-----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, MdazaTMYj2hbFm08glZ8VW3BvVcyag3y0807cEM5KthzlMPvikTV2vHOJNrK9RMZ l0GnWuICqGE1LReGlvUsSg== 0000950153-99-001149.txt : 19990831 0000950153-99-001149.hdr.sgml : 19990831 ACCESSION NUMBER: 0000950153-99-001149 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990826 ITEM INFORMATION: FILED AS OF DATE: 19990830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RURAL METRO CORP /DE/ CENTRAL INDEX KEY: 0000906326 STANDARD INDUSTRIAL CLASSIFICATION: LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRAINS [4100] IRS NUMBER: 860746929 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-22056 FILM NUMBER: 99702510 BUSINESS ADDRESS: STREET 1: 8401 EAST INDIAN SCHOOL RD CITY: SCOTTSDALE STATE: AZ ZIP: 85251 BUSINESS PHONE: 6029443886 8-K 1 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 26, 1999 ------------------------------ RURAL/METRO CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-22056 86-0746929 - -------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 8401 East Indian School Road, Scottsdale, Arizona 85251 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (480) 994-3886 ---------------------------- N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 Item 5. Other Events Press Release dated August 26, 1999 regarding earnings release. RURAL/METRO REPORTS FISCAL FOURTH QUARTER AND FULL YEAR RESULTS SCOTTSDALE, ARIZ. (Aug. 26, 1999) -- Rural/Metro Corporation (Nasdaq: RURL) today reported net income of $3.1 million, or $0.21 per diluted share, on revenue of $140.0 million for its fourth fiscal quarter ended June 30, 1999. The results compare with a net loss of $8.9 million, or $(0.64) per diluted share, on revenue of $136.7 million for the fourth fiscal quarter of 1998, which included a non-recurring gain and restructuring and other charges, as well as a charge to increase the provision for doubtful accounts. Operating margin on an EBITDA basis was $19.0 million, or 13.6% of revenue, compared to $17.1 million, or 12.9% of revenue for the same quarter in the prior year, excluding the non-recurring gain and charges. For fiscal 1999, net income was $15.5 million, or $1.06 per diluted share, on revenue of $561.4 million. This compares with reported net income of $7.5 million, or $0.54 per diluted share, on revenue of $475.6 million in fiscal 1998. "We are pleased that our back-to-basics operating discipline -- which includes continued focus on collections, more selectivity with regard to non-emergency revenue, and increased provisioning for doubtful accounts, in light of the difficult reimbursement environment -- has allowed us to close the fiscal year largely on track with where we expected to be," said John B. Furman, President and Chief Executive Officer. "The fourth fiscal quarter was seasonally slow as expected. In addition, in keeping with our efforts to improve the quality of revenue and to comply with more restrictive reimbursement guidelines, we continued to reduce certain non-emergency transports, which had a disproportionate impact on margins, a process that will continue. Given that in the existing reimbursement environment even good quality revenue may not be collected for 90 to 360 days after we make the transport, we must look to next year before we will see the benefit of much of our efforts in fiscal 1999." Furman continued, "In Argentina, where our business has met or exceeded expectations since we first entered the market over one year ago, a particularly severe winter flu season combined with a general economic slowdown hurt fourth quarter results. Because our Latin American business is a capitated model, the heavier utilization impacted profitability, while the general economic conditions constrained subscriber growth. With our strong market presence in Argentina, we believe the region will return to more normal profit levels as the economic situation improves." "Importantly, we believe the progress we have made during this last fiscal year is an indication of our ability to work within a difficult and ever changing worldwide healthcare environment. We believe that our operating fundamentals are sound, and the need for medical transportation and mobile health care services continues to increase. Despite the challenges of the current environment in the healthcare industry, Rural/Metro continues to grow. We 2 3 continue to win new 911 contracts, and we are successfully increasing our penetration of current service areas through outreach to hospitals and other healthcare providers that are outsourcing their medical transportation needs. While we can continue to improve, we believe