482
Other		43,562			44,394
Provision for doubtful accounts		3,967			5,863
Depreciation and amortization		10,123			10,054
Operating expenses		335,006			358,376
Operating income		4,169			12,457
Other (expense) income:
Interest income		11			15
Interest expense		(1,106	)		(2,074	)
Equity in earnings from equity investments		363			305
Miscellaneous, net		59			429
Total other expense, net		(673	)		(1,325	)
Income before income taxes		3,496			11,132
Income tax expense		(1,363	)		(4,620	)
Income from continuing operations		2,133			6,512
Discontinued operations, net of tax		—			(1,049	)
Net income		2,133			5,463
Net loss (income) attributable to noncontrolling interests		546			(43	)
Net income attributable to Amedisys, Inc.	$	2,679		$	5,420
Basic earnings per common share:
Income from continuing operations attributable to Amedisys, Inc. common stockholders	$	0.09		$	0.22
Discontinued operations, net of tax		—			(0.04	)
Net income attributable to Amedisys, Inc. common stockholders	$	0.09		$	0.18
Weighted average shares outstanding		30,640			29,389
Diluted earnings per common share:
Income from continuing operations attributable to Amedisys, Inc. common stockholders	$	0.09		$	0.22
Discontinued operations, net of tax		—			(0.04	)
Net income attributable to Amedisys, Inc. common stockholders	$	0.09		$	0.18
Weighted average shares outstanding		31,104			29,780
Amounts attributable to Amedisys, Inc. common stockholders:
Income from continuing operations	$	2,679		$	6,469
Discontinued operations, net of tax		—			(1,049	)
Net income	$	2,679		$	5,420

4

Cash Flow Information

	For the Three-Month Periods Ended March 31,
	2013			2012
Net cash provided by operating activities	$	32,416		$	10,927
Net cash used in investing activities		(16,825	)		(10,053	)
Net cash used in financing activities		(23,115	)		(7,588	)
Net decrease in cash and cash equivalents		(7,524	)		(6,714	)
Cash and cash equivalents at beginning of period		14,545			48,004
Cash and cash equivalents at end of period	$	7,021		$	41,290

Supplemental Information—Home Health

	For the Three-Month Periods Ended March 31,
	2013			2012
Financial Information (in millions):
Medicare	$	221.1		$	242.4
Non-Medicare		51.2			59.0
Net service revenue		272.3			301.4
Cost of service		157.1			172.0
Gross margin		115.2			129.4
Other operating expenses		89.7			97.8
Operating income	$	25.5		$	31.6
Key Statistical Data:
Medicare:
Same Store Volume (1):
Revenue		(8	)%		(8	)%
Admissions		2	%		(2	)%
Recertifications		(17	)%		(5	)%
Total:
Admissions		52,122			51,153
Recertifications		29,698			35,794
Completed Episodes		78,816			82,204
Visits		1,422,332			1,625,473
Average revenue per completed episode (2)	$	2,782		$	2,882
Visits per completed episode (3)		17.4			18.6
Non-Medicare:
Admissions		22,423			23,192
Recertifications		8,407			9,731
Visits		436,035			504,398
Total:
Cost per Visit	$	84.53		$	80.76
Visits		1,858,367			2,129,871

(1) Medicare revenue, admissions or recertifications growth is the percent increase (decrease) in our Medicare revenue, admissions or recertifications for the period as a percent of the Medicare revenue, admissions or recertifications of the prior period.

(2) Average Medicare revenue per completed episode is the average Medicare revenue earned for each Medicare completed episode of care.

(3) Medicare visits per completed episode are the home health Medicare visits on completed episodes divided by the home health Medicare episodes completed during the period.

