-----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, MixCkKHwx1dG7HSYKDntE/v7DOzV28c9sVEZtttTRJ2qs2mwo2PfppIp049cUfGq ec1X0LOznMIKDTPT1HR14A== 0000915127-03-000105.txt : 20030922 0000915127-03-000105.hdr.sgml : 20030922 20030922154506 ACCESSION NUMBER: 0000915127-03-000105 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030922 ITEM INFORMATION: ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030922 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHC INC /MA/ CENTRAL INDEX KEY: 0000915127 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 042601571 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22916 FILM NUMBER: 03904271 BUSINESS ADDRESS: STREET 1: 200 LAKE ST STE 102 CITY: PEABODY STATE: MA ZIP: 01960 BUSINESS PHONE: 9785362777 MAIL ADDRESS: STREET 1: 200 LAKE ST STREET 2: STE 102 CITY: PEABODY STATE: MA ZIP: 01960 8-K 1 k8_92203.txt 8K 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): September 22, 2003 PHC, Inc. (Exact Name of Registrant as Specified in its Charter) Massachusetts (State of Incorporation or Organization) 0-22916 04-2601571 (Commission File Number) (I.R.S. Employer Identification No.) 200 Lake Street, Suite 102, Peabody, Massachusetts 01960 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (978) 536-2777 -- 1 -- Item 9. Regulation FD Disclosure The registrant is providing the following information pursuant to Items 9 and 12. The information being provided consists of the attached news release relating to the registrants results of operations and financial condition for the year ended June 30, 2003. -- 2 -- 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. PHC, INC. Date: September 22, 2003 By: /s/ Bruce A. Shear Bruce A. Shear President -- 3 -- EX-99 3 exh_99.txt 8K FISCAL 2003 FINANCIAL RESULTS Exhibit 99 (Logo) PHC, INC. ANNOUNCES FISCAL 2003 FINANCIAL RESULTS FOR IMMEDIATE RELEASE Company Contact: Investor Relations Contact: - --------------- -------------------------- PHC, Inc. Hayden Communications, Inc. Bruce A. Shear Matthew Hayden 978-536-2777 843-272-4653 >> 4TH QUARTER REVENUES INCREASED 9% TO $6,313,932 FROM $5,814,310 >> 10TH CONSECUTIVE QUARTER OF PROFITABILITY >> FISCAL 2003 REVENUES INCREASED 5% TO $23,833,323 FROM $22,698,268 >> 2003 NON-PATIENT OPERATIONS REVENUE INCREASED 63% >> CASH AND EQUIVILENTS INCREASED 142% TO $494,991 ON JUNE 30, 2003 >> SHAREHOLDER'S EQUITY INCREASED 214% TO $1,935,257 ON JUNE 30th Peabody, MA, September 22, 2003 -- PHC, Inc., d.b.a. Pioneer Behavioral Health (OTC Bulletin Board: PIHC), a leading provider of inpatient and outpatient behavioral health services, today announced its fourth quarter and year end financial results for fiscal 2003, which ended June 30, 2003. Revenues for the fourth quarter increased 9% to $6,313,932 from the $5,814,310 reported in the fiscal fourth quarter of 2002. Net income from ongoing operations for the quarter increased 6% to $192,066 from $181,444 reported in the year ago period. Net income applicable to common shareholders for the three months was $179,786, or $.01 per diluted share, compared to $167,561, or $.01 per diluted share for the fourth quarter of fiscal 2002. This was the Company's 10th consecutive quarter of profitability. Revenues for the fiscal year ended June 30, 2003 increased 5% to $23,833,323 from $22,698,268 in fiscal 2002. Revenue from non-patient operations increased 63% to $2,590,146 from $1,589,164 reported in the year ago period. More specifically, revenue from the Company's Wellplace division nearly doubled to $1,649,374 in 2003 from 842,345 in 2002. Net income applicable to common shareholders for the year was $977,742, or $.07 per diluted share, compared to $1,083,895 or $.09 per diluted share in 2002. The number of diluted shares outstanding increased to 14,564,078 on June 30, 2003 from 11,012,861 reported on June 30, 2002. The balance sheet continues to strengthen with a current ratio of 1.14:1 on June 30, 2003. Shareholder's equity increased 8% to $1,935,257 on June 30th, from $1,793,678 on March 31, 2003, and increased a record 214% from the $615,985 reported on June 30, 2002. Cash and equivalents also increased substantially to $494,991 on June 30, 2003, from $204,564 on June 30, 2002, an increase of 142%. In addition, the Company retired $549,902 in long-term debt and paid down $365,083 on its revolving line of credit. Interest expense during fiscal 2003 decreased to $542,269 from the $790,955 paid during fiscal 2002. -- 4 -- BruceA. Shear, Chairman and Chief Executive Officer commented, "We are very pleased to announce another good year for PHC. We reported our tenth consecutive profitable quarter along with positive