that these initiatives, combined with our disciplined operating and financial posture, will position us for further growth in revenue and net income." Rural/Metro Corporation provides mobile health services, including "911" and general ambulance service, fire protection and other safety-related services to municipal, residential, commercial and industrial customers in more than 450 communities throughout the United States, Canada and Latin America. Except for the historical information contained herein, this press release contains forward looking statements that involve risks and uncertainties regarding healthcare reimbursement, future revenue, operating results, marketing, and collection efforts that could cause actual results to differ materially. These risks include the quality of customer revenues, the rate and extent of new contracting activity, reimbursement and collection issues and the effect of other factors that impact the operating costs, cash collections and the quality of the Company's services. These factors and other risks are disclosed from time to time in the Company's SEC reports and filings. (tables to follow) 3 4 RURAL/METRO CORPORATION CONSOLIDATED STATEMENT OF INCOME FOR THE THREE MONTHS AND THE YEARS ENDED JUNE 30, 1999 AND 1998 (In thousands, except per share amounts)
THREE MONTHS ENDED JUNE 30, YEAR ENDED JUNE 30, --------------------------- ------------------- 1999 1998 1999 1998 --------- --------- -------- --------- (UNAUDITED) REVENUE Ambulance services $ 115,857 $ 112,395 $467,632 $ 387,041 Fire protection services 12,884 11,861 50,490 45,971 Other 11,308 12,404 43,244 42,546 --------- --------- -------- --------- Total revenue 140,049 136,660 561,366 475,558 --------- --------- -------- --------- OPERATING EXPENSES Payroll and employee benefits 75,257 75,703 297,341 254,806 Provision for doubtful accounts 20,179 34,955 81,227 81,178 Depreciation 6,241 5,529 24,222 19,213 Amortization of intangibles 2,244 2,625 9,166 7,780 Other operating expenses 25,587 22,311 98,739 80,216 Restructuring charge -- 5,000 2,500 5,000 --------- --------- -------- --------- Total expenses 129,508 146,123 513,195 448,193 --------- --------- -------- --------- OPERATING INCOME 10,541 (9,463) 48,171 27,365 Interest expense, net 5,414 4,968 21,406 14,082 Other (68) (203) 70 (199) --------- --------- -------- --------- INCOME (LOSS) BEFORE INCOME TAXES (BENEFIT) 5,195 (14,228) 26,695 13,482 INCOME TAXES (BENEFIT) 2,143 (5,279) 11,231 5,977 --------- --------- -------- --------- NET INCOME (LOSS) $ 3,052 ($ 8,949) $ 15,464 $ 7,505 ========= ========= ======== ========= BASIC EARNINGS (LOSS) PER SHARE $ 0.21 ($ 0.64) $ 1.07 $ 0.55 ========= ========= ======== ========= DILUTED EARNINGS (LOSS) PER SHARE $ 0.21 ($ 0.64) $ 1.06 $ 0.54 ========= ========= ======== ========= AVERAGE NUMBER OF SHARES OUTSTANDING -BASIC 14,527 14,091 14,447 13,529 ========= ========= ======== ========= AVERAGE NUMBER OF SHARES OUTSTANDING - DILUTED 14,657 14,091 14,638 14,002 ========= ========= ======== =========
4 5 RURAL/METRO CORPORATION CONSOLIDATED BALANCE SHEETS JUNE 30, 1999 AND 1998 (In thousands)
1999 1998 --------- --------- ASSETS CURRENT ASSETS Cash $ 7,180 $ 6,511 Accounts receivable, net 185,454 154,603 Inventories 16,371 13,128 Prepaid expenses and other 13,630 16,402 --------- --------- Total current assets 222,635 190,644 PROPERTY AND EQUIPMENT, net 95,032 92,545 INTANGIBLE ASSETS, net 240,360 235,456 OTHER ASSETS 21,880 16,807 --------- --------- $ 579,907 $ 535,452 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 17,782 $ 13,435 Accrued liabilities 58,159 58,115 Current portion of long-term debt 5,765 8,565 --------- --------- Total current liabilities 81,706 80,115 LONG-TERM DEBT, net of current portion 268,560 243,831 NON-REFUNDABLE SUBSCRIPTION INCOME 14,909 13,682 DEFERRED INCOME TAXES 9,438 9,573 OTHER LIABILITIES 205 2,298 --------- --------- Total liabilities 374,818 349,499 --------- --------- MINORITY INTEREST 8,250 8,180 --------- --------- STOCKHOLDERS' EQUITY Common stock 148 144 Additional paid-in capital 137,792 134,078 Retained earnings 60,603 45,139 Deferred compensation -- (349) Cumulative translation adjustment (465) -- Treasury stock (1,239) (1,239) --------- --------- Total stockholders' equity 196,839 177,773 --------- --------- $ 579,907 $ 535,452 ========= =========
5 6 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. RURAL/METRO CORPORATION /s/ Dean P. Hoffman Date: August 30, 1999 By: _________________________________ Dean P. Hoffman, Vice President, Financial Services and Principal Accounting Officer 6 -----END PRIVACY-ENHANCED MESSAGE-----