-----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, JQ7GbJhhnDSp+a0TZtIAnhFC11OrVCsiLl+qZr9XyX2747BEiOfVu+TPnSOM036q JFUb6jOFAn1444rG4qBbIg== 0001144204-10-039146.txt : 20100723 0001144204-10-039146.hdr.sgml : 20100723 20100723134700 ACCESSION NUMBER: 0001144204-10-039146 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20100723 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100723 DATE AS OF CHANGE: 20100723 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Conmed Healthcare Management, Inc. CENTRAL INDEX KEY: 0000943324 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090] IRS NUMBER: 421297992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34408 FILM NUMBER: 10966975 BUSINESS ADDRESS: STREET 1: 7250 PARKWAY DR. STREET 2: SUITE 400 CITY: HANOVER STATE: MD ZIP: 21076 BUSINESS PHONE: 5152221717 MAIL ADDRESS: STREET 1: 7250 PARKWAY DR. STREET 2: SUITE 400 CITY: HANOVER STATE: MD ZIP: 21076 FORMER COMPANY: FORMER CONFORMED NAME: PACE HEALTH MANAGEMENT SYSTEMS INC DATE OF NAME CHANGE: 19960118 8-K 1 v191314_8k.htm Unassociated Document
 
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): July 20, 2010
 

 
CONMED HEALTHCARE MANAGEMENT, INC.
(Exact name of registrant as specified in its charter)

Delaware
0-27554
42-1297992
(State or other jurisdiction of
incorporation)
(Commission File Number)
(IRS Employer
Identification No.)

7250 Parkway Dr.
Suite 400
Hanover, MD
(Address of principal executive offices)
 
21076
(Zip Code)

Registrant’s telephone number, including area code: (410) 567-5520
 
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 (see General Instruction A.2. below): 
 

 
¨ 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))  
 

 
 
On July 23, 2010, Conmed Healthcare Management, Inc. (the “Company”) announced that Dr. Howard M. Haft, the current Chief Medical Officer of the Company, would be retiring effective September 1, 2010.  Dr. Haft will continue to provide consulting and advisory services to the Company as needed.  A copy of the press release is attached hereto as Exhibit 99.1.

On July 20, 2010, the Company entered into a Retirement Agreement (the “Retirement Agreement”) with Dr. Haft effective as of July 1, 2010, which, except for the continuation of certain sections specified in the Retirement Agreement, terminates Dr. Haft’s employment agreement with the Company dated as of January 26, 2007, as amended (the “Employment Agreement”).  Under the terms of the Retirement Agreement, for the period of July 1, 2010 through August 31, 2010, Dr. Haft will continue to serve as Chief Medical Officer of the Company, and will continue to receive all of the salary and other benefits provided under his Employment Agreement.  In addition, for a six-month period following September 1, 2010, the Company will continue any life insurance benefits to which Dr. Haft was entitled in his role as Chief Medical Officer.  During the period of January 1, 2010 through August 31, 2010 (the “Bonus Eligible Period”), Dr. Haft shall be entitled to continued participation in the Company’s bonus compensation plan as set forth in the Employment Agreement and shall be eligible for a bonus, to be approved by the Board of Directors of the Company, equal to a value of up to 20% of Dr. Haft’s total compensation paid by the Company during the Bonus Eligible Period.

For the period of September 1, 2010 through February 28, 2011, the Company will pay Dr. Haft a total of $125,000, payable in installments in accordance with the Company’s regular payroll procedures (the “Retirement Payment”).  Beginning September 1, 2010 until Dr. Haft is terminated in accordance with the Retirement Agreement, Dr. Haft will be retained as an independent contractor of the Company.  For the performance of his duties as an independent contractor, the Company will pay Dr. Haft $1,200 per day, payable in accordance with the Company’s regular payroll procedures.  Either the Company or Dr. Haft may terminate the independent contractor arrangement with thirty days’ written notice to the other.

