UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended March 31, 1996
----------------------------------
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: 1-12306
-------------
Integrated Health Services, Inc.
------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 23-2428312
------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
10065 Red Run Boulevard, Owings Mills, MD 21117
------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(410) 998-8400
----------------------------------------------------------------------
(Registrant's telephone, including area code)
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.
[X] Yes [ ] No
Number of shares of common stock of the registrant outstanding as of
May 8, 1996: 22,423,264 shares.
<PAGE>
INTEGRATED HEALTH SERVICES, INC.
INDEX
PART I. FINANCIAL INFORMATION
Page
------
Item 1. - Condensed Financial Statements -
------------------------------------
Consolidated Balance Sheets
March 31, 1996 and December 31, 1995 3
Consolidated Statements of Earnings
for the three months ended March 31, 1996
and 1995 4
Consolidated Statement of Changes in
Stockholders' Equity for the three
months ended March 31, 1996 5
Consolidated Statements of Cash Flows
for the three months ended March 31, 1996
and 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10
PART II: OTHER INFORMATION
Item 5. Other Information 17
Item 6. Exhibits and Reports on Form 8-K 17
Page 2 of 19
<PAGE>
<TABLE>
<CAPTION>
INTEGRATED HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
March 31, December 31,
1996 1995
-------------- --------------
<S> <C> <C>
Assets
------
Current Assets:
Cash and cash equivalents $ 29,560 38,917
Temporary investments 2,320 2,387
Patient accounts and third-party payor settlements
receivable, less allowance for doubtful receivables
of $19,140 at March 31, 1996 and $18,128 at December 31, 1995 247,065 230,282
Supplies, inventories, prepaid expenses
and other current assets 26,467 25,629
Income tax receivable 13,567 16,517
------------- ------------
Total current assets 318,979 313,732
------------- ------------
Property, plant and equipment, net 801,602 758,127
Intangible assets 300,517 288,033
Other assets 104,486 73,838
------------- ------------
Total assets $ 1,525,584 1,433,730
============= ============
Liabilities and Stockholders' Equity
------------------------------------
Current Liabilities:
Current maturities of long-term debt $ 5,179 5,404
Accounts payable and accrued expenses 152,972 172,013
------------- ------------
Total current liabilities 158,151 177,417
------------- ------------
Long-term Debt:
Convertible subordinated debentures 258,750 258,750
Revolving and long-term debt, less current maturities 593,354 506,507
------------- ------------
Total long-term debt 852,104 765,257
------------- ------------
Deferred income taxes 53,777 52,279
Deferred gain on sale-leaseback transactions 6,964 7,249
Stockholders' equity:
Preferred stock, authorized 15,000,000 shares; no shares
issued and outstanding - -
Common stock, $0.001 par value. Authorized 150,000,000
shares; issued 22,259,520 at March 31, 1996 and 21,785,334 at
December 31, 1995 (including 400,600 treasury shares) 22 22
Additional paid-in capital 419,604 410,345
Retained earnings 47,752 33,951
Treasury stock, at cost (400,600 shares at March 31, 1996
and December 31, 1995) (12,790) (12,790)
------------- ------------
Net stockholders' equity 454,588 431,528
------------- ------------
Total liabilities and stockholders' equity $ 1,525,584 1,433,730
============= ============
</TABLE>
See accompanying Notes to Consolidated Financial Statements
Page 3 of 19
<PAGE>
INTEGRATED HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(dollars in thousands, except per share amounts)
Three Months Ended
March 31,
--------------------
1996 1995
---------- ---------
Net Revenues:
Basic medical services $ 97,216 $ 89,336
Specialty medical services 219,525 176,158
Management services and other 10,532 9,141
------ -----
Total revenues 327,273 274,635
------- -------
Costs and expenses:
Operating expenses 249,895 207,304
Corporate administrative and general 15,093 12,402
Depreciation and amortization 8,274 8,960
Rent 17,656 16,066
Interest, net 14,214 7,330
------ -----
Total costs and expenses 305,132 252,062
------- -------
Earnings before equity in earnings of
affiliates and income taxes 22,141 22,573
