<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 1995
-------------------------------------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from to
------------------------ ------------------
Commission file number 0-11531
-------
U.S. Healthcare, Inc.
- -------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
<TABLE>
<S> <C>
Pennsylvania 23-2229683
- --------------------------------------------- -----------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
980 Jolly Road, P.O. Box 1109, Blue Bell, Pa. 19422-0770
- ----------------------------------------------- -----------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 628-4800
-----------------------------------
</TABLE>
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
As of July 28, 1995, there were 139,379,218 shares of Common Stock, $.005 par
value, and 14,536,530 shares of Class B Stock, $.005 par value, outstanding.
1
<PAGE> 2
U.S. HEALTHCARE, INC.
INDEX
<TABLE>
<CAPTION>
Page
No.
----
<S> <C>
Part I - Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets - June 30, 1995 and
December 31, 1994 3
Consolidated Statements of Income - Three and six months
ended June 30, 1995 and 1994 4
Consolidated Statement of Shareholders' Equity -
Six months ended June 30, 1995 5
Consolidated Statements of Cash Flows - Six months
ended June 30, 1995 and 1994 6
Note to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8 - 12
Part II - Other Information
Item 1. Legal Proceedings 13
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 6. Exhibits and Reports on Form 8-K 14
Index to Exhibits 16
Exhibit 11 - Computation of Net Income Per Common and
Common Equivalent Share - Three and six months
ended June 30, 1995 and 1994 17
</TABLE>
2
<PAGE> 3
U.S. HEALTHCARE, INC.
CONSOLIDATED BALANCE SHEETS
(amounts in thousands except per share data)
<TABLE>
<CAPTION>
June 30 December 31
1995 1994
------------ -----------
(unaudited)
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $ 182,343 $ 123,814
Marketable securities 917,153 1,009,244
Receivables 115,810 103,465
Other 35,737 38,453
---------- ----------
Total current assets 1,251,043 1,274,976
Property and equipment, less accumulated depreciation 123,526 127,562
Marketable securities 39,676 33,405
Other long-term assets 33,259 27,944
---------- ----------
Total assets $1,447,504 $1,463,887
========== ==========
Liabilities and Shareholders' Equity
Current liabilities:
Medical costs payable $ 400,859 $ 378,321
Unearned premiums 50,591 32,283
Accounts payable and accrued liabilities 89,834 84,747
Income taxes payable 29,639 46,525
---------- ----------
Total current liabilities 570,923 541,876
Long-term liabilities 18,417 16,338
---------- ----------
Total liabilities 589,340 558,214
---------- ----------
Shareholders' equity:
Common stock, $.005 par value - 275,000
shares authorized; 148,593 and 148,307
shares issued in 1995 and 1994 743 741
Class B stock, $.005 par value - 50,000
shares authorized; 14,537 shares issued
and outstanding in 1995 and 1994 73 73
Additional paid-in capital 164,008 157,275
Retained earnings 1,008,416 899,072
Net unrealized gains (losses) on marketable
securities, less applicable income taxes 1,902 (27,203)
Common stock held in treasury - at cost;
9,230 and 2,821 shares in 1995 and 1994 (296,865) (105,892)
Unearned portion of restricted common stock (20,113) (18,393)
---------- ----------
Shareholders' equity 858,164 905,673
---------- ----------
Total liabilities and shareholders' equity $1,447,504 $1,463,887
========== ==========
</TABLE>
See accompanying note.
3
<PAGE> 4
U.S. HEALTHCARE, INC.