The Retirement Agreement also provides for the continuation of, among other things, covenants under the Employment Agreement imposing on Dr. Haft certain obligations with respect to non-competition, non-solicitation and non-defamation during his employment and for the three-year period following his retirement or during the period in which Dr. Haft is an owner of any issued and outstanding stock of the Company.  Dr. Haft has also entered into a confidentiality agreement with respect to confidential information of the Company.  The Retirement Agreement also contains a mutual release of certain claims as specified therein.

The foregoing does not constitute a complete summary of the terms of the Retirement Agreement, which is attached hereto as Exhibit 10.1.  The description of the terms of the Retirement agreement is qualified in its entirety by reference to such exhibit.


On July 23, 2010, the Company announced that Dr. Stephen B. Goldberg, President of Correctional Mental Health Services, LLC, a wholly owned subsidiary of the Company, will assume the corporate position of Executive Vice President. He will remain responsible for the Company’s mental and behavioral health operations.  A copy of the press release is attached hereto as Exhibit 99.2.

On July 23, 2010, the Company also announced that Dr. Robert Younes has been named Chief Medical Officer designate and will transition to the position of Chief Medical Officer on September 1, 2010, effective with the retirement of Dr. Haft.  A copy of the press release is attached hereto as Exhibit 99.1.
 


Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.

Exhibit
 
Description
     
10.1
 
Retirement Agreement dated as of July 1, 2010 by and between the Company and Howard M. Haft, M.D. (executed on July 20, 2010)
99.1
 
Press release dated July 23, 2010
99.2
 
Press release dated July 23, 2010

This Current Report on Form 8-K may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements with respect to the Company ‘s plans, objectives, expectations and intentions; and (ii) other statements that are not historical facts including statements which may be identified by words such as “may”, “could”, “would”, “should”, “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”, “projects”, “potentially” or similar expressions. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company’s control) including, without limitation, the Company’s ability to increase revenue and to continue to obtain new contracts, contract renewals and extensions; inflation exceeding the Company’s projection of the inflation rate of cost of services under multi-year contracts; the ability to obtain bonds; decreases in occupancy levels or disturbances at detention centers; malpractice litigation; the ability to utilize third party administrators for out-of-facility care; compliance with laws and government regulations, including those relating to healthcare; competition; termination of contracts due to lack of government appropriations; material adverse changes in economic and industry conditions in the healthcare market; negative publicity regarding the provision of correctional healthcare services; dependence on key personnel and the ability to hire skilled personnel; increases in healthcare costs; insurance; completion and integration of future acquisitions; public company obligations; and stock price volatility. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including the Company’s Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2009. Investors and security holders are urged to read this document free of charge on the SEC’s web site at www.sec.gov. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
 


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.
 
 
CONMED HEALTHCARE MANAGEMENT, INC.
     
 
By:
/s/ Thomas W. Fry
 
Name:
Thomas W. Fry
 
Title:
Senior Vice President, Chief Financial Officer and Secretary
 
Date:  July 23, 2010
 

EX-10.1 2 v191314_ex10-1.htm Unassociated Document
Exhibit 10.1
 
RETIREMENT AGREEMENT
 
This Retirement Agreement (“Agreement”) is entered into as of July 1, 2010 (“Effective Date”), by and between Conmed Healthcare Management, Inc., a Maryland corporation (the “Company”), and Howard M. Haft, M.D. (“Dr. Haft”).
 
WHEREAS, the parties have previously entered into that certain Employment Agreement dated as of January 26, 2007; and
 
WHEREAS, except as otherwise expressly provided herein, and except with respect to  Paragraphs 5.2(c) and (c)(i), (c)(ii), and (c)(iii), (d), (e) and (f) of the January 26, 2007 Agreement (relating to period of non-competition, non-solicitation, and non-defamation, and remedies therefor), the January 26, 2007 Employment Agreement is being terminated and this Retirement Agreement is intended to substitute therefor.
 
