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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
SEC FILE NUMBER
NOTIFICATION OF LATE FILING 0-22155
FORM 10-KSB CUSIP NUMBER
71366S 10 7
For Period Ended: May 31, 1999
[Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.]
PART I - REGISTRANT INFORMATION
PERENNIAL HEALTH SYSTEMS, INC.
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Full Name of Registrant
In-House Rehab Corporation
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Former Name if Applicable
325 West Main Street, Suite 1400B
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Address of Principal Executive Office (Street and Number)
Louisville, Kentucky 40202
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City, State and Zip Code
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)
(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, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the
[X] 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 has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period.
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In June 1999, the Company employed a new Chief Financial Officer after that
position was vacant for five months. Since that time, he has been required to
devote a substantial portion of his time to matters relating to obtaining
financing for and management of working capital needs, and becoming familiar
with the Company's operations and accounting records. As a result, the
Company's Chief Financial Officer has been unable to complete the process of
obtaining and reviewing certain financial information and resolving accounting
and reporting matters in order to finalize the financial statements prior to
the current due date.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification.
David W. Lester 502/568-8923
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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
reports) 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
NARRATIVE AND QUALITATIVE EXPLANATION OF THE ANTICIPATED CHANGE:
The Company expects to report that it had revenues of approximately
$13,700,000 and a net loss in excess of $4,000,000 during the fiscal year
ended May 31, 1999, as compared to revenues of $18,700,000 and net income of
$615,000 during the fiscal year ended May 31, 1998. Management attributes a
significant amount of the net loss to be reported to the following:
* A substantial bad debt expense as a result of significant customers'
inability to pay accounts receivable, including three customers that
have filed for bankruptcy protection.
* The transition to Medicare's Prospective Payment System ("PPS"),
under which Medicare payments are now made under a fee schedule and
subject to certain caps. Prior to the implementation of PPS, Medicare
reimbursement was made based primarily on the provider's cost of
services rendered, with less extensive limitations. This has resulted
in lower revenues for individual therapy services provided by the
Company.
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PERENNIAL HEALTH SYSTEMS, INC.
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(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
PERENNIAL HEALTH SYSTEMS, INC.
By:/s/ David W. Lester
David W. Lester, Chief Financial Officer
Date: August 30, 1999
[ATTENTION: Intentional misstatements of omissions of fact constitute Federal
Criminal Violations (See 18 U.S.C. 1001).]
