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): February 12, 2003
CURATIVE HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
Minnesota 000-19370 41-1503914
State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
150 Motor Parkway
Hauppauge, New York 11788-5145
(Address of principal executive offices)
(631) 232-7000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Item 5. Other Events and Regulation FD Disclosure
On February 12, 2003, Curative Health Services, Inc. (the "Company")
issued a press release announcing its earnings for the fourth quarter and full
year ended December 31, 2002. A copy of the press release is attached as Exhibit
99.1, which is incorporated herein by reference under this Item 5.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Business Acquired
Not required.
(b) Pro Forma Financial Information
Not required.
(c) Exhibits
Exhibit Description of Exhibit
99.1 Press Release dated February 12, 2003, relating to the
Company's results for the fourth quarter and full year
ended December 31, 2002.
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.
CURATIVE HEALTH SERVICES, INC.
Date: February 18, 2003 By: /s/ Thomas Axmacher
---------------------------------
Thomas Axmacher
Chief Financial Officer
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Scott Eckstein
Investor Relations
Curative Health Services
631-232-7044
seckstein@curativehealth.com
CURATIVE HEALTH SERVICES REPORTS RECORD
FOURTH QUARTER 2002 RESULTS
Fourth Quarter Revenues of $47.7 Million, Net Income $0.36 Per Share,
Before One-Time Gain of $0.09 Per Share
Hauppauge, New York - February 12, 2003 - Curative Health Services, Inc.,
(Nasdaq: CURE), announced today fourth quarter and full-year financial results
for the period ended December 31, 2002. Total revenues for the fourth quarter
were $47.7 million, compared with $20.4 million reported in the fourth quarter
of 2001, an increase of 134%. Net income for the fourth quarter was $5.8 million
or $0.45 per diluted share, compared with a net loss of $22.9 million or ($3.12)
per share, for the fourth quarter of 2001. Fourth quarter 2002 results include a
one-time gain of $0.09 per diluted share from the Company recording the sale of
its venture capital interest in Accordant Health Services, Inc. ("Accordant"),
as part of the sale of Accordant to AdvancePCS. Excluding the Accordant gain,
net income for the fourth quarter 2002 was $4.6 million or $0.36 per diluted
share. Operating cash flow for the fourth quarter was $7.5 million, excluding
the gain from Accordant.
For the year ended December 31, 2002, the Company reported total revenues of
$139.2 million, compared with $81.6 million in 2001. Total net income for the
full-year ended December 31, 2002 was $14.6 million or $1.20 per diluted share,
including the gain from Accordant, $13.4 million or $1.10 per diluted share
excluding the Accordant gain, compared with a net loss of $22.2 million or
($3.09) per share for 2001.
"This past year marked our emergence as an important competitor in the Specialty
Pharmacy distribution space," said Joseph Feshbach, Curative's Chairman and
Chief Executive Officer. "The combination of accretive acquisitions, strong
organic growth in our Hemophilia and IVIG businesses and good cost controls all
contributed to our record financial performance. Our balance sheet and cash flow
remain strong allowing us to continue to execute on the acquisition portion of
our strategy."
During the fourth quarter 2002, Curative acquired the specialty pharmacy
business and certain related assets of Home Care of New York, Inc., for a total
consideration of approximately $12 million. In addition, the Company entered
into an agreement to purchase certain assets of Home Care of New York, Inc.
related to its home health agency business, subject to applicable governmental
approvals.
Also during the fourth quarter, Curative completed the acquisition of OptCare
Plus, Inc. ("OptCare") for approximately $10.5 million in cash. OptCare is a
specialty pharmacy dispensing biological medications such as Hemophilia clotting
factors. In addition, OptCare coordinates infusion nursing and provides complete
pharmacy services, clinical and reimbursement support services to chronic
disease communities. OptCare's service area primarily focuses on the populations
of Virginia, Maryland and District of Columbia.
More recently, Curative completed the acquisition of MedCare, Inc. ("MedCare")
on February 3, 2003 for approximately $6.6 million in cash. MedCare is a
specialty pharmacy with locations in Alabama, Mississippi, West Virginia and
Florida.
Fiscal 2003 Guidance
For the full year 2003, the Company now anticipates revenues of approximately
$237 to $247 million and earnings per diluted share to be in the range of $1.50
- $1.56. For the first quarter of 2003, the Company expects revenues of
approximately $59 million and earnings of approximately $0.38 per diluted share.
These projections include the expected results of MedCare.
Curative Health Services, Inc. will hold a conference call to discuss the
Company's fourth quarter and full-year financial results, recent developments,
business strategy and outlook, today at 11:00 a.m. Eastern Time. To participate
in the conference call, dial 1-800-915-4836 approximately 10 minutes prior to
the scheduled start time.
If you are unable to participate, a digital replay of the call will be available
from Wednesday, February 12, 2003 at 1:00 p.m. Eastern Time until 12:00 AM
Eastern Time on February 19th, by dialing 1-800-428-6051 with passcode # 278938.