In consideration of the mutual covenants and conditions set forth herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows:
 
1.           Employment.  (a)  Employment.  For the period July 1, 2010 through August 31, 2010, the Company hereby employs Dr. Haft in the capacity of Chief Medical Officer of the Company, reporting directly to the President and Chief Executive Officer of the Company.  Dr. Haft accepts such employment and agrees to perform such roles and provide such management and other services for the Company as are customary to such office and such additional responsibilities, consistent with his position as the Chief Medical Officer, as may be assigned to him from time to time by the President and Chief Executive Officer of the Company.  Employee shall be entitled to all salary and other benefits under the January 26, 2007 Employment Agreement during this two (2) month term. At the conclusion of this period, Dr. Haft shall surrender to the Company the corporate credit card currently assigned and shall obtain reimbursement for further expenses in accordance with Paragraph 4.3, below.
 
(b)  Retirement.  For the period September 1, 2010 through February 28, 2011 (the “Term”), the Company shall pay Dr. Haft the total sum of $125,000 (“Retirement Payment”).  The Retirement Payment shall be paid in installments either every two weeks or twice per month based on and in accordance with the Company’s regular payroll procedures, during the Term. Said payments shall be treated as compensation with appropriate withholding and a Form W-2 issued for the corresponding tax years. Additionally, said payments shall be conditioned upon execution of the Release previously negotiated and agreed and attached to the Employment Agreement as Exhibit A, except that Conmed, Inc. shall be substituted for PACE Health Management Systems, Inc. as the named party therein.
 
2.           Independent Contractor.  Beginning September 1, 2010 until terminated in accordance with Section 5 hereof, Dr. Haft shall be retained as an independent contractor.  Dr. Haft agrees to perform such roles and provide such services for the Company, if any, as the Company may reasonably assign to him from time to time by the President and Chief Executive Officer of the Company.
 

 
3.           Obligation for Co-operation in Litigation.  Dr. Haft agrees that so long as this Agreement remains in effect, he shall co-operate fully in conjunction with the defense of any litigation against the Company, any of its employees, and any of the governmental entities to whom the Company provides healthcare services relating to the rendering of healthcare services or the management/supervision of healthcare personnel. Dr Haft will be compensated as an Independent contractor as specified  herein for his participation and cooperation.
 
4.           Compensation and Benefits as Independent Contractor.
 
4.1           Cash Compensation.  For the performance of Dr. Haft’s duties hereunder as an Independent Contractor, the Company shall pay Dr. Haft the total sum of $1,200 per day or portion of a day (“I.C. Payments”).  The I.C. Payments shall be paid in installments either every two weeks or twice per month, based on and in accordance with Company’s regular payroll procedures, during the Term. The parties agree that the compensation under this Paragraph shall be in addition to the Retirement Payment under Paragraph 1.b. above. However, taxes shall be withheld and reporting shall be made consistent with the Retirement Payments despite referral to the status herein as “Independent Contractor.”
 
4.2           Bonus Plan.
 
(a)           During the period January 1, 2010 through August 31, 2010, Dr. Haft shall be entitled to continued participation in the bonus compensation plan further defined in Section 3.2(b).  Any bonus or incentive compensation paid to Dr. Haft shall be in addition to Salary and Retirement Payment.  All compensation earned by Dr. Haft, including any bonus as an employee, shall be subject to all applicable state and federal tax obligations.  Dr. Haft shall be solely responsible for all applicable state and federal tax obligations for the I.C. Payments.
 
(b)           Dr. Haft shall be eligible annually for a bonus to be approved by the Board.  The amount of the bonus shall be equal to a value of up to 20% of Dr. Haft’s total compensation paid by Company during the period January 1, 2010 through August 31, 2010.  Dr. Haft’s bonus, as earned, shall be payable in the form of cash and/or shares of the Company’s capital stock issued by the Company, as shall be determined in the sole discretion of the Board, at the later of (i) the end of the first fiscal quarter of the Company following the end of the period for which the bonus was earned, or (ii) upon the issuance of the independent auditors report for the period ending when the bonus was earned.
 