Equity in earnings of affiliates 300 315
------ ------
Earnings before income taxes 22,441 22,888
Federal and state income taxes 8,640 8,812
----- -----
Net earnings $ 13,801 $ 14,076
====== ======
Per Common Share:
Net earnings - Primary $ 0.62 $ 0.61
Net earnings - Fully Diluted 0.54 0.53
====== ======
See accompanying Notes to Consolidated Financial Statements
Page 4 of 19
<PAGE>
INTEGRATED HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(dollars in thousands)
<TABLE>
<CAPTION>
Additional
Common Paid-In Retained Treasury
Stock Capital Earnings Stock Total
------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 195 $ 22 $410,345 $33,951 $(12,790) $431,528
Issuance of 385,542 shares of
common stock in connection with
acquisitions - 8,000 - - 8,000
Issuance of 34,287 shares of common
stock in connection with employee
stock purchase plan - 771 - - 771
Exercise of employee stock options
for 54,357 shares of common - 488 - - 488
Net earnings - - 13,801 - 13,801
------------------------------------------------------
Balance at March 31, 1996 $ 22 $419,604 $47,752 $(12,790) $454,588
======================================================
</TABLE>
See accompanying Notes to Consolidated Financial Statements
Page 5 of 19
<PAGE>
INTEGRATED HEALTH SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
Three Months Ended
March 31,
---------------
1996 1995
---- ----
Cash flows from operating activities:
Net earnings $ 13,801 $14,076
Adjustments to reconcile net earnings to net
cash provided (used) by operating activities:
Undistributed results of joint ventures (55) (192)
Depreciation and amortization 8,274 8,960
Deferred income taxes and other non-cash items 1,142 1,250
Amortization of gain on sale-leaseback transactions (285) (234)
Increase in patient accounts and third-party
payor settlements receivable, net (15,260) (18,597)
Increase in supplies, inventory, prepaid
expenses and other current assets (788) (3,629)
Increase (decrease) in accounts payable and
accrued expenses (22,928) 1,015
Decrease in income taxes receivable 2,950 -
Increase in income taxes payable - 4,243
------ ------
Net cash provided (used) by operating activitie (13,149) 6,892
Cash flows from financing activities:
Proceeds from issuance of capital stock, net 1,259 5,584
Proceeds from long-term borrowings 96,737 52,054
Repayment of long-term debt (11,286) (29,636)
Deferred financing costs (73) (184)
------ ------
Net cash provided by financing activities 86,637 27,818
------ ------
Cash flows from investing activities:
Sale of temporary investments 67 311
Purchase of temporary investments - (3,106)
Business acquisitions (16,581) (24,000)
Purchase of property, plant and equipment (35,961) (24,395)
Intangible assets - (2,400)
Other assets (30,370) (18,444)
------- -------
Net cash used by investing activities (82,845) (72,034)
------- -------
Decrease in cash and cash equivalents (9,357) (37,324)
Cash and cash equivalents, beginning of period 38,917 60,689
------ ------
Cash and cash equivalents, end of period $ 29,560 $23,365
========== ======
See accompanying Notes to Consolidated Financial Statements
Page 6 of 19
<PAGE>
NOTES
TO
CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Basis of Presentation and Significant Accounting Policies
The consolidated financial statements included herein do not contain all
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles. For further information, such as the significant accounting
policies followed by Integrated Health Services, Inc. ("IHS" or
"Company"), refer to the consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-K/A for the
year ended December 31, 1995. In the opinion of management, the
consolidated financial statements include all necessary adjustments
(consisting of only normal recurring accruals) for a fair presentation
of the financial position and results of operations for the interim
periods presented. The results of operations for the interim periods
presented are not necessarily indicative of the results that may be
expected for the full year. The Company's historical financial
statements for the three months ended March 31, 1995 have been restated
to include the results of operations of IntegraCare, Inc., which the
Company merged with in August 1995 in a transaction accounted for as a
pooling of interest for accounting and financial reporting purposes.