revenue growth for both the fourth quarter and fiscal year. The fourth quarter revenue growth in particular supports our goal of reporting double-digit total revenue growth for next year. The Company's balance sheet continues to improve as evidenced by a 142% increase in cash, and an increase of 214% in shareholder's equity from last year. We will continue to pay down debt, which further strengthens our balance sheet and reduces our interest expense going forward. The highlight of our year was the growth in revenues from Wellplace, formerly known as Pioneer Development and Support Services ("PDS2"). Wellplace revenues increased 95% to $1,649,374 in 2003 from $842,345 for the year ended June 30, 2002. This increase was primarily due to the inclusion of the Nebraska smoking cessation contract signed in May of 2002 and the Wayne County call center contract, which began in March 2003. Moving forward we plan to actively pursue additional smoking cessation contracts in other states to further capitalize on the $242 billion in Tobacco Settlement funding which has been earmarked for such services. In addition to growing our Wellplace division, we are actively pursuing acquisition candidates, which will compliment growth in our Pharmaceutical Research Division. We are confident that these promising growth initiatives, when coupled with an improving economy, will allow us to grow our business during the 2004 fiscal year." For additional information regarding the Company's operations and litigation involving the Company, see the Annual Report of Form 10-KSB for the year ending June 30, 2003 filed on September 19, 2003. About Pioneer Behavioral Health Pioneer Behavioral Health's core business provides inpatient and outpatient behavioral healthcare services. The company contracts with national insurance companies, major transportation and gaming companies to provide behavioral health services. Pioneer also owns and operates Wellplace.com, a leading Internet-based provider of behavioral health services to consumers and professionals. For more information, please visit our web site at www.phc-inc.com or www.haydenir.com. This press release may include forward-looking statements that are subject to risks and uncertainties. Forward-looking statements include information about possible or assumed future results of the operations or the performance of the company and its future plans and objectives. Various future events or factors may cause the actual results to vary materially from those expressed in any forward-looking statements made in this press release (or during this conference call). These factors and risks are discussed in the company's annual report on Form 10-KSB for the years ended June 30, 2000 and 2001, copies of which were filed with the Securities and Exchange Commission, and in our quarterly reports on Form 10-Q filed with the Securities and Exchange Commission since October 2001 - tables follow - -- 5 -- PHC, INC. CONSOLIDATED CONDENSED STATEMENTS OF INCOME FOR THE FOR THE THREE MONTHS TWELVE MONTHS ENDED ENDED ___________________________________________________________ 06/30/03 06/30/02 06/30/03 06/30/02 ___________________________________________________________ Total Revenue $6,313,932 $5,814,310 $23,833,323 $22,698,268 Net Income from Ongoing Operations before dividends 192,066 181,444* 1,002,516 1,100,244** Net loss Attributable to Closed Operations (12,280) (2,577) (24,774) (16,349) Net income 179,786 178,867* 977,742 1,083,895** Income Applicable To Common Shareholders 179,786 167,561* 977,742 985,484 ** Basic Earnings Per Share .01 .01 .07 0.10 Diluted Earnings Per Share .01 .01 .07 0.09 Basic Shares Outstanding 14,066,254 12,005,155 13,944,047 10,232,286 Diluted Shares Outstanding 14,774,203 13,095,085 14,564,078 11,012,861
* Includes $255,000 for options repriced in Fiscal 2001 ** Includes $264,000 charge for options repriced in Fiscal 2001 BALANCE SHEET HIGHLIGHTS June 30th March 31st June 30th 2003 2003 2002 _____________________________________________ Cash $ 494,991 $ 281,848 $ 204,564 Total Current Assets $6,145,489 $6,014,356 $6,253,460 Net Property and Equipment $1,295,113 $1,306,108 $1,259,648 Total Assets $9,411,723 $9,373,838 $9,473,615 ____________ ____________ _____________ Total Current Liabilities $5,409,312 $5,722,920 $6,407,545 Total Long Term Debt $2,030,285 $1,819,026 $2,428,945 Total Liabilities $7,476,466 $7,580,160 $8,857,630 ____________ ____________ _____________ Shareholder's Equity $1,935,257 $1,793,678 $ 615,985 Total Liabilities and Equity $9,411,723 $9,373,838 $9,473,615 ____________ ____________ _____________ -- 6 -- -----END PRIVACY-ENHANCED MESSAGE-----