4.3           Reimbursement of Expenses as an Independent Contractor.  Dr. Haft shall be entitled to be reimbursed for all reasonable expenses as described in accordance with Company policy, including but not limited to expenses for travel for business, as appropriate, and business meals and entertainment, incurred by Dr. Haft in performing his tasks, duties and responsibilities under Sections 2, or otherwise as approved in advance by the Company in connection with and reasonably related to the furtherance of the Company’s business.  The Company shall reimburse Dr. Haft for travel expenses for approved or assigned business purposes, including but not limited to, tolls, gasoline and parking.  Dr. Haft shall submit expense reports and receipts documenting the expenses incurred in accordance with Company policy, and the Company shall remit payment in accordance with its ordinary procedures through its payroll process.  The Company’s obligation to reimburse authorized expenses incurred or accrued prior to termination of Dr. Haft’s service as an independent contractor hereunder, whether by the Company with or without Cause or by Dr. Haft with or without Good Reason (“Cause”, “without Cause” and “Good Reason” are defined in Section 5.1 of the original Employment Agreement and those definitions are incorporated herein), shall survive any such termination.
 
2

 
4.4           Additional Benefits During period of Service as Independent Contractor.  Dr. Haft shall be permitted to retain at Company expense the Blackberry currently in his possession for use during his term of service as an independent contractor. Dr. Haft shall also be permitted to retain the laptop computer currently in his possession during the period of service as an independent contractor. Further, in exchange for Dr. Haft maintaining his license(s) to practice medicine, the Company agrees to maintain the cost of such licensure(s) and shall include Dr. Haft on the Conmed Malpractice Insurance coverage.
 
4.5           Continuation of Life Insurance. As provided in Paragraph 3.4 of the Employment Agreement, the Company shall continue in force and effect for six months from September 1, 2010 any life insurance benefits to which Dr. Haft was entitled in his role as Chief Medical Officer.
 
5.           Termination.  Either party may terminate the independent contractor arrangement with 30 days’ written notice to the other.
 
6.           Non-Disclosure.  Dr. Haft agrees to execute the confidentiality Agreement attached as Exhibit B with respect to confidential information of the Company and to abide by its terms.
 
7.           General Provisions
 
7.1           Assignment.  Neither party may assign or delegate any of his or its rights or obligations under this Agreement without the prior written consent of the other party.
 
7.2           Entire Agreement.  This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes any and all prior written and verbal agreements between the parties.
 
7.3           Modifications.  This Agreement may be changed or modified only by an agreement in writing signed by both parties hereto.
 
7.4           Successors and Assigns.  The provisions of this Agreement shall inure to the benefit of, and be binding upon, the Company and its successors and permitted assigns and Dr. Haft and Dr. Haft’s legal representatives, heirs, legatees, distributees, assigns and transferees by operation of law, whether or not any such person shall have become a party to this Agreement and have agreed in writing to join and be bound by the terms and conditions hereof.
 
7.5           Governing Law.  This Agreement shall be governed by, construed and enforced in accordance with, the laws of the State of Maryland, and venue and jurisdiction for any disputes hereunder shall be heard in any court of competent jurisdiction in Maryland for all purposes.
 
3

 
7.6           Severability.  If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.
 
7.7           Further Assurances.  The parties will execute such further instruments and take such further actions as may be reasonably necessary to carry out the intent of this Agreement.
 
7.8           Notices.  Any notices or other communications required or permitted hereunder shall be in writing and shall be deemed received by the recipient when delivered personally or, if mailed, five (5) days after the date of deposit in the United States mail, certified or registered, postage prepaid and addressed, in the case of the Company, to its corporate headquarters, attention Chairman of the Board, and in the case of Dr. Haft, to the address shown for Dr. Haft on the signature page hereof, or to such other address as either party may later specify by at least ten (10) days advance written notice delivered to the other party in accordance herewith.
 
