-----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, NUk8hF8dMvQ7HY27LZrMNpEVUoPWqf867ABYqHujBGYKZ6+KhEkxv2No6a9zPBgw ikQ47WgLRYaWCaet2UAzMA== 0000950144-03-005290.txt : 20030422 0000950144-03-005290.hdr.sgml : 20030422 20030422145657 ACCESSION NUMBER: 0000950144-03-005290 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030422 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030422 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMSURG CORP CENTRAL INDEX KEY: 0000895930 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-OFFICES & CLINICS OF DOCTORS OF MEDICINE [8011] IRS NUMBER: 621493316 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22217 FILM NUMBER: 03658271 BUSINESS ADDRESS: STREET 1: 20 BURTON HILLS BLVD STREET 2: STE 350 CITY: NASHVILLE STATE: TN ZIP: 37215 BUSINESS PHONE: 6156651283 MAIL ADDRESS: STREET 1: ONE BURTON HILLS BLVD. STREET 2: SUITE 350 CITY: NASHVILLE STATE: TN ZIP: 37215 8-K 1 g82237e8vk.htm AMSURG CORP. - FORM 8-K AMSURG CORP. - FORM 8-K
Table of Contents

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): April 22, 2003 (April 22, 2003)

AMSURG CORP.

(Exact Name of Registrant as Specified in its Charter)
         
Tennessee   000-22217   62-1493316
(State or other jurisdiction of   (Commission   (I.R.S. employer
incorporation or organization)   File Number)   identification no.)
     
20 Burton Hills Boulevard
Nashville, Tennessee

(Address of principal executive offices)
  37215
(Zip code)

(615) 665-1283
(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former name or former address, if changed since last report)

 


Item 7. Financial Statements and Exhibits
Item 12. Results of Operations and Financial Condition
SIGNATURES
INDEX TO EXHIBITS
PRESS RELEASE


Table of Contents

Item 7. Financial Statements and Exhibits

(c)  Exhibits:

     
99   Press release dated April 22, 2003.

Item 12. Results of Operations and Financial Condition

     A press release issued by AmSurg Corp. on April 22, 2003 is attached hereto as Exhibit 99.

2


Table of Contents

SIGNATURES

     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 thereunto duly authorized.

         
    AMSURG CORP.
 
       
 
    By:   /s/: Claire M. Gulmi

Claire M. Gulmi
 
        Senior Vice President and Chief Financial Officer
(Principal Financial and Duly Authorized Officer)