CONSOLIDATED STATEMENTS OF INCOME
(amounts in thousands except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30 June 30
-------------------- -----------------------
1995 1994 1995 1994
-------- -------- ---------- ----------
<S> <C> <C> <C> <C>
Revenue:
Premiums $827,243 $704,295 $1,628,155 $1,400,234
Investment income, including
net realized gains and losses 26,164 14,816 45,965 27,315
Other, principally
administrative services fees 13,271 7,741 26,388 15,249
-------- -------- ---------- ----------
866,678 726,852 1,700,508 1,442,798
Expenses:
Medical costs 620,803 492,048 1,205,005 982,953
Administrative, marketing
and other operating costs 95,823 78,050 190,449 152,942
-------- -------- ---------- ----------
716,626 570,098 1,395,454 1,135,895
-------- -------- ---------- ----------
Income before income taxes 150,052 156,754 305,054 306,903
Provision for income taxes 56,996 63,486 117,446 124,296
-------- -------- ---------- ----------
Net income $ 93,056 $ 93,268 $ 187,608 $ 182,607
======== ======== ========== ==========
Net income per common and common equivalent
share - primary and fully diluted $.59 $.58 $1.18 $1.12
Weighted average number of common and common
equivalent shares outstanding:
Primary basis 158,068 161,565 159,635 162,360
Fully diluted basis 158,080 161,586 159,660 162,391
</TABLE>
See accompanying note.
4
<PAGE> 5
U.S. HEALTHCARE, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
Six months ended June 30, 1995
(amounts in thousands except per share data)
(unaudited)
<TABLE>
<CAPTION>
Common stock Class B stock
-------------------- ------------------------ Additional
Number Par Number Par paid-in Retained
of shares value of shares value capital earnings
--------- ------- ---------- ------ ---------- --------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1994 . . . . . . . . 148,307 $741 14,537 $73 $157,275 $ 899,072
Exercise of stock options and
related tax benefits . . . . . . . . . . . 209 1 - - 3,505 -
Purchase of treasury shares . . . . . . . . - - - - - -
Net unrealized gains on
marketable securities, less
applicable income taxes . . . . . . . . . . - - - - - -
Restricted common stock awarded . . . . . . 84 1 - - 3,530 -
Restricted common stock canceled . . . . . . (7) - - - (302) -
Earned portion of restricted
common stock . . . . . . . . . . . . . . . - - - - - -
Cash dividends paid:
$.50 per common share . . . . . . . . . . . - - - - - (71,722)
$.45 per Class B share . . . . . . . . . . - - - - - (6,542)
Net income . . . . . . . . . . . . . . . . . - - - - - 187,608
------- ---- ------ --- -------- ----------
Balance at June 30, 1995 . . . . . . . . . . 148,593 $743 14,537 $73 $164,008 $1,008,416
======= ==== ====== === ======== ==========
</TABLE>
<TABLE>
<CAPTION>
Unearned portion
Common stock of restricted
Net unrealized held in treasury common stock
gains (losses) --------------------------- --------------------
on marketable Number Number Shareholders'
securities of shares Cost of shares Amount equity
---------- --------- ------ --------- ------ ------------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1994 . . . . . . . . $(27,203) (2,821) $(105,892) (469) $(18,393) $905,673
Exercise of stock options and
related tax benefits . . . . . . . . . . . - - - - - 3,506
Purchase of treasury shares . . . . . . . . - (6,409) (190,973) - - (190,973)
Net unrealized gains on
marketable securities, less
applicable income taxes . . . . . . . . . . 29,105 - - - - 29,105
Restricted common stock awarded . . . . . . - - - (84) (3,531) -
Restricted common stock canceled . . . . . . - - - 7 302 -
Earned portion of restricted
common stock . . . . . . . . . . . . . . . - - - 52 1,509 1,509
Cash dividends paid:
$.50 per common share . . . . . . . . . . . - - - - - (71,722)
$.45 per Class B share . . . . . . . . . . - - - - - (6,542)
Net income . . . . . . . . . . . . . . . . . - - - - - 187,608
-------- ------ --------- ---- -------- --------
Balance at June 30, 1995 . . . . . . . . . . $ 1,902 (9,230) $(296,865) (494) $(20,113) $858,164
======== ====== ========= ==== ======== ========
</TABLE>
See accompanying note.