7.9           No Waiver.  The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver of that provision, nor prevent that party thereafter from enforcing that provision of any other provision of this Agreement.
 
7.10           Legal Fees and Expenses.  In the event of any disputes under this Agreement, the prevailing party or parties shall be reimbursed by the party or parties who do not prevail for their reasonable attorneys, accountants and expert fees and related expenses and for the costs of such proceeding.
 
7.11           Counterparts.  This Agreement may be executed by exchange of facsimile signature pages and/or in counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
 
(Remainder of page intentionally left blank)
 
4

 
IN WITNESS WHEREOF, the Company and Dr. Haft have executed this Agreement, effective as of the day and year first above written.


CONMED HEALTHCARE MANAGEMENT, INC.



By:  /s/ Richard W. Turner
Richard W. Turner, Ph.D., Chairman and CEO

Address:
7250 Parkway Dr.
Hanover, MD 21076


By: /s/ Howard M. Haft
Howard M. Haft, M.D.

Address:
208 Morgans Ridge Court
LaPlata, MD 20646-3100
EX-99.1 3 v191314_ex99-1.htm Unassociated Document
Exhibit 99.1
 
 Conmed Healthcare Management, Inc. Announces Retirement of Dr. Howard Haft, Executive Vice President and Chief Medical Officer and Promotes Dr. Robert Younes to Chief Medical Officer


Hanover, Md. -- (BUSINESS WIRE)—July 23, 2010 -- Conmed Healthcare Management, Inc. (NYSE - Amex: CONM), a leading full service provider of correctional facility healthcare services to county and municipal detention centers, today announced that Dr. Howard M. Haft, Executive Vice President and Chief Medical Officer, one of the founders of Conmed, Inc. will retire effective September 1, 2010.  Dr. Haft will continue to provide consulting and advisory services to the Company as needed. Dr. Robert Younes has been named Chief Medical Officer designate and will transition to the position of Chief Medical Officer on September 1, 2010.

“We are grateful to Howard for his legacy of leadership as a founder and our Chief Medical Officer,” stated Dr. Richard Turner, Chairman and Chief Executive Officer of Conmed. “The solid foundation and reputation created by Dr. Haft and his co-founder, Ronald Grubman, in 1984 continues to guide our efforts today and contributes to our ongoing success in serving our customers. I am confident that Dr. Younes will continue to serve Conmed’s constituencies with the same dedication and level of service.”

Dr. Turner concluded, “When we first partnered with Howard, we were serving 17 counties in four states and had 2006 revenues of $16.8 million. We now service 37 county and municipal correctional facilities in seven states, with approximately $182 million in signed contracts for future services as of June 30, 2010. We are at a current run rate of more than $61 million in annual revenues and anticipate growth and success as the Company continues to execute. We appreciate Howard’s numerous contributions and look forward to his continued involvement as a medical advisor for us.”

Dr. Younes has been associated with Conmed since November 2007, and currently serves as the Regional Medical Director for Conmed’s Mid-Atlantic Region (Maryland and Virginia sites). Prior to coming to Conmed, Dr. Younes served as Medical Director at the Medical Education Center Primary Care Clinic of the Northern Virginia Community College, overseeing the delivery of services to over 20,000 patients. He spent much of his career as a pioneer in managed care, serving as Medical Director for one of America’s original managed care organizations. He also serves on the Board of Governors (Emeritus) of the St. Jude Children’s Research Hospital. Dr. Younes received his medical degree from McGill University in Montreal, Canada and is a Fellow of the American College of Health Care Executives.