Date: April 22, 2003

3


Table of Contents

INDEX TO EXHIBITS

     
Exhibit    
Number   Description

 
99   Press release dated April 22, 2003

4 EX-99 3 g82237exv99.txt PRESS RELEASE EXHIBIT 99 AMSURG ANNOUNCES 31% GROWTH IN FIRST QUARTER EARNINGS PER DILUTED SHARE TO $0.34 ----------------------- INCREASES EARNINGS GUIDANCE FOR 2003 TO A RANGE OF $1.44 TO $1.48 NASHVILLE, Tenn. (April 22, 2003) - Ken P. McDonald, President and Chief Executive Officer of AmSurg Corp. (Nasdaq: AMSG), today announced financial results for the first quarter of 2003. Revenues for the first quarter, which ended March 31, 2003, were $71,060,000, a 22% increase over $58,290,000 for the first quarter of 2002. Net earnings for the quarter rose 30% to $7,003,000 from $5,372,000 for the comparable prior-year quarter. Net earnings per diluted share increased 31% to $0.34 for the first quarter of 2003 from $0.26 for the first quarter last year. "We are pleased with AmSurg's first-quarter financial results," remarked Mr. McDonald. "Our revenue growth continues to reflect strong same-center revenues, which increased 9% for the first quarter, as well as significant growth in our number of centers in operation. AmSurg had 107 centers in operation at the end of the first quarter, up 13% from 95 centers in operation at the same time in 2002. At the end of the first quarter, we acquired one large center generating revenues approximately three times the size of our average surgery center. As expected, we also closed one center in conjunction with the expiration of its real estate lease. With the transition of the two centers that had been awaiting issuance of certificates of need into centers under development and the cancellation of one letter of intent center, we completed the first quarter with 11 centers under development and four centers under letter of intent. "Virtually all of our same-center revenue growth for the latest quarter continued to be attributable to our growth in surgical procedures. With the first quarter's same-center revenue growth, the Company has now produced increased same-center revenues for each of the 21 consecutive quarters it has been a public company, contributing to record revenues and net earnings for each of those quarters, as well. "We also remain pleased with the Company's cash flow from operations, which totaled $10.6 million for the first quarter. Our cash flow from operations was able to fund approximately 85% of our investing activities, including the center acquisition for approximately $9.6 million, thus resulting in only a $1.8 million increase in total debt outstanding. We completed the first quarter with cash and cash equivalents of $13.2 million, long-term debt of $30.1 million and shareholders' AMSG Reports First-Quarter Results Page 2 April 22, 2003 equity of $223.6 million. With this strong financial position, expectations for continued substantial cash flow and our renewed five-year $100 million line of credit, we are confident of our ability to finance our growth strategies for 2003." Since the end of the first quarter, AmSurg has repurchased approximately $20.7 million of its common stock under the $25 million repurchase program recently authorized by the Board of Directors. Primarily to account for the impact of these share repurchases, the Company today increased its guidance for 2003 earnings per diluted share to a range of $1.44 to $1.48, compared with the previous guidance of $1.41 to $1.45. AmSurg also reaffirms its earlier guidance with respect to acquiring or developing 12 to 15 surgery centers during 2003, achieving same-store revenue growth for the year of 9% to 11% and generating 2003 revenues of $300 million to $310 million. The Company's assumptions for 2003 do not include any impact from the MedPAC and OIG proposals discussed below. The information contained in the preceding paragraph is forward-looking information, and the attainment of these targets is dependent not only on AmSurg's achievement of its assumptions discussed above, but also on the risks and uncertainties listed below that could cause actual results, performance or developments to differ materially from those expressed or implied by this forward-looking information. In January 2003, the Medicare Payment Advisory Commission (MedPAC) voted to recommend that the reimbursement for procedures performed in surgery centers be no higher than the reimbursement rate for the same procedures performed in hospital outpatient departments. Also in January 2003, the Office of Inspector General (OIG) issued a report that included a similar recommendation. It is uncertain if Congress will act on such recommendations. While fiscal 2003 has been used as the basis for the following analysis, no dates have been referenced or indicated for implementation of the recommendations. However, if these recommendations had been implemented at the beginning of fiscal 2003, and based on AmSurg's current procedure mix, the Company's earnings per diluted share for 2003 would be adversely affected by approximately $0.10, after which the Company would expect to return to its established long-term objectives for growth in same-center revenues of 7% to 9% and earnings per diluted share of 22% to 25%. Mr. McDonald added, "Our first-quarter results further validate the ability of our business model to produce sustainable, consistent and significant earnings growth. We are the acknowledged leader in the single-specialty surgery center segment of the ambulatory surgical care industry, a position we have