5
<PAGE> 6
U.S. HEALTHCARE, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(amounts in thousands)
(unaudited)
<TABLE>
<CAPTION>
Six months ended
June 30
--------------------------------
1995 1994
-------- --------
<S> <C> <C>
Operating Activities:
Net income $187,608 $182,607
Adjustments to reconcile net income to cash flow
from operating activities:
Depreciation and amortization 15,567 13,144
Net realized (gains) losses on sales of marketable securities (6,571) 2,651
Other non-cash charges, net 4,771 2,108
Changes in operating assets and liabilities:
Receivables (12,345) 10,510
Medical costs payable 22,538 8,642
Unearned premiums 18,308 (8,969)
Accounts payable and accrued liabilities 5,087 6,865
Income taxes (31,994) (21,695)
Other, net (907) (1,476)
-------- ---------
Cash flow from operating activities 202,062 194,387
-------- ---------
Investing Activities:
Purchase of marketable securities (653,567) (723,087)
Purchase of property and equipment, net (8,842) (9,618)
Proceeds from maturities or sales of marketable securities 793,725 791,038
Other (8,004) (4,494)
-------- ---------
Cash flow from investing activities 123,312 53,839
-------- ---------
Financing Activities:
Proceeds from exercise of stock options 2,392 2,321
Purchase of treasury shares (190,973) (99,896)
Cash dividends paid (78,264) (48,301)
-------- ---------
Cash flow from financing activities (266,845) (145,876)
-------- ---------
Increase in cash and cash equivalents 58,529 102,350
Cash and cash equivalents at beginning of period 123,814 96,339
-------- ---------
Cash and cash equivalents at end of period $182,343 $198,689
======== =========
Supplemental disclosure of cash flow information:
Income taxes paid, net of state income tax refunds $146,699 $145,479
Supplemental disclosure of non-cash financing activities:
Income tax benefits related to exercise of stock options $ 1,114 $ 1,534
</TABLE>
See accompanying note.
6
<PAGE> 7
U.S. HEALTHCARE, INC.
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
1. The financial information for the three and six month periods ended June
30, 1995 and 1994 included herein is unaudited. Such information
includes all adjustments, consisting of adjustments of a normal and
recurring nature, which, in the opinion of management, are necessary for
a fair presentation of the Company's consolidated financial position and
the results of its operations and cash flows. Additionally, such
information should be read in conjunction with Management's Discussion
and Analysis of Financial Condition and Results of Operations included
on pages 8 through 12 and the Consolidated Financial Statements and
Notes to Consolidated Financial Statements incorporated by reference to
the Company's Annual Report on Form 10-K for the year ended December 31,
1994.
7
<PAGE> 8
Management's Discussion and Analysis of Financial
Condition and Results of Operations
General
Substantially all of the Company's revenue is generated from premiums received
for health care coverage provided to its members. These premiums represent
approximately 95% and 97% of the Company's total revenue for the three month
periods ended June 30, 1995 and 1994, respectively, and 96% and 97% of total
revenue for the six month periods ended June 30, 1995 and 1994, respectively.
The Company's operating expenses are primarily medical costs consisting
principally of medical claims and capitation costs.
The Company's results of operations depend in large part on accurately
predicting and effectively managing medical costs and other operating expenses.
A number of factors, including competition, changes in health care practices,
changes in federal or state laws and regulations or the interpretations
thereof, inflation, provider contract changes, new technologies, government
imposed surcharges, taxes or assessments, reductions in provider payments by
governmental payors (such reductions may cause providers to seek higher
payments from private payors), major epidemics, disasters and numerous other
factors affecting the delivery and cost of health care, may in the future
affect the Company's ability to control its medical costs and other operating
expenses. Governmental action (including downward adjustments to the premium
rates requested by the Company, which could result in adjusted rates lower than
premium rates then in effect) or business conditions (including competition and
the other factors described above) could result in premium revenues not
increasing to offset increases in medical costs and other operating expenses.
Once set, premiums are generally fixed for one year periods and, accordingly,
unanticipated costs during such periods cannot be recovered through higher
premiums.
Legislative and regulatory proposals have been made at the federal and state
government levels related to the health care system generally and the Medicare
and Medicaid programs specifically. The Company is unable to predict the
content of any legislation or regulation that may be enacted, when any such
legislation or regulation will be adopted, or what effect such legislation or
regulation will have on the Company's business.
8
<PAGE> 9
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Three months ended June 30, 1995 and 1994
Operations
Premiums and other revenue (principally administrative services fees) for the
quarter increased $128,478,000, or 18% compared to the second quarter of 1994.