Dr. Haft founded Conmed in 1984 with Ronald Grubman to provide medical services to offenders incarcerated at the St. Mary’s County, Maryland, Detention Center. Under their leadership, Conmed grew into an organization that provided services to a significant number of the private healthcare operations in local detention centers throughout Maryland. When a change of control of Conmed occurred in 2007, Dr. Haft played a critical role in the transition of the operation, and assumed the title of Chief Medical Officer. As Conmed has continued to expand to provide services throughout the country in seven different states, Dr. Haft’s clinical leadership has ensured that there is quality healthcare associated with the Conmed brand name and that the Company attends diligently to its customers’ constitutional obligation to provide the appropriate level of healthcare to their inmates. Dr. Haft has been a pioneer in the field of electronic medical records and remains an active advocate for this important initiative, consistent with his ongoing interest and work in maximizing the quality and efficiency of patient care within the facilities served by Conmed.


 
About Conmed
Conmed has provided correctional healthcare services since 1984, beginning in the State of Maryland, and currently serves county and municipal correctional facilities in thirty-seven counties in seven states, including Arizona, Kansas, Maryland, Oklahoma, Oregon, Virginia and Washington. Conmed's services have expanded to include mental health, pharmacy and out-of-facility healthcare services.

Forward Looking Statements
This press release may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements with respect to the Company's plans, objectives, expectations and intentions; and (ii) other statements that are not historical facts including statements which may be identified by words such as "may," "could," "would," "should," "believes," "expects," "anticipates," "estimates," "intends," "plans," "projects," "potentially," or similar expressions. These statements are based upon the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company's control) including, without limitation, the Company's ability to increase revenue and to continue to obtain new contracts, contract renewals and extensions; inflation exceeding the Company’s projection of the inflation rate of cost of services under multi-year contracts; the ability to obtain bonds; decreases in occupancy levels or disturbances at detention centers; malpractice litigation; the ability to utilize third party administrators for out-of-facility care; compliance with laws and government regulations, including those relating to healthcare; competition; termination of contracts due to lack of government appropriations; material adverse changes in economic and industry conditions in the healthcare market; negative publicity regarding the provision of correctional healthcare services; dependence on key personnel and the ability to hire skilled personnel; increases in healthcare costs; insurance; completion and integration of future acquisitions; public company obligations; and stock price volatility. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2009. Investors and security holders are urged to read this document free of charge on the SEC's web site at www.sec.gov. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
 
Contact:    
Conmed Healthcare Management, Inc.
Thomas W. Fry, 410-567-5529
Chief Financial Officer
tfry@conmed-inc.com
or 
Hayden IR
Peter Seltzberg, 646-415-8972
peter@haydenir.com

####
 

EX-99.2 4 v191314_ex99-2.htm Unassociated Document
Exhibit 99.2
 
Conmed Healthcare Management, Inc. Names Dr. Stephen Goldberg as Executive Vice President


Hanover, Md. -- (BUSINESS WIRE)—July 23, 2010 -- Conmed Healthcare Management, Inc. (NYSE - Amex: CONM), a leading full service provider of correctional facility healthcare services to county and municipal detention centers, today announced that Dr. Stephen B. Goldberg, President and Founder of Correctional Mental Health Services, LLC (CMHS), a wholly owned subsidiary of Conmed, will assume the additional corporate position of Executive Vice President. He will remain responsible for the Company’s mental and behavioral health operations.

The promotional appointment of Dr. Goldberg to Executive Vice President follows consistent growth in the Company’s delivery of mental health services to detention centers under Dr. Goldberg’s leadership.  Conmed acquired Correctional Mental Health Services in 2008 and retained Dr. Goldberg as President of the subsidiary. “Dr. Goldberg is truly a leader in correctional psychiatry and an innovator in the way in which psychiatric services are delivered to inmate populations,” stated Dr. Richard Turner, Chairman and Chief Executive Officer of Conmed. “Mental and behavioral health is one of the fastest growing segments of healthcare services in detention facilities, and Steve has demonstrated that quality care and cost containment are not mutually exclusive.”

In the short time since the Conmed acquisition of CMHS, Dr. Goldberg has either obtained new contracts or expanded services relating to mental health in twelve counties within the states Conmed serves yielding annual revenues in excess of $1.8 million. In addition to his duties related to the mental and behavioral health services arena, Dr. Goldberg has taken an active role in Conmed’s corporate operations and has consistently demonstrated his commitment to, and focus on, Conmed’s continued growth and success.

