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): January 3, 1996
ORNDA HEALTHCORP
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
1-11591 75-1776092
(Commission File Number) (IRS Employer Identification No.)
3401 West End Avenue, Nashville, Tennessee 37203
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (615) 383-8599<PAGE>
Item 5. Other Events.
The Registrant hereby incorporates by reference the description of
the matters set forth in its news release dated January 3, 1996 (such news
release being Exhibit 99(a) attached hereto) and in the first two pages
of its news release dated January 4, 1996 (such pages of the news release
being Exhibit 99(b) attached hereto).
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits.
99(a) Registrant's news release dated January 3, 1996.
99(b) The first two pages of Registrant's news release dated
January 4, 1996.
SIGNATURES
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.
ORNDA HEALTHCORP
(Signature)
Ronald P. Soltman
Senior Vice President and General Counsel
Date: January 4, 1996<PAGE>
EXHIBIT INDEX
No. Subject Matter
99(a) Registrant's new release dated January 3, 1996
99(b) The first two pages of Registrant's news release dated
January 4, 1996<PAGE>
Exhibit 99(a)<PAGE>
FOR IMMEDIATE RELEASE:
Contact: Keith B. Pitts
Executive Vice President and Chief Financial Officer
or
Trip Pilgrim
Director of Investor Relations
OrNda HealthCorp
(615) 383-8599
ORNDA COMPLETES HOUSTON NORTHWEST ACQUISITION
NASHVILLE, Tennessee (January 3, 1996) OrNda HealthCorp (NYSE:ORN)
today announced it has completed its acquisition of the controlling equity
interests in Houston Northwest Medical Center, Inc. (HNMC) from the
hospital's Employee Stock Ownership Plan on terms previously disclosed.
HNMC's principal asset is Houston Northwest Medical Center, a 498-bed
tertiary care hospital in Houston, Texas. As a result of completion of
the transaction, HNMC is now a wholly owned subsidiary of OrNda.
OrNda HealthCorp is the third largest investor-owned hospital
management company in the United States. It is a leading provider of
health care services, delivering a broad range of inpatient and outpatient
health care services principally through the operation of 48 hospitals
located in urban and suburban communities in 14 states.
# # #<PAGE>
Exhibit 99(b)<PAGE>
FOR IMMEDIATE RELEASE:
Contact: Keith B. Pitts
Executive Vice President and Chief Financial Officer
or
Trip Pilgrim
Director of Investor Relations
OrNda HealthCorp
(615) 383-8599
ORNDA HEALTHCORP REPORTS FIRST QUARTER EPS OF $0.40
NASHVILLE, Tennessee (January 4, 1996) -- OrNda HealthCorp (NYSE:ORN)
today reported earnings per share rose to $0.40 on 49.5 million weighted
average common and common equivalent shares for the first quarter ended
November 30, 1995, compared to $0.29 on 44.8 million weighted average
common and common equivalent shares for the same period last year. The
increase in weighted average common and common equivalent shares reflects
the issuance of 11.5 million common shares and the conversion of 1.4
million shares of convertible preferred stock to common shares in November
1995. For the three months ended November 30, 1995, the Company had
earnings per share on a fully diluted basis of $0.39. Fully diluted
earnings per share were anti-dilutive in last year's first quarter.
Revenue for the first quarter of fiscal 1996 was $493.6 million
compared to $418.0 million in last year's first quarter. OrNda's EBITDA
increased to $71.6 million for the first quarter of fiscal 1996 compared
to $59.4 million for the same period last year. Same-hospital admissions,
adjusted admissions and revenues in the first quarter rose 2.8%, 7.1% and
7.6%, respectively, fueled by volume increases in each significant OrNda
market.
Charles N. Martin, Jr., Chairman, President and Chief Executive
Officer of OrNda HealthCorp, said, "Our first quarter results indicate the
ongoing success of the growth and operating strategies which were
implemented during fiscal 1995. We are continuing to aggressively develop
integrated delivery systems in our key markets, as evidenced by our
same-hospital volume increases. In addition, focusing on controlling costs
in salaries and benefits, supplies, purchased services and bad debts has
improved our margins. Our EBITDA margin of 14.5% for the first quarter
compares favorably to the 13.5% EBITDA margin for the fourth quarter of
1995."<PAGE>
ORND Reports First Quarter Results
Page 2
January 4, 1996
In closing, Martin added, "Our financial results have also been
positively impacted by our increase in managed care contracts, the
development of strategic alliances with other healthcare providers and our
linkages with physicians."
The Company announced yesterday the closing of the transaction to
acquire Houston Northwest Medical Center in Houston, Texas. OrNda's
acquisition of this hospital gives the company a leading provider in the
northwest Houston market.
OrNda HealthCorp is the third largest investor-owned hospital
management company in the United States. It is a leading provider of
health care services, delivering a broad range of inpatient and outpatient
health care services principally through the operation of 48 hospitals
located in urban and suburban communities in 14 states.
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