Principal factors for the increase are a 16% growth in U.S. Healthcare-insured
health plan membership (267,000 members since June 30, 1994) and higher
weighted average premiums. Weighted average HMO premiums increased 2% to $147
per member per month, principally due to an increase in the proportion of total
membership in Medicare plans, which plans have higher premiums per member than
the Company's other HMO plans. The average premium for U.S. Healthcare-insured
non-Medicare HMO plans, which at June 30, 1995 had about 1,829,000 members, was
$137 per member per month for the current quarter, compared to $138 for the
second quarter of 1994, a change of less than 1%. Compared to the second
quarter of 1994, the average premium for the Medicare plans, which at June 30,
1995 had about 67,000 members, decreased 3% to $447 per member per month. On
June 30, 1995, the Company also had about 7,000 members in U.S.
Healthcare-insured indemnity plans.
The following tables show premiums earned during the quarter and the increase
in premiums compared to the second quarter of 1994 by plan type and region
(amounts in thousands):
Premiums by plan type:
<TABLE>
<CAPTION>
Three months ended
June 30, 1995 Increase
----------------- --------
<S> <C> <C>
Commercial plans $718,178 $ 69,536
Medicare plans 83,236 40,778
Medicaid and other plans 25,829 12,634
-------- --------
$827,243 $122,948
======== ========
</TABLE>
Premiums by region:
<TABLE>
<CAPTION>
Three months ended
June 30, 1995 Increase
----------------- --------
<S> <C> <C>
Mid-Atlantic $467,251 $ 59,009
Northeastern 340,034 57,367
Southern 19,958 6,572
-------- --------
$827,243 $122,948
======== ========
</TABLE>
Investment income increased $11,348,000, or 77% over the second quarter of
1994, due to an increase in gains on sales of marketable securities, an
increase in the average yield on investments and earnings from higher average
investment portfolio balances.
9
<PAGE> 10
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Three months ended June 30, 1995 and 1994
Other revenue (principally administrative services fees) increased $5,530,000,
or 71% over the second quarter of 1994, principally due to a 47% increase in
membership in employer-funded health plans. On June 30, 1995, the Company had
about 343,000 members in employer-funded health plans.
Medical costs increased $128,755,000, or 26% over the second quarter of 1994,
primarily due to a 16% growth in U.S. Healthcare-insured health plan
membership, plus higher costs per member. Compared to the second quarter of
1994, the weighted average medical cost per HMO member increased 10% to $110
per member per month. Factors for the per member increase include changes in
product mix, higher specialist usage and rates, higher capitation rates and the
enhancement of the Medicare program to include a pharmacy benefit for most
Medicare members.
Administrative, marketing and other operating costs increased $17,773,000, or
23% over the second quarter of 1994. Personnel costs contributed the largest
increase as a result of higher salaries, an increase in the number of employees
necessitated, in part, by higher business volume and changes in product mix and
increased marketing capability.
10
<PAGE> 11
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Six months ended June 30, 1995 and 1994
Operations
Premiums and other revenue (principally administrative services fees) increased
$239,060,000, or 17% compared to the first six months of 1994. Principal
factors for the increase are a 16% growth in U.S. Healthcare-insured health
plan membership (267,000 members since June 30, 1994) and higher weighted
average premiums. Weighted average HMO premiums increased 2% to $147 per
member per month, principally due to an increase in the proportion of total
membership in Medicare plans, which plans have higher premiums per member than
the Company's other HMO plans. The average premium for U.S. Healthcare-insured
non-Medicare HMO plans, which at June 30, 1995 had about 1,829,000 members was
$137 per member per month for the first six months of 1995, compared to $138
for the first six months of 1994, a change of less than 1%. The average
premium for the Medicare plans, which at June 30, 1995 had about 67,000
members, decreased 3% to $445 per member per month. On June 30, 1995, the
Company also had about 7,000 members in U.S. Healthcare-insured indemnity
plans.