Dr. Goldberg is Board Certified in Psychiatry and has added Board qualifications in Forensic Psychiatry. He holds teaching appointments at the University of Maryland’s School of Medicine, Johns Hopkins School of Medicine and the Walter Reed Medical Center.  Dr. Goldberg completed his undergraduate training at the University of Florida and attended Medical School at the University of Colorado.  He did his Psychiatric Residency training at the University of Maryland and completed a fellowship in the combined University of Maryland/Johns Hopkins Forensic Psychiatry Fellowship Program.

Dr. Goldberg was the Director of Admissions, the Director of Pretrial Services and Associate Medical Director at Clifton T. Perkins Hospital Center, the maximum security State Psychiatric Hospital in Maryland.   During his time at Clifton T. Perkins, Dr. Goldberg was one of the primary instructors for the University of Maryland/Johns Hopkins Forensic Fellowship Program.  He also concurrently held the position of Director of Psychiatry at the Baltimore County Detention Center.

Dr. Goldberg holds active membership and has held leadership positions in local, state and national organizations such as the American Academy of Psychiatry and the Law, the Chesapeake Chapter of the American Academy of Psychiatry and the Law, the American Psychiatric Association, the Maryland Psychiatric Society and the Maryland Correctional Administrators Association.  He has been appointed to statewide task forces in both Maryland and Virginia on topics that include community mental health, incarceration and release of the mentally ill and telepsychiatry.  Dr. Goldberg has written a chapter on violence in Emergency Departments and has spoken at both the local and national levels on various topics such as jail-based comprehensive mental health services, Maryland’s insanity defense, mental illness versus malingering, hospital safety, prediction of inmates’ early adjustment to prison, telepsychiatry and management of the violent psychiatric patient.


 
About Conmed
Conmed has provided correctional healthcare services since 1984, beginning in the State of Maryland, and currently serves county and municipal correctional facilities in thirty-seven counties in seven states, including Arizona, Kansas, Maryland, Oklahoma, Oregon, Virginia and Washington. Conmed's services have expanded to include mental health, pharmacy and out-of-facility healthcare services.

Forward Looking Statements
This press release may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements with respect to the Company's plans, objectives, expectations and intentions; and (ii) other statements that are not historical facts including statements which may be identified by words such as "may," "could," "would," "should," "believes," "expects," "anticipates," "estimates," "intends," "plans," "projects," "potentially," or similar expressions. These statements are based upon the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. These forward-looking statements involve certain risks and uncertainties that are subject to change based on various factors (many of which are beyond the Company's control) including, without limitation, the Company's ability to increase revenue and to continue to obtain new contracts, contract renewals and extensions; inflation exceeding the Companys projection of the inflation rate of cost of services under multi-year contracts; the ability to obtain bonds; decreases in occupancy levels or disturbances at detention centers; malpractice litigation; the ability to utilize third party administrators for out-of-facility care; compliance with laws and government regulations, including those relating to healthcare; competition; termination of contracts due to lack of government appropriations; material adverse changes in economic and industry conditions in the healthcare market; negative publicity regarding the provision of correctional healthcare services; dependence on key personnel and the ability to hire skilled personnel; increases in healthcare costs; insurance; completion and integration of future acquisitions; public company obligations; and stock price volatility. More detailed information about the Company and the risk factors that may affect the realization of forward-looking statements is set forth in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K filed with the SEC for the fiscal year ended December 31, 2009. Investors and security holders are urged to read this document free of charge on the SEC's web site at www.sec.gov. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
 
Contact:    
Conmed Healthcare Management, Inc.
Thomas W. Fry, 410-567-5529
Chief Financial Officer
tfry@conmed-inc.com
or 
Hayden IR
Peter Seltzberg, 646-415-8972
peter@haydenir.com
 
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