5

Supplemental Information—Hospice

	For the Three-Month Periods Ended March 31,
	2013			2012
Financial Information (in millions):
Medicare	$	63.0		$	65.3
Non-Medicare		3.9			4.1
Net service revenue		66.9			69.4
Cost of service		35.4			36.5
Gross margin		31.5			32.9
Other operating expenses		19.8			17.7
Operating income	$	11.7		$	15.2
Key Statistical Data:
Same store Medicare revenue growth (1)		(5	)%		17	%
Hospice admits		4,992			4,902
Average daily census		5,091			5,190
Revenue per day	$	146.07		$	147.07
Cost of service per day	$	77.10		$	77.10
Average length of stay		103			91

(1) Same store Medicare revenue growth is the percent increase in our Medicare revenue for the period as a percent of the Medicare revenue of the prior period.

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AMEDISYS, INC. AND SUBSIDIARIES

SELECT CONSOLIDATED KEY STATISTICAL DATA AND

RECONCILIATION OF NON-GAAP FINANCIAL MEASURE TO GAAP FINANCIAL STATEMENTS

(Amounts in thousands, except key statistical and per share data)

(Unaudited)

	For the Three-Month Periods Ended March 31,
	2013		2012
Key Statistical Data:
General
Number of home health care centers		427		437
Number of hospice care centers		97		88
Number of care centers acquired (1)		1		—
Number of care centers opened as start-up locations (1)		—		2
Days revenue outstanding, net (2)		37.2		38.4

(1) Includes both home health and hospice care centers.

(2) Our calculation of days revenue outstanding, net at March 31, 2013 and 2012 is derived by dividing our ending patient accounts receivable (i.e., net of estimated revenue adjustments and allowance for doubtful accounts) by our average daily net patient revenue for the three month-period ended March 31, 2013 and 2012, respectively.

Earnings From Continuing Operations Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA:

	For the Three-Month Periods Ended March 31,
	2013		2012
Net income from continuing operations attributable to Amedisys, Inc.	$	2,679	$	6,469
Add:
Provision for income taxes		1,363		4,620
Interest expense, net		1,095		2,059
Depreciation and amortization		10,123		10,054
EBITDA (1)	$	15,260	$	23,202
Add:
Legal fees (investigations)		2,003		3,707
Adjusted EBITDA (2)	$	17,263	$	26,909

Adjusted Net Income From Continuing Operations Attributable to Amedisys, Inc.:

	For the Three-Month Periods Ended March 31,
	2013		2012
Net income from continuing operations attributable to Amedisys, Inc.	$	2,679	$	6,469
Add:
Legal fees (investigations)		1,222		2,169
Adjusted net income from continuing operations attributable to Amedisys, Inc. (3)	$	3,901	$	8,638

Adjusted Net Income From Continuing Operations Attributable to Amedisys, Inc. per Diluted Share:

	For the Three-Month Periods Ended March 31,
	2013		2012
Net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted share	$	0.09	$	0.22
Add:
Legal fees (investigations)		0.04		0.07
Adjusted net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted share (4)	$	0.13	$	0.29

7

(1) EBITDA is defined as net income from continuing operations attributable to Amedisys, Inc. 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) Adjusted EBITDA is defined as net income from continuing operations attributable to Amedisys, Inc. before provision for income taxes, net interest expense, depreciation and amortization plus legal fees associated with investigations. 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.

(3) Adjusted net income from continuing operations attributable to Amedisys, Inc. is defined as net income from continuing operations attributable to Amedisys, Inc. plus legal fees associated with investigations. Adjusted net income from continuing operations attributable to Amedisys, Inc. 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 from continuing operations attributable to Amedisys, Inc. may not be comparable to a similarly titled measure reported by other companies, since not all companies calculate this non-GAAP measure in the same manner.

(4) Adjusted net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted share is defined as diluted earnings from continuing operations per share plus the earnings per share effect of legal fees associated with investigations. Adjusted net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted 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 or operating performance. This calculation of adjusted net income from continuing operations attributable to Amedisys, Inc. common stockholders per diluted 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.

8