The following tables show premiums earned during the first six months and the
increase in premiums compared to the first six months of 1994 by plan type and
region (amounts in thousands):
Premiums by plan type:
<TABLE>
<CAPTION>
Six months ended
June 30, 1995 Increase
----------------- --------
<S> <C> <C>
Commercial plans $1,430,150 $136,498
Medicare plans 149,305 67,121
Medicaid and other plans 48,700 24,302
---------- --------
$1,628,155 $227,921
========== ========
</TABLE>
Premiums by region:
<TABLE>
<CAPTION>
Six months ended
June 30, 1995 Increase
----------------- --------
<S> <C> <C>
Mid-Atlantic $ 915,108 $101,289
Northeastern 672,641 112,372
Southern 40,406 14,260
---------- --------
$1,628,155 $227,921
========== ========
</TABLE>
Investment income increased $18,650,000, or 68% over the first six months of
1994, due to gains on sales of marketable securities, an increase in the
average yield on investments and earnings from higher average investment
portfolio balances.
11
<PAGE> 12
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Six months ended June 30, 1995 and 1994
Other revenue (principally administrative services fees) increased $11,139,000,
or 73% over the first six months of 1994, principally due to a 47% increase in
membership in employer-funded health plans. On June 30, 1995, the Company had
about 343,000 members in employer-funded health plans.
Medical costs increased $222,052,000, or 23% over the first six months of 1994,
primarily due to a 16% growth in U.S. Healthcare-insured health plan
membership, plus higher costs per member. Compared to the first six months of
1994, the weighted average medical cost per HMO member increased 8% to $109 per
member per month. Factors for the per member increase include changes in
product mix, higher specialist usage and rates, higher capitation rates and the
enhancement of the Medicare program to include a pharmacy benefit for most
Medicare members.
Administrative, marketing and other operating costs increased $37,507,000, or
25% over the first six months of 1994. Personnel costs contributed the largest
increase as a result of higher salaries, an increase in the number of employees
necessitated, in part, by higher business volume and changes in product mix and
increased marketing capability.
Liquidity and capital resources
The Company's liquidity requirements have been met from cash flows generated by
operating activities. In the first six months of 1995, net cash flows from
such activities were $202,062,000. The Company believes that its existing
financial resources are sufficient to meet its liquidity needs.
The Company is subject to federal and state regulations which require the
Company's subsidiaries to maintain certain levels of tangible net assets, as
defined, for use in their own operations. Some states also require prior
approval before funds are transferred to affiliates.
12
<PAGE> 13
Part II - Other Information
Items 2, 3 and 5 are not applicable.
Item 1. Legal Proceedings
On October 12, 1993, the Company filed a petition with the New York State
Supreme Court seeking to stay and annul the Opinion and Decision of
Superintendent of Insurance of the State of New York dated September 30, 1993,
which would have reduced the premium rates for the Company's New York HMO for
the twelve month period beginning October 1, 1993 by a weighted average of 3.9%
from the rates in effect for the preceding twelve month period. On November 1,
1993, the Court held a hearing and ordered that a stay should be granted.
Accordingly, for New York HMO group contracts renewed or entered into during
the first quarter of 1994, the Company generally charged the premium rates in
effect during the third quarter of 1993. The Court entered a written Order and
Decision on July 8, 1994, implementing the November 1, 1993 oral decision on
the basis that the Superintendent violated the New York Insurance Law (by
reducing the Company's premium rates without giving the Company an opportunity
to oppose the reduction) and remanding the matter to the Superintendent for a
proper hearing. On August 4, 1994, the Superintendent filed a Notice of Appeal
with the Appellate Division; the appeal was dismissed on October 11, 1994. On
October 13, 1994, the Superintendent moved for permission to appeal to the
Appellate Division; this motion was denied on January 17, 1995. The
Superintendent did not appeal from the decisions of the Appellate Division and,
as of August 10, 1995, had not scheduled a hearing pursuant to the July 8, 1994
Order and Decision. The portion of the litigation related to rates for
contracts entered into or renewed on or after April 1, 1994 through September
30, 1994 was implicitly mooted by the Superintendent's Opinion and Decision
dated April 29, 1994 approving revised rates for such period, leaving only that
portion of the litigation related to rates for contracts entered into or
renewed during the first quarter of 1994 subject to a possible hearing.