Note 2: Earnings Per Share
Primary earnings per share is computed based on the weighted average
number of common and common equivalent shares outstanding during the
periods. Common stock equivalents include options and warrants to
purchase common stock, assumed to be exercised using the treasury stock
method. Fully diluted earnings per share is computed as described above,
except that the weighted average number of common equivalent shares is
determined assuming the dilution resulting from the issuance of the
aforementioned options and warrants at the higher of the end-of-period
price per share, or the weighted average price for the period, and the
issuance of common shares upon the assumed conversion of the convertible
subordinated debentures. Additionally, interest expense and amortization
of underwriting costs related to such debentures are added, net of tax,
to income for the purpose of calculating fully diluted earnings per
share. Such amounts and the resulting net earnings for fully diluted
earnings per share purposes are summarized as follows for the three
months ended March 31, 1996 and 1995, respectively:
Page 7 of 19
<PAGE>
1996 1995
---- ----
Net earnings $13,801 14,076
` Adjustment for interest and underwriting
costs on convertible debentures 2,472 2,472
----- -----
Net earnings for fully diluted EPS $16,273 16,548
======= ======
Weighted average shares-Primary 22,257 23,204
Weighted average shares-Fully Diluted 30,317 31,272
====== ======
Note 3: New Acquisitions and Management Contracts
In January 1996, the Company entered into agreements to manage
four assisted living facilities in California and Ohio having a
total of 234 beds.
On January 29, 1996, the Company purchased Vintage Health Care
Center, a 220 bed skilled nursing and assisted living facility
in Denton, Texas for $6.9 million.
On March 19, 1996, the Company acquired Rehab Management
Systems, Inc. ("RMS"), which operates rehabilitation therapy
clinics in central Florida. RMS also manages one therapy and
one physician clinic. Total purchase price was $10.0 million,
including $8.0 million representing the issuance of 385,542
shares. In addition, the Company incurred direct costs of
acquisitions of $2.9 million. Total goodwill at the date of
acquisition was $12.7 million.
In addition, during the first quarter, the Company acquired two
mobile x-ray companies. Total purchase price aggregated
approximately $1.3 million. Total goodwill at the date of
acquisition aggregated $1.2 million.
Note 4: Proposed New Revolving Credit Facility
In May 1996, the Company accepted commitments for a $700
million revolving credit facility, including a $100 million
letter of credit subfacility, from Citibank, N.A., as
Administrative Agent, and certain other lenders (the "New
Credit Facility"). The New Credit Facility will initially
consist of a $700 million revolving loan which reduces to $560
million on June 30, 2000 and $315 million on June 30, 2001,
with a final maturity on June 30, 2002. The $100 million
subcommitment for letters of credit will remain at $100 million
until final maturity. The New Credit Facility will be
guaranteed by the Company's subsidiaries and secured by a
pledge of all of the stock of substantially all of the
Company's subsidiaries. The new credit facility will replace
the Company's existing $500 million credit facility. The
Company expects to record an extraordinary loss on the early
extinguishment of debt in the second quarter of 1996.
Note 5: Proposed Divestitures
In developing its post-acute healthcare system, the Company
continuously evaluates whether owning and operating businesses
which provide certain ancillary services, or contracting with
third
Page 8 of 19
<PAGE>
parties for such services, is more cost-effective. As a result,
the Company is continuously evaluating its existing operations
to determine whether to retain or divest operations.
Accordingly, the Company may divest certain divisions or assets
in the future.
Note 6: Subsequent Events
In May 1996, the Company acquired a geriatric care facility for
$4.25 million. In addition, the Company has reached agreements
in principle to purchase a hospice company in Chicago, Illinois
for approximately $8.0 million, a home health agency in
Memphis, Tennessee for approximately $2.0 million, four
diagnostic companies for approximately $20.4 million and an
outpatient clinic for approximately $2.3 million. There can be
no assurance that any of these pending acquisitions will be
consummated on the proposed terms, on different terms, or at
all.
