-----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, LhHg6nF4CFVEnblO49YSz9O+cwkXhAnB/0mBwHIYy3f9O28iYpnxzmD65ugct6+4 krALq9hzzNpeCTpYpuf4RA== 0001193125-03-061479.txt : 20031015 0001193125-03-061479.hdr.sgml : 20031013 20031014181107 ACCESSION NUMBER: 0001193125-03-061479 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031014 ITEM INFORMATION: FILED AS OF DATE: 20031015 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: 1934 Act SEC FILE NUMBER: 000-22056 FILM NUMBER: 03940475 BUSINESS ADDRESS: STREET 1: 8401 EAST INDIAN SCHOOL RD CITY: SCOTTSDALE STATE: AZ ZIP: 85251 BUSINESS PHONE: 4809943886 8-K 1 d8k.htm FORM 8-K Form 8-K

 

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): October 14, 2003

 


 

RURAL/METRO CORPORATION

(Exact name of registrant as specified in its charter)

 

DELAWARE   0-22056   86-0746929

(State or other

jurisdiction of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

8401 East Indian School Road

Scottsdale, Arizona

  85251
(Address of Principal Executive Offices)   (Zip Code)

 

(480) 606-3886

(Registrant’s telephone number, including area code)

 



Item 12.   Results of Operations and Financial Condition

 

On October 14, 2003, Rural/Metro Corporation, a Delaware corporation (the “Company”), issued a press release announcing the filing of its Annual Report on Form 10-K for the fiscal year ended June 30, 2003, including its financial results for fiscal 2003. The Company also filed its Quarterly Report on Form 10-Q for the three months ended March 31, 2003.

 

A copy of the release is filed herewith as Exhibit 99.1.

 

The information in this Form 8-K, including the exhibits, shall not be deemed to be “filed” for purposes of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities thereof, nor shall it be deemed to be incorporated by reference in any filing under the Exchange Act or under the Securities Act of 1933, as amended, except to the extent specifically provided in any such filing.

 

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

Date:  

October 14, 2003

      By:   /s/    JOHN S. BANAS III         
             
                John S. Banas III
                Senior Vice President


CURRENT REPORT ON FORM 8-K

 

EXHIBIT INDEX

 

Exhibit No.

  

Exhibit


99.1

   Press Release of Rural/Metro Corporation, dated October 14, 2003
EX-99.1 3 dex991.htm PRESS RELEASE Press Release

EXHIBIT 99.1

 

CONTACT:

  

Liz Merritt, Rural/Metro Corporation, (480) 606-3337

Financial Dynamics, Investor Relations

Jim Byers (investors), (415) 439-4504

Christopher Katis (media), (415) 439-4518

 

For immediate release

 

RURAL/METRO ANNOUNCES 2003 RESULTS

 

SCOTTSDALE, Ariz. (Oct. 14, 2003) – Rural /Metro Corporation (NASDAQ: RUREC) announced today the filing of its Annual Report on Form 10-K for the fiscal year ended June 30, 2003. The Company also filed its Quarterly Report on Form 10-Q for the three months ended March 31, 2003.

 

For fiscal 2003, the company reported net revenue of $520.5 million, net income of $9.0 million, and earnings per share of $0.33, after the accretion of preferred stock. By comparison, the company reported net revenue of $489.0 million, net loss of $48.2 million, and net loss per share of $3.17 for fiscal 2002. The improvement in net results between years is primarily attributable to the $12.5 million gain on the sale of the company’s Latin American operations that occurred in the first quarter of fiscal 2003 as well as the inclusion in fiscal 2002 of a $49.5 million cumulative effect charge relating to the adoption of Financial Accounting Standard No. 142, “Goodwill and Other Intangible Assets,” as of the beginning of fiscal 2002.

 

As previously announced, the company identified the need to restate its consolidated financial statements for fiscal years prior to 2003, to adjust its accounts receivable and the related provisions for discounts applicable to Medicare, Medicaid and other third-party payers and for doubtful accounts. The amounts outlined in the preceding paragraph with respect to fiscal 2002 include the applicable restatement adjustments.

 

Additionally, during the fourth quarter of fiscal 2003, the company adopted Financial Accounting Standards Board Interpretation No. 46, “Consolidation of Variable Interest Entities, an Interpretation of ARB No. 51” (FIN 46). FIN 46 requires that variable interest entities or VIEs be consolidated by the primary beneficiary, as that term is defined in FIN 46. The company determined that its investment in San Diego Medical Services Enterprise, LLC (SDMSE), the entity formed with respect to its public/private alliance with the City of San Diego, meets the definition of a VIE and that the company is the primary beneficiary. Accordingly, the company’s investment in SDMSE should be consolidated under FIN 46. The company had previously accounted for its investment in SDMSE using the equity method. While consolidation of SDMSE did not impact the company’s previously reported net income (loss) or stockholders deficit, its prior year financial statements have been restated for comparative purposes as allowed by FIN 46.


Today’s filing of the 2003 10-K and the Form 10-Q for the three months ended March 31, 2003 returned the company to full compliance with The NASDAQ Stock Market’s regulatory filing requirement for continued listing. The Forms 10-K and 10-Q will be available online at the company’s website, www.ruralmetro.com, or through the Securities and Exchange Commission website at www.sec.gov.

 

Rural/Metro Corporation is a leading national provider of emergency and non-emergency medical transportation, fire protection, and other safety services in 24 states and more than 400 communities throughout the United States. For more information, visit the company’s web site at www.ruralmetro.com.

 

Except for historical information herein, this press release contains forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, among others, the company’s ability to collect its accounts receivable, sustain operating cash flows, secure new contracts, retain existing contracts, improve earnings and operating margins, further enhance the efficiency of the collection process, effectively manage collateral requirements and costs related to its insurance coverage, and remain in compliance with the terms and conditions of its credit facility. Additional factors that could affect the company are described in its Form 10-K for the year ended June 30, 2003 under the caption “Risk Factors” in the Management’s Discussion and Analysis section, and other factors as described from time to time in the company’s SEC filings. The company disclaims any obligation to update its forward-looking statements.

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