In July 1995, certain lawyers alleging to represent a sole corporate
shareholder filed a purported class action complaint in the United States
District Court for the Eastern District of Pennsylvania seeking unspecified
damages. The complaint alleges that the Company and two of its executive
officers, through certain misrepresentations and omissions about the Company,
violated federal securities laws and related common law. The Company
promptly filed a motion to dismiss the complaint in its entirety for failure
to state a claim. The Company intends to continue to defend this action
vigorously.
The Company is involved in legal actions concerning benefit plan coverage
and other decisions by the Company, and alleged medical malpractice by
participating providers. If found liable in such actions, which are vigorously
defended on several grounds, the Company may bear financial responsibility.
The Company is also involved in certain other claims and legal actions arising
in the ordinary course of business. In the opinion of management, these claims
and legal actions will not have a material adverse effect on the Company's
consolidated financial position, results of operations or cash flows.
13
<PAGE> 14
Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders
(a) The Annual Meeting of Shareholders was held on May 24, 1995.
(b) Election of Directors
The number of votes cast with respect to the election of
directors was as follows:
<TABLE>
<CAPTION>
For Withheld
----------- --------
<S> <C> <C>
Leonard Abramson 843,895,053 1,242,569
Jerome S. Goodman 117,731,981 1,242,991
Betsy Z. Cohen 843,895,053 1,242,569
</TABLE>
The following directors' terms of office continued after the
meeting:
David B. Soll, M.D.
Allen Misher, Ph.D.
Timothy T. Weglicki
Item 6. Exhibits and Reports on Form 8-K
(a) 1. See Exhibit 11 on page 17.
2. Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K. No reports on Form 8-K were
filed during the quarter for which this report on
Form 10-Q is being filed.
14
<PAGE> 15
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned
thereunto duly authorized.
U.S. HEALTHCARE, INC.
----------------------------------
Date: August 10, 1995 By: /s/ Costas C. Nicolaides
--------------------- -------------------------------
Costas C. Nicolaides
Executive Vice President and
Chief Financial Officer
15
<PAGE> 16
Index to Exhibits
<TABLE>
<CAPTION>
Page
Exhibit No. No.
- ----------- ----
<S> <C> <C>
11. Computation of Net Income Per Common and
Common Equivalent Share - Three and six months
ended June 30, 1995 and 1994 17
27. Financial Data Schedule
</TABLE>
16
<PAGE> 1
Exhibit 11
U.S. HEALTHCARE, INC.
COMPUTATION OF NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE
(amounts in thousands except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30 June 30
----------------------- ------------------------
1995 1994 1995 1994
-------- -------- -------- ---------
<S> <C> <C> <C> <C>
Net income $ 93,056 $ 93,268 $187,608 $ 182,607
======== ======== ======== =========
Weighted average number of common shares:
Shares outstanding at beginning of period 145,652 147,033 145,486 146,718
Effect of exercise of stock options 57 35 122 142
Restricted stock awarded 34 116 51 194
Restricted stock canceled (4) - (2) -
Conversion of Class B stock to common stock - - - 4
Purchase of treasury shares (2,734) (1,725) (1,367) (863)
Weighted average number of common equivalent shares:
Additional equivalent shares issuable from
assumed exercise of stock options 526 1,053 808 1,112
Additional equivalent shares issuable from
conversion of Class B stock 14,537 15,053 14,537 15,053
------- ------- ------- -------
Weighted average number of common and common equivalent
shares outstanding - primary basis 158,068 161,565 159,635 162,360
Incremental additional equivalent shares issuable
from application of fully diluted computation 12 21 25 31
------- ------- ------- -------
Weighted average number of common and common equivalent
shares outstanding - fully diluted basis 158,080 161,586 159,660 162,391
======= ======= ======= =======
Net income per common and common equivalent
share - primary and fully diluted $.59 $.58 $1.18 $1.12
==== ==== ===== =====
</TABLE>
17
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE JUNE 30,
1995 FORM 10-Q OF U.S. HEALTHCARE, INC. AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 182,343
<SECURITIES> 917,153
<RECEIVABLES> 109,320
<ALLOWANCES> 14,221
<INVENTORY> 0
<CURRENT-ASSETS> 1,251,043
<PP&E> 209,382
<DEPRECIATION> 85,856
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0
0
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</TABLE>