built and strengthened by helping our physician partners provide high quality, high patient satisfaction surgical procedures in a low cost venue. We are confident that we can use this base to drive further growth and continue to enhance our leadership position." AmSurg Corp. will hold a conference call to discuss this release today at 4:15 p.m. Eastern time. Investors will have the opportunity to listen to the conference call over the Internet by going to www.amsurg.com and clicking Investor Relations or by going to www.streetevents.com at least 15 minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available at these sites shortly after the call through the end of business on May 22, 2003. AMSG Reports First-Quarter Results Page 3 April 22, 2003 This press release contains forward-looking statements. These statements, which have been included in reliance on the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, involve risks and uncertainties. Investors are hereby cautioned that these statements may be affected by the important factors, among others, set forth in AmSurg's filings with the Securities and Exchange Commission, and, consequently, actual operations and results may differ materially from the results discussed in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, the Company's ability to enter into partnership or operating agreements for new practice-based ambulatory surgery centers; its ability to identify suitable acquisition candidates and negotiate and close acquisition transactions, including centers under letter of intent; its ability to obtain the necessary financing or capital on terms satisfactory to the Company to execute its expansion strategy; its ability to generate and manage growth; its ability to contract with managed care payers on terms satisfactory to the Company for its existing centers and its centers that are currently under development; its ability to obtain and retain appropriate licensing approvals for its existing centers and centers currently under development; its ability to minimize start-up losses of its development centers; its ability to maintain favorable relations with its physician partners; changes in the rate setting methodology, payment rates, payment policies and the list of covered surgical procedures for ambulatory surgery centers by the Centers for Medicare and Medicaid Services; the risk of legislative or regulatory changes that would establish uniform rates for outpatient surgical services, regardless of setting; risks associated with the Company's status as a general partner of limited partnerships; the Company's ability to maintain its technological capabilities in compliance with regulatory requirements; risks associated with the valuation and tax deductibility of goodwill; the risk of legislative or regulatory changes that would prohibit physician ownership in ambulatory surgery centers; and the Company's ability to obtain the necessary financing to fund the purchase of its physician partners' minority interest in the event of a regulatory change that would require such a purchase. AmSurg disclaims any intent or obligation to update these forward-looking statements. AmSurg Corp. develops, acquires and manages physician practice-based ambulatory surgery centers in partnership with surgical and other group practices. At March 31, 2003, AmSurg owned a majority interest in 107 centers and had 11 centers under development. Contact: Claire M. Gulmi, Senior Vice President and Chief Financial Officer (615) 665-1283 AmSurg Reports First-Quarter Results Page 4 April 22, 2003 AMSURG CORP. UNAUDITED SELECTED CONSOLIDATED FINANCIAL AND OPERATING DATA (DOLLARS IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
FOR THE THREE MONTHS ENDED MARCH 31, ---------------------------- 2003 2002 --------- --------- STATEMENT OF EARNINGS DATA: - --------------------------- Revenues $ 71,060 $ 58,290 Operating expenses: Salaries and benefits 18,475 15,294 Supply cost 8,310 7,155 Other operating expenses 15,101 12,743 Depreciation and amortization 2,692 2,347 --------- --------- Total operating expenses 44,578 37,539 --------- --------- Operating income 26,482 20,751 Minority interest 14,513 11,447 Interest expense, net 299 350 --------- --------- Earnings before income taxes 11,670 8,954 Income tax expense 4,667 3,582 --------- --------- Net earnings $ 7,003 $ 5,372 ========= ========= Earnings per common share: Basic $ 0.34 $ 0.27 Diluted $ 0.34 $ 0.26 Weighted average number of shares and share equivalents (000's): Basic 20,555 20,140 Diluted 20,772 20,503 OPERATING DATA: - --------------- Centers in operation at end of period 107 95 Centers under development/not opened at end of period 11 5 Development centers awaiting CON approval at end of period -- 2 Centers under letter of intent 4 4 Average number of centers in operation 106 95 Average revenue per center $ 668 $ 614 Same center revenues increase 9% 12% Procedures performed during the period 129,884 108,552 Cash flows provided by operating activities 10,591 9,934 Cash flows used by investing activities (12,418) (2,457) Cash flows provided (used) by financing activities 1,696 (7,430)
MARCH 31, DECEMBER 31, 2003 2002 --------- ------------ BALANCE SHEET DATA: - ------------------- Cash and cash equivalents $ 13,189 $ 13,320 Accounts receivable, net 31,846 29,597 Working capital 39,509 37,414 Total assets 312,055 299,814 Long-term debt 30,134 27,884 Minority interest 32,114 29,869 Shareholders' equity 223,645 216,364
-END-
-----END PRIVACY-ENHANCED MESSAGE-----