10-K/A 1 december2001-10kamendment.txt AMENDMENT TO ANNUAL REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) / / ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2001 OR / X / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-09848 ALMOST FAMILY, INC. (Exact name of registrant as specified in its charter) Delaware 06-1153720 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 100 Mallard Creek Road, Suite 400, Louisville, Kentucky 40207 (Address of principal executive offices) (Zip Code) (502) 899-5355 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Title of Each Class Name of Each Exchange on Which Registered Common Stock, par value $.10 per share NASDAQ SmallCap System Preferred Stock Purchase Rights Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of regulation S-K is not contained herein, and will not be contained, to the best of the Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ____X__ As of March 28, 2002, 2,480,562 shares of the Registrant's Common Stock were outstanding. The aggregate market value of Registrant's Common Stock held by non-affiliates of the Registrant as of March 28, 2002 was approximately $28,030,350 (based on the last sale price of a share of the common stock as of March 28, 2002 ($11.30), as reported by the NASDAQ SmallCap System). DOCUMENTS INCORPORATED BY REFERENCE None. EXPLANATORY NOTE The Registrant hereby files Amendment No. 1 to the Transition Report on Form 10-K for the period ended December 31, 2001, for the purpose of (i) amending and restating Item 1 to delete under the heading "Recent Developments-Restatement of Financial Statements" a bracketed drafting comment that was intended to be deleted from the Form 10-K as initially filed and (ii) including Exhibit 99, Management's letter to the Securities and Exchange Commission concerning Arthur Andersen LLP, which was inadvertently omitted from the Form 10-K as initially filed. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused Amendment No. 1 to the Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized. ALMOST FAMILY, INC. S/ William B. Yarmuth April 2, 2002 ---------------------------------------------------------------- William B. Yarmuth Chairman, President and Chief Executive Officer S/ C. Steven Guenthner April 2, 2002 ---------------------------------------------------------------- C. Steven Guenthner Senior Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) EXHIBIT 99 Securities and Exchange Commission 450 Fifth Street, N.W. Washington D.C. 20549 Re: Arthur Andersen LLP Ladies and Gentlemen: Our independent public accountant is Arthur Andersen LLP ("Andersen"). In connection with their audit of the consolidated financial statements of Almost Family, Inc. for the year ended December 31, 2001, Andersen has represented to us that its audit was subject to Andersen's quality control system for the U.S. accounting and auditing practice to provide reasonable assurance that the engagement was conducted in compliance with professional standards and that there was appropriate continuity of Andersen personnel working on the audit and availability of national office consultation. Availability of personnel at foreign affiliates of Andersen is not relevant to this audit. Almost Family, Inc. (Registrant) By: /s/ C. Steven Guenthner C. Steven Guenthner Senior Vice President & Chief Financial Officer April 1, 2002