-----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, V8EmPOUHrFTC+n77g61nSJ7gfjylkA9Ru5brCCTjJViKrUk46MgTclHslFd8Dnp9 RcYAHv+QqMVI+/304j3jdQ== 0001127716-01-500002.txt : 20010125 0001127716-01-500002.hdr.sgml : 20010125 ACCESSION NUMBER: 0001127716-01-500002 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010124 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ALMOST FAMILY INC CENTRAL INDEX KEY: 0000799231 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 061153720 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-38548 FILM NUMBER: 1514386 BUSINESS ADDRESS: STREET 1: 100 MALLARD CREEK RD STREET 2: STE 400 CITY: LOUISVILLE STATE: KY ZIP: 40207 BUSINESS PHONE: 5028995355 MAIL ADDRESS: STREET 1: 100 MALLARD CREEK ROAD STREET 2: SUITE 400 CITY: LOUISVILLE STATE: KY ZIP: 40207 FORMER COMPANY: FORMER CONFORMED NAME: CARETENDERS HEALTH CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: SENIOR SERVICE CORP DATE OF NAME CHANGE: 19920123 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RUSSELL DAVID T CENTRAL INDEX KEY: 0001127716 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2001 E JACKSON ST. CITY: BLOOMINGTON STATE: IL ZIP: 61701 BUSINESS PHONE: 3096618554 MAIL ADDRESS: STREET 1: 2001 E JACKSON ST CITY: BLOOMINGTON STATE: IL ZIP: 61701 SC 13D/A 1 r13d-3.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2 )* ----- Almost Family, Inc. (AFAM) - -------------------------------------------------------------------------------- (Name of Issuer) COMMON - -------------------------------------------------------------------------------- (Title of Class of Securities) 020409108 ------------------------------ (CUSIP Number) David T. Russell, PhD, 2001 East Jackson St., Bloomington, IL 61701 309-661-8554 ------------------------------------------------------------------------------ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) 1/24/01 ------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D/A (AMENDMENT No. 2) --------------------- CUSIP No. 020409108 1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON David T. Russell -------------------------------------------------------------------------- 2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ X ] 3) SEC USE ONLY -------------------------------------------------------------------------- 4) SOURCE OF FUNDS PF -------------------------------------------------------------------------- 5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] -------------------------------------------------------------------------- 6) CITIZENSHIP OR PLACE OF ORGANIZATION Illinois -------------------------------------------------------------------------- 7) SOLE VOTING POWER NUMBER OF 192,545 common shares (6.13%) SHARES -------------------------------------------------- BENEFICIALLY 8) SHARED VOTING POWER OWNED BY 0 -------------------------------------------------- EACH 9) SOLE DISPOSITIVE POWER REPORTING 192,545 PERSON -------------------------------------------------- WITH 10) SHARED DISPOSITIVE POWER 0 -------------------------------------------------- 11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON Aggregate amount owned is 192,545 shares (6.13%) -------------------------------------------------------------------------- 12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] -------------------------------------------------------------------------- 13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.13% -------------------------------------------------------------------------- 14) TYPE OF REPORTING PERSON* IN -------------------------------------------------------------------------- Item 1. Security and Issuer Common stock of Almost Family, Inc. (AFAM) 100 Mallard Creek Road, Suite 400, Louisville, KY, 40207. Item 2. Identity and Background David T. Russell is an individual investor residing in Bloomington, Illinois, and is a citizen of the United States and the State of Illinois. No convictions or administrative proceedings. Item 3. Source and Amount of Funds or Other Consideration Source of funds is personal investment capital and available buying power. Item 4. Purpose of Transaction The purpose of additional share purchases is for investment in the leading provider of adult day care. I believe that AFAM management is doing an excellent job of refocusing on core operations and improving operating cash flow. Moreover, the reimbursement climate is improving as state Medicaid programs increase rates to more reasonable levels. AFAM's operating model provides clients and payors with quality supervision and health care at a substantial savings over alternatives. The company's recent SEC filing on form 10-Q dated November 8, 2000, indicated substantial increases in cash flows (EBITDA) and earnings. Despite an increase in the company's common stock price during the past seven months, the company's stock price does not reflect the company's current performance or future earning power. If carried out, the company's previously announced plans to sell its visiting nurse operations may provide additional opportunities to increase shareholder value. However, given the company's strong cash flow, it is my belief that the company needs neither the proceeds from such a sale nor the prospects of a sale to address the current low stock price. Future purchases and sales of AFAM common stock are possible. Due to a persistently low stock valuation and because of the size of my holdings, I intend to pursue more active involvement in the company. I hope to work with AFAM's management and Board of Directors to increase shareholder value and raise the company's visibility with prospective investors. Also, I will encourage certain members of the company's Board to make a more significant investment in the company's shares in order to align their own interests more directly with the interests of the shareholders. Item 5. Interest in Securities of the Issuer (a,b) Filer owns and has sole voting and dispositive power over 192,545 shares of AFAM common stock. This filing also amends earlier filings to reflect 5,045 shares held by a retirement plan custodian that previously were thought to be exempt from disclosure on form 13D. These shares were acquired over 90 days ago. (c) Filer's transactions since 11/30/00 were the purchase (net of sales) of common shares through the following transactions: No. of AFAM Average purchase Date shares bought price ------- -------------- ---------------- 12/20/00 2,500 3.4375 1/5/01 2,500 4.00 ------- ----- Total: 5,000 Avg: $3.72 (d) N/A (e) N/A Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer N/A Item 7. Material to be Filed as Exhibits N/A Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. January 24, 2001 David T. Russell, PhD - ------------------ --------------------------------- Date David T. Russell, PhD -----END PRIVACY-ENHANCED MESSAGE-----