UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549 SEC FILE NUMBER
000-20881
FORM 12B-25 ----------------
NOTIFICATION OF LATE FILING CUSIP NUMBER
001753-42220110
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(Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K
[ X ] Form 10-Q [ ] Form N-SAR
For Period Ended: September 30, 1998
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[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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Read Instruction (on back page) Before Preparing Form.
Please Print or Type.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
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If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
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PART I -- REGISTRANT INFORMATION
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HealthCor Holdings, Inc.
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Full Name of Registrant
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Former Name if Applicable
8150 North Central Expressway, Suite M2000
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Address of Principal Executive Office (Street and Number)
Dallas, Texas 75206
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City, State and Zip Code
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PART II - RULES 12B-25(B) AND (C)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)
[ X ] (a) The reasons described in reasonable detail in Part III
of this form could not be eliminated without unreasonable
effort or expense;
[ ] (b) The subject annual report, semi-annual report,
transition report on Form 10-K, Form 20-F, 11-K or Form N-
SAR, or portion thereof, will be filed on or before the
fifteenth calendar day following the prescribed due date; or
the subject quarterly report of transition report on Form
10-Q, or portion thereof will be filed on or before the
fifth calendar day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-
Q, N-SAR, or the transition report or portion thereof, could not be filed
within the prescribed time period. (SEE ATTACHED)
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
S. Wayne Bazzle 214 750-2213
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter
period that the registrant was required to file such report(s) been
filed? If answer is no, identify report(s). [ X ] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof? [ X ] Yes [ ] No
If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
(SEE ATTACHED)
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HEALTHCOR HOLDINGS, INC.
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(Name of Registrant as Specified in Charter)
has caused this information to be signed on its behalf by the undersigned
hereunto duly authorized.
Date November 16, 1998 By /S/S. Wayne Bazzle
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Chairman and Chief Executive
Officer
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INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and
title of the person signing the form shall be typed or printed beneath the
signature. If the statement is signed on behalf of the registrant by an
authorized representative (other than an executive officer), evidence of
the representative's authority to sign on behalf of the registrant shall be
filed with the form.
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ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTES FEDERAL CRIMINAL
VIOLATIONS (SEE 18 U.S.C. 1001).
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GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the
General Rules and Regulations under the Securities Exchange Act of
1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and
Exchange Commission, Washington, D.C. 20549, in accordance with Rule
0-3 of the General Rules and Regulations under the Act. The
information contained in or filed with the form will be made a matter
of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of
securities of the registrant is registered.
4. Amendments to the notifications must also be filed on form 12b-25 but
need not restate information that has been correctly furnished. The
form shall be clearly identified as an amended notification.
5. ELECTRONIC FILERS. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties.
Filers unable to submit a report within the time period prescribed due
to difficulties in electronic filing should comply with either Rule
201 or Rule 202 of Regulation S-T (Section 3.6232.201 or Sec. 232.202
of this chapter) or apply for an adjustment in filing date pursuant to
Rule 13(b) of Regulation S-T (Sec. 232.13(b) of this chapter).
Part III Narrative
HealthCor Holdings, Inc. (the "Company") has experienced a significant
change in its operating environment due to substantial changes and
reductions made in reimbursement for Medicare Part A nursing and therapy
services. Medicare's complex revised methodology has required the Company
to assess the economic impact of the reduced reimbursement and re-evaluate
its participation in the Medicare program. To that end, the Company
announced and implemented the first phase of restructuring its operations
through branch closure and consolidation in the first three quarters of
1998. The Company has recently employed a new chief financial officer and
has also engaged a new Medicare cost consulting service to review the
Company's Medicare reimbursement records. This recent employment of a new
chief financial officer and engagement of a new consultant, in conjunction
with the complexity associated with interpreting the financial impact of
the revised reimbursement methodology, will require a delay in the
completion of the Company's third quarter operating results and therefore
the Form 10-Q filing.
Part IV Other Information
(3) The Company anticipates that due to significant reductions in Medicare
Part A reimbursement, the 1998 third quarter operating results will
represent a loss which cannot be estimated at the current time due to the
complexity of the revised methodology and the recent employment of a new
chief financial officer and engagement of a new Medicare cost consulting
service.