The live broadcast of Curative Health Services' quarterly conference call will
be available online by going to www.curative.com and selecting the Investor
Relations link, on www.streetevents.com and on www.companyboardroom.com. An
online replay will be available shortly after the call at those sites.
About Curative Health Services
Curative Health Services delivers superior clinical outcomes and unmatched
patient satisfaction for patients experiencing serious medical conditions
through two unique business units.
Curative's Specialty Pharmacy Services business unit provides services to help
patients manage the health care process, and offers related pharmacy products to
patients for chronic and critical disease states including Hemophilia, Immune
System Disorders, Respiratory Syncytial Virus (RSV), Multiple Sclerosis and
Rheumatoid Arthritis.
(more)
Curative's Specialty Healthcare Services ("SHS") business unit is an industry
leader in chronic wound care management, consistently achieving an outcome
success rate of more than 80 percent. SHS provides a broad continuum of services
to health care providers through a nationwide network. This national network of
hospital-based Wound Care Center(R) programs has offered comprehensive treatment
to over 375,000 patients, achieving more than a 94 percent patient satisfaction
rate.
For more information, visit www.curative.com
----------------
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors, which may cause the actual results, performance or achievements
of the Company, or industry results, to be materially different from any future
results, performance, or achievements expressed or implied by such
forward-looking statements. Factors that might cause such differences include,
but are not limited to, the termination or non-renewal of a material number of
contracts, an inability to obtain new contracts, changes in the government
regulations relating to the Company's Specialty Healthcare Services or Specialty
Pharmacy Services business units, changes in the regulations governing third
party reimbursements for the Company's services, manufacturing shortages of
products sold by Curative's Specialty Pharmacy Services business unit, and the
other risks and uncertainties detailed in the Company's filings with the
Securities and Exchange Commission. Readers of this release are referred to the
Company's Quarterly Report on Form 10Q for the quarter ended September 30, 2002
and Form S-3 filed on February 4, 2003, for further discussion of these and
other factors that could affect future results.
(Tables Follow)
CURATIVE HEALTH SERVICES, INC.
Selected Financial Information
Condensed Consolidated Statements of Operations
-----------------------------------------------
(In thousands, except for per share data)
Three Months Ended Twelve Months Ended
December 31, December 31,
2002 2001 2002 2001
------------------------- --------------------------
Revenues $ 47,694 $ 20,386 $ 139,229 $ 81,638
Cost and expenses:
Cost of product sales and services 31,724 13,489 89,297 55,666
Selling, general & administrative 7,782 33,202 26,401 51,466
------ ------ ------- -------
Total costs and expenses 39,506 46,691 115,698 107,132
------ ------ ------- -------
Income (loss) from operations 8,188 (26,305) 23,531 (25,494)
Interest income 13 50 70 816
Other income 1,907 - 1,907 -
Interest expense 506 - 1,181 -
------ ------ ------- -------
Income (loss) before income taxes 9,602 (26,255) 24,327 (24,678)
Income taxes 3,772 (3,372) 9,682 (2,473)
------ ------ ------- -------
Net income (loss) $ 5,830 $ (22,883) 14,645 $ (22,205)
====== ====== ======= =======
Net income (loss) excluding Accordant
gain $ 4,632 $ - $ 13,447 $ -
====== ====== ======= =======
Net income (loss) per common share,
basic $ 0.48 $ (3.12) $ 1.30 $ (3.09)
====== ====== ======= =======
Net income (loss) per common share,
diluted $ 0.45 $ (3.12) $ 1.20 $ (3.09)
====== ====== ======= =======
Net income (loss) per common share,
excluding Accordant gain, diluted $ 0.36 $ - $ 1.10 $ -
====== ====== ======= =======
Denominator for basic earnings per
share,
weighted average common shares 12,088 7,346 11,280 7,193
====== ====== ======= =======
Denominator for diluted earnings per
share,
weighted average common shares
assuming
conversions 12,897 7,346 12,207 7,193
====== ====== ======= =======
CURATIVE HEALTH SERVICES, INC.
Selected Financial Information
Condensed Consolidated Balance Sheets
(Dollars in thousands)
December 31, December 31,
Assets 2002 2001
------------ ------------
Current assets:
Cash and cash equivalents $ 2,643 $ 12,264
Accounts receivable, net 36,438 13,139
Deferred tax assets 2,155 6,265
Inventories 12,766 4,547
Prepaids and other assets 2,212 745
-------- --------
Total current assets 56,214 36,960
Property and equipment, net 3,284 3,795
Goodwill and intangibles 125,165 34,787
Other long-term assets 3,236 1,385
-------- --------
Total assets $187,899 $ 76,927
======== ========
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable $ 21,786 $ 9,249
Accrued expenses 10,647 25,186
Current portion long term liabilities 6,102 0
------- -------
Total current liabilities 38,535 34,435
Long-term liabilities 26,076 6,000
Stockholders' equity 123,288 36,492
------- -------
Total liabilities and stockholders'
equity $187,899 $ 76,927
======== ========
Editors Note: This release is also available on the Internet over the World
Wide Web at http://www.curative.com
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