-----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, F4sKtK/c/sAy/TX1L311UrasMXL59my9avVsHxYHaRWv2bbie8iLz101etaEfMBU 4WECijpxgFUcqOEEFNq/Cg== 0000915127-06-000035.txt : 20061016 0000915127-06-000035.hdr.sgml : 20061016 20061016094202 ACCESSION NUMBER: 0000915127-06-000035 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061016 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061016 DATE AS OF CHANGE: 20061016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHC INC /MA/ CENTRAL INDEX KEY: 0000915127 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 042601571 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-22916 FILM NUMBER: 061145319 BUSINESS ADDRESS: STREET 1: 200 LAKE ST STE 102 CITY: PEABODY STATE: MA ZIP: 01960 BUSINESS PHONE: 9785362777 MAIL ADDRESS: STREET 1: 200 LAKE ST STREET 2: STE 102 CITY: PEABODY STATE: MA ZIP: 01960 8-K/A 1 k8a_101606.txt REVISED FINANCIAL INFORMATION UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/a Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2006 PHC, Inc. (Exact Name of Registrant as Specified in its Charter) Massachusetts (State of Incorporation or Organization) 0-22916 04-2601571 (Commission File Number) (I.R.S. Employer Identification No.) 200 Lake Street, Suite 102, Peabody, Massachusetts 01960 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (978) 536-2777 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 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-4c)) -- 1 -- Item 2.02. Results of Operations and Financial Condition The registrant is providing the following information pursuant to Item 2.02. The information being provided consists of the attached revised press release relating to the registrants results of operations and financial condition for the quarter and year ended June 30, 2006. The text of the revised press release is included as Exhibit 99.1 to this report. In preparation of the Company's annual report on 10-K the Company found a miscalculation in the deferred tax asset which resulted in an increase in deferred tax benefit and related increases in total assets, stockholders equity and net income of $213,447 resulting in increased earnings per share of $.01. The information furnished pursuant to this Current Report on Form 8-K (including the exhibits hereto) shall not be considered "filed" under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any of the registrant's filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Registrant expressly states in such filing that such information is to be considered "filed" or incorporated by reference therein. Item 9.01 Financial Statements and Exhibits (d) The following exhibit is being furnished herewith: Exhibit No. Exhibit Description 99.1 Press release text of PHC, Inc. dated October 16, 2006. -- 2 -- 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. PHC, INC. Date: October 16, 2006 By: /s/ Bruce A. Shear ___________________ Bruce A. Shear President -- 3 -- EX-99 2 exh99_1.txt REVISED FINANCIAL INFO 2006 & FOURTH QUARTER Exhibit 99.1 PHC, INC. REVISED FINANCIAL INFORMATION FISCAL YEAR 2006 AND FOURTH QUARTER FOR IMMEDIATE RELEASE Company Contact: Investor Relations Contact: __________________ ____________________________ PHC, Inc. Hayden Communications, Inc. Bruce A. Shear Matt Hayden or Brett Maas 978-536-2777 843-272-4653 In preparation of the Company's annual report on 10-K the Company found a miscalculation in the deferred tax asset which resulted in an increase in deferred tax benefit and related increases in total assets, stockholders equity and net income of $213,447 resulting in increased earnings per share of $.01. Key Financial Indicators (all numbers in thousands, except per-share amounts) Increase Q4 2006 Q4 2005 (decrease) % Change _______ _______ __________ _________ Consolidated revenues $10,412 $9,273 $1,139 12.3% Patient care revenues $ 7,391 $7,191 $ 200 2.8% Pharmaceutical study revenues $ 1,886 $1,125 $ 761 67.6% Contract support service revenues $ 1,135 $ 957 $ 178 18.6% Income from operations $ 921 $1,040 $ (119) (11.4%) Net Income $ 2,364 $1,091 $1,273 116.7% Earnings per share - Basic $ 0.13 $ 0.06 $ 0.07 116.7% Earnings per share - Diluted $ 0.12 $ 0.06 $ 0.06 100.0% (all numbers in thousands, except per-share amounts) Increase FY 2006 FY 2005 (decrease) % Change _______ _______ __________ _________ Consolidated revenues $38,013 $34,063 $3,950 11.6% Patient care revenues $27,862 $26,087 $1,775 6.8% Pharmaceutical study revenues $ 5,799 $ 4,509 $1,290 28.6% Contract support service revenues $ 4,352 $ 3,467 $ 885 25.5% Income from operations $ 3,184 $ 3,587 $( 403) (11.2%) Net Income $ 4,045 $ 3,156 $ 889 28.2% Earnings per share - Basic $ 0.22 $ 0.18 $ 0.04 22.2% Earnings per share - Diluted $ 0.21 $ 0.17 $ 0.04 23.5% Net income for the three months was $2.4 million, or $0.12 per fully diluted share (based on 19.2 million fully diluted shares) compared to net income of $1.0 million, or $0.06 per fully diluted share (based on 18.3 million shares) for the fourth quarter last year. The Company's income tax benefit was $1.5 million, or $.08 per share, for the quarter, versus $171,892 in the fourth quarter last year due to the recognition of the Company's net operating loss carry-forward at June 30, 2006. The Company's balance sheet reported a current ratio of 2.1:1 on June 30, 2006. Stockholders' equity increased 47.8 percent to $135 million on June 30, 2006 from $9.1 million on June 30, 2005. -- 4 -- About Pioneer Behavioral Health Pioneer Behavioral Health operates companies that provide inpatient and outpatient behavioral health care services, clinical research, and Internet-and telephonic-based referral services. The Companies contract with national insurance companies, government payors, and major transportation and gaming companies, among others, to provide such services. For more information, please visit www.phc-inc.com or www.haydenir.com. Statement under the Private Securities Litigation Reform Act of 1995: This press release may include "forward-looking statements" that are subject to risks and uncertainties. Forward-looking statements include information about possible or assumed future results of the operations or the performance of the Company and its future plans and objectives. Various future events or factors may cause the actual results to vary materially from those expressed in any forward-looking statements made in this press release. For a discussion of these factors and risks, see the Company's annual report on Form 10-K for the most recently ended fiscal year. -- 5 -- -----END PRIVACY-ENHANCED MESSAGE-----