In February 1996, the Company entered into an agreement to
acquire First American Health Care of Georgia, Inc. ("First
American"), a provider of home health services in 23 states,
principally Alabama, California, Florida, Georgia, Michigan,
Pennsylvania and Tennessee for $150 million, plus an earnout of
up to $127.5 million based on the home health care operations
of First American in the years 1999 through 2002. Subsequent to
the execution of the acquisition agreement, First American
filed for protection under the federal bankruptcy laws.
Consummation of the acquisition is subject to a number of
conditions, some of which are beyond the Company's control,
including approval of the acquisition by the bankruptcy court,
resolution of the HCFA claims seeking repayment from First
American of certain disallowed reimbursements under Medicare,
which claims IHS believes relate to personal or corporate
expenses, rather than care-related expenses, regulatory
approvals and approval from the Company's lenders and other
third parties. During the first quarter of 1996, the Company
loaned $18.1 million to First American to fund certain of First
American's liabilities. There can be no assurance that these
conditions will be satisfied. Also, there can be no assurance
that the First American acquisition will be consummated on the
proposed terms or at all.
Page 9 of 19
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION
AND
RESULTS OF OPERATIONS
Three Months Ended March 31, 1996
Compared to Three Months Ended March 31, 1995
Net revenues for the three months ended March 31, 1996 increased $52.6
million, or 19%, to $327.3 million from the comparable period in 1995.
Approximately 19% of the increase in revenues was attributable to the addition
of 11 facilities (4 owned, 3 leased and 4 managed facilities) subsequent to
March 31, 1995 and approximately 18% due to the acquisition of companies
providing home health and mobile x-ray and electrocardiogram services. The
remaining increase was due primarily to facilities and ancillary companies
acquired during the first quarter of 1995 and increased revenues from facilities
and ancillary companies in operation during both periods.
Basic medical services revenue increased 9% from $89.3 million to $97.2
million. Of the $97.2 million in basic medical services revenue in 1996, $8.1
million, or 8%, was attributable to the acquisition of 433 leased beds and 662
owned beds representing 3 leased and 4 owned facilities, respectively,
subsequent to March 31, 1995. Basic medical services revenue of facilities in
operation during both periods decreased during the three months ended March 31,
1996, as a result of skilled nursing beds being converted to Medical Specialty
Unit (MSU) beds after March 31, 1995.
Specialty medical services revenue increased 25% from $176.2 million to
$219.5 million. Of the $43.4 million increase, $11.4 million, or 26%, was
attributable to revenue from acquisitions subsequent to March 31, 1995. The
remaining increase is due to increased revenue from facilities and ancillary
companies in operation in both periods, facilities and ancillary companies
acquired during the first quarter of 1995 as well as skilled nursing beds being
converted to MSU beds after March 31, 1995 and increases in ancillary revenue.
Page 10 of 19
<PAGE>
Management services and other revenues increased 15% from $9.1 million to
$10.5 million. This increase was primarily attributable to the addition of 4 new
management contracts in the first quarter of 1996 and the addition of 34 managed
facilities during the first quarter of 1995, partially offset by the termination
in the fourth quarter of 1995 of a managed contract to manage 23 facilities.
Also, the Company purchased two facilities that were previously managed and
currently leases three facilities that were previously managed.
Total expenses for the period increased to $305.1 million from $252.1
million, an increase of 21%. Of the $53.0 million increase, $42.6 million, or
80%, was due to an increase in operating expenses. The increase in operating
expenses resulting from acquisitions consummated subsequent to March 31, 1995
was $16.1 million, or 38%, for the three months ended March 31, 1996. The
remainder of the increase in operating expense primarily resulted from costs
related to the increased medical activity level of the Company's patients, and
facilities and ancillary companies acquired during the three months ended March
31, 1995.
Corporate administrative and general expenses for the three months ended
March 31, 1996 increased by $2.7 million, or 22%, over the comparable period in
1995. This increase primarily represents additional operations, information
systems, accounting, finance and other personnel to support the growth in
acquisition of owned, leased and managed facilities and ancillary businesses.
