-----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, NurcWLW9aMwm5AmwJlvx9J1SEnBFoPD+4Yo29XphNtp8k4iE4hKyjtHsxATz2628 WWtIfW/zmFLhFWcT2mL88g== 0000950129-05-007298.txt : 20050726 0000950129-05-007298.hdr.sgml : 20050726 20050726164911 ACCESSION NUMBER: 0000950129-05-007298 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050722 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050726 DATE AS OF CHANGE: 20050726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LHC Group, Inc CENTRAL INDEX KEY: 0001303313 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 710918189 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51343 FILM NUMBER: 05974708 BUSINESS ADDRESS: STREET 1: 420 WEST PINHOOK ROAD STREET 2: SUITE A CITY: LAFAYETTE STATE: LA ZIP: 70503 BUSINESS PHONE: 337-233-1307 MAIL ADDRESS: STREET 1: 420 WEST PINHOOK ROAD STREET 2: SUITE A CITY: LAFAYETTE STATE: LA ZIP: 70503 FORMER COMPANY: FORMER CONFORMED NAME: LHC Group, LLC DATE OF NAME CHANGE: 20040915 8-K 1 h27283e8vk.htm LHC GROUP, INC. e8vk
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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 22, 2005
LHC Group, Inc.
(Exact Name of Registrant as Specified in its Charter)
         
Delaware
(State or Other Jurisdiction of
Incorporation)
  8082
(Commission File Number)
  71-0918189
(I.R.S. Employer
Identification No.)
     
420 West Pinhook Rd., Suite A, Lafayette, LA
(Address of Principal Executive Offices)
  70503
(Zip Code)
(337) 233-1307
(Registrant’s telephone number, including area code)
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))
 
 

 


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Item 8.01 Other Events.
     On July 22, 2005, LHC Group, Inc. (the “Company”) issued a press release announcing that it has executed a definitive agreement to acquire all of the outstanding common stock of Home Care Plus, Inc., a privately-held West Virginia corporation (“Home Care Plus”) and provider of home healthcare services, for a purchase price of approximately $4.5 million.
     Home Care Plus operates four satellite offices in addition to its Lewisburg, West Virginia headquarters, including offices in Alderson, Rupert and White Sulphur Springs, within West Virginia’s Greenbriar County, and an office in Pickaway within Monroe County, West Virginia.
     Completion of the sale is subject to regulatory clearance and satisfaction of customary closing conditions. The acquisition, which has received approval from both LHC Group and Home Care Plus’ respective Boards of Directors, is expected to close in the third quarter of fiscal year 2005.
Item 9.01 Financial Statements and Exhibits.
     A copy of the Company’s press release concerning the Home Care Plus acquisition is attached as Exhibit 99.1 to this Current Report on Form 8-K.

 


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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.
         
  LHC GROUP, INC.
 
 
  By:   /s/ R. Barr Brown    
    R. Barr Brown   
    Senior Vice President, Chief Financial Officer and Treasurer   
 
Dated: July 26, 2005

 


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INDEX TO EXHIBITS
     
EXHIBIT NO.   DESCRIPTION
99.1
  Press Release, dated July 22, 2005

 

EX-99.1 2 h27283exv99w1.htm PRESS RELEASE DATED JULY 22, 2005 exv99w1
 

Exhibit 99.1
LHC GROUP Announces Definitive Agreement to Acquire Home Care Plus of West Virginia
Lafayette, LA July 22, 2005 — LHC Group, Inc. (NASDAQ: LHCG), one of the leading post-acute and home healthcare providers in rural markets throughout the southern US, announced today that it has executed a definitive agreement to acquire the stock of Home Care Plus of Lewisburg, West Virginia, a privately held provider of home healthcare services in the that state.
LHC Group will pay $4.5 million in cash for Home Care Plus, which had fiscal-year ending December 31, 2004 revenues of $5.3 million. Completion of the sale is subject to regulatory clearance and satisfaction of customary closing conditions. The acquisition, which has received approval from both LHC Group and Home Care Plus’ respective Boards of Directors, is expected to close in the third quarter of fiscal year 2005. Home Care Plus’ operations will be operated consistent with LHC Group’s operating model and its founding managers will stay on to continue growing the business in conjunction with LHC Group’s long-term strategy.
Keith Myers, president and CEO of LHC Group, said, “We are very pleased about the pending acquisition of Home Care Plus. We believe that its strong management team, broad service offerings and strong local market position fit LHC Group, and there is also a shared philosophy that will ensure a successful integration into the LHC Group family. Home Care Plus is a company that has built its business one patient at a time, which is the LHC Group philosophy as well.”
He added, “Home Care Plus is also an attractive acquisition because of its solid financial performance, thanks in large part to the diligent, day-to-day control by management and a low caregiver turnover. Also, the company has an attractive payor mix, with 78% of revenues coming from Medicare and less than 10% from Medicaid. It offers us a foothold in West Virginia, as well as the ability to expand into other nearby areas. Pamela Wiggelsworth, founder of Home Care Plus, will remain with the company and will continue her operational responsibilities, as well as being responsible for increasing our presence in the region.”
Pamela Wigglesworth, founder of Home Care Plus said, “We are very happy to become part of the LHC Group family, which is committed to the quality and continuity of care for the residents of the communities that we serve. We also are enthused about joining LHC Group at an important time in its growth. This opportunity will allow us greater resources for those we serve and to expand into places we currently don’t operate. Our employees, who are the valuable asset in this business, will have greater career opportunities and a new vision. We believe this is an excellent opportunity for our employees and patients alike.”
Myers concluded, “This acquisition is part of our two-pronged strategy for growth. We fully intend to pursue organic growth in our existing operations, but we also welcome the opportunity to acquire a platform for growth like we will be doing in the Home Care Plus acquisition. We will continue to pursue similar opportunities in certain markets, and we are excited that Pam and her team will quickly become an effective, integral part of the LHC Group’s expansion plan.”
About LHC Group, Inc.
LHC Group is a provider of post-acute healthcare services primarily in rural markets in the southern United States. LHC Group provides home-based services through its home nursing agencies and hospices and facility-based services through its long-term acute care hospitals and rehabilitation facilities.
About Home Care Plus
Privately held Home Care Plus operates four satellite offices in addition to its Lewisburg headquarters in Alderson, Rupert and White Sulphur Springs, in West Virginia’s Greenbriar county, and Pickaway in Monroe county, West Virginia.

 


 

Certain matters discussed in this press release are “forward-looking statements” intended to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act of 1995. In particular, the Company’s statements regarding trends in the marketplace and potential future results are examples of such forward-looking statements. The forward-looking statements include risks and uncertainties, including, but not limited to, the consummation and the successful integration of the proposed acquisition, the timing of projects due to the variability in size, scope and duration of projects, estimates made by management with respect to the Company’s financial results, critical accounting policies, regulatory delays, clinical study results which lead to reductions or cancellations of projects, and other factors, including general economic conditions and regulatory developments, not within the Company’s control. The factors discussed herein and expressed from time to time in the Company’s filings with the Securities and Exchange Commission could cause actual results and developments to be materially different from those expressed in or implied by such statements. The forward-looking statements are made only as of the date of this press release and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstance.
Contact:
Porter, LeVay & Rose, Inc.
Investor Relations:
Michael Porter, 212-564-4700
Fax: 212-244-3075
www.plrinvest.com
or
LHC Group, Inc.
R. Barr Brown, 337-233-1307
Source: LHC Group, Inc.

 

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