Depreciation and amortization decreased to $8.3 million during the three months
ended March 31, 1996, an 8% decrease as compared to a $9.0 million in the same
period in 1995. Rent expense increased by $1.6 million, or 10%, over the
comparable period in 1995, primarily as a result of the addition subsequent to
March 31, 1995 of 3 leased facilities which were previously managed by the
Company, which increase was partially offset by the reduction in rent expense
resulting from the acquisition subsequent to March 31, 1995, of two facilities,
which were previously leased by the Company. Interest expense, net increased
94%, or $6.9 million, during the three months ended March 31, 1996 to $14.2
million in the first quarter of 1996.
Page 11 of 19
<PAGE>
The increase in interest expense was primarily due to the addition of the
Company's $115 million, 9-5/8% Senior Subordinated Debentures due 2002 in May
1995 and increased borrowings under the Company's current $500
million credit and term loan facility.
Earnings before equity in earnings of affiliates and income taxes decreased
by 2% to $22.1 million for the three months ended March 31, 1996, as compared to
$22.6 million for the comparable period in the prior year.
Earnings before income taxes decreased by 2% to $22.4 million for the three
months ended March 31, 1996, as compared to $22.9 million for the comparable
period in the prior year. The provision for federal and state income taxes was
$8.6 million for the three months ended March 31, 1996, and $8.8 million for the
same period in the prior year. Net earnings and fully diluted earnings per share
for the quarter were $13.8 million in 1996, or 54 cents per share, as compared
to $14.1 million or 53 cents per share for the same period in 1995. Weighted
average shares (fully diluted) decreased 1.0 million shares, or 3% to 30.3
million shares from the comparable period in 1995.
Page 12 of 19
<PAGE>
Liquidity and Capital Resources
At March 31, 1996, the Company had working capital of $160.8 million, as
compared with $136.3 million at December 31, 1995. The increase in working
capital was primarily due to an increase in patient accounts and third party
payor settlements receivable and other current assets and a decrease in accounts
payable and accrued expenses. There were no material capital commitments for
capital expenditures as of March 31, 1996. Net patient accounts and third-party
payor settlements receivable increased $16.8 million to $247.1 million at March
31, 1996, as compared to $230.3 million at December 31, 1995. Of the $16.8
million increase in accounts receivable, $1.5 million was attributable to
related services businesses acquired subsequent to December 31, 1995 and $15.3
million was due to increased accounts receivable at facilities in operation and
related services businesses owned at both December 31, 1995 and March 31, 1996.
Patient accounts receivable were $243.1 million at March 31, 1996, as compared
with $226.8 million at December 31, 1995. Third-party payor settlements
receivable from federal and state governments (i.e., Medicare and Medicaid cost
reports) was $23.1 million at March 31, 1996, as compared to $21.6 million at
December 31, 1995. Approximately $10.2 million, or 44%, of the third-party payor
settlements receivable from federal and state governments at March 31, 1996
represent the costs for its MSU patients which exceed regional reimbursement
limits established under Medicare.
The Company's cost of care for its MSU patients generally exceeds regional
reimbursement limits established under Medicare. The success of the Company's
MSU strategy will depend in part on its ability to obtain reimbursement for
those costs which exceed the Medicare established reimbursement limits by
obtaining waivers of these cost limitations. The Company has submitted waiver
requests for 133 cost reports, covering all cost report periods through December
31, 1994. To date, final action has been taken by the Health Care Financing
Administration ("HCFA") on all 133 waiver requests covering cost report periods
through December 31, 1994. The Company's final rates as approved
Page 13 of 19
<PAGE>
by HCFA represent approximately 96% of the requested rates as submitted in the
waiver requests. There can be no assurance, however, that the Company will be
able to recover its excess costs under any waiver requests which may be
submitted in the future. The Company's failure to recover substantially all
these excess costs would adversely affect its results of operations and could
adversely affect its MSU strategy.
Net cash used by operating activities for the three months ended March 31,
1996, was $13.1 million as compared to $6.9 million provided by operating
activities for the comparable period in 1995. This resulted primarily from a
decrease in accounts payable and accrued expenses and an increase in accounts
receivable.
Net cash provided by financing activities was $86.6 million for the three
month period in 1996 as compared to $27.8 million provided by financing
activities for the comparable period in 1995. In both periods, the Company
received net proceeds from long-term borrowings and made repayments on certain
debt.
Net cash used by investing activities was $82.8 million for the three month
period ended March 31, 1996 as compared to $72.0 million used by investing
activities for the three month period ended March 31, 1995. Cash used for the
acquisition of facilities and ancillary company acquisitions was $16.6 million
in 1996 as compared to $24.0 million for 1995. Cash used for the purchase of
property, plant and equipment was $36.0 million in 1996 and $24.4 million in
1995.
The Company's contingent liabilities (other than liabilities in respect of
litigation) aggregated approximately $54.3 million as of March 31, 1996. The
Company is obligated to purchase its GreenBriar facility upon a change in
control of the Company. The net purchase price of the facility is approximately
$4.0 million. The lessor of this facility has the right to require Messrs.
Robert Elkins and Timothy Nicholson to purchase all or any part of 13,944 shares
of common stock owned by it at a per share purchase price equal to the sum of
$12.25 per share plus 9% simple interest per annum from May 8, 1988 until the
date of such
Page 14 of 19
<PAGE>
purchase. The Company has agreed to purchase such shares if Messrs. Elkins and
Nicholson fail to do so. The amount aggregated approximately $338,000 at March
31, 1996. The Company has guaranteed approximately $6.6 million of the lessor's
indebtedness. The Company is required, upon certain defaults under the lease, to
purchase its Orange Hills facility at a purchase price equal to the greater of
$7.1 million or the facility's fair market value. The Company has jointly and
severally guaranteed a $1.2 million construction loan made to River City Limited
Partnership in which the Company has a 30% general partnership interest. The
Company has guaranteed approximately $3.9 million of a construction loan for
Trizec, the entity from which the Company purchased the Central Park Lodges
facilities. The Company entered into a guaranty agreement whereby the Company
guaranteed approximately $4.2 million owed by Tutera Group, Inc. and Sunset
Plaza Limited Partnership, a partnership affiliated with a partnership in which
the Company has a 49% interest, to Finova Capital Corporation. The Company has
guaranteed approximately $8.7 million owed by Litchfield Asset Management
Corporation to National Health Investors, Inc. The Company has established
several irrevocable letters of credit with the Bank of Nova Scotia totalling
$15.3 million at March 31, 1996 to secure certain of the Company's workers'
compensation, health benefits and other obligations. The Company has guaranteed
a maximum of $3.0 million owed by Dunns Creek and Lanier Manor to National
Health Investors. In addition, the Company has obligations under operating
leases aggregating approximately $256.5 million at March 31, 1996. In addition,
with respect to certain acquired businesses the Company is obligated to make
certain contingent payments if earnings of the acquired business increase or
earnings targets are met.
The liquidity of the Company will depend in large part on the timing of
payments by private third-party and governmental payors, including payments in
excess of regional cost reimbursement limitations established under Medicare.
Costs in excess of the regional reimbursement limits relate primarily to the
delivery of services and patient care to the Company's MSU patients.
Page 15 of 19
<PAGE>
The Company anticipates that cash from operations and borrowings under
revolving credit facilities will be adequate to cover its scheduled debt
payments and future anticipated capital expenditure requirements throughout
1996. The Company expects to continue to be growth oriented in 1996 through the
expansion of its existing operations, continued implementation of its MSU
programs and by the acquisition of additional facilities and ancillary companies
and the entry into agreements to manage additional facilities.
Page 16 of 19
<PAGE>
Part II: Other Information
Item 5. - Other Information
None
Item 6. - Exhibits and Reports on Form 8-K
(a) Exhibits
10.1 Employment Agreement dated January 1, 1994 between
Integrated Health Services, Inc. and Robert N. Elkins
(1)
10.2 Amendment No. 1 to Employment Agreement dated as of
January 1, 1995 between Integrated Health Services,
Inc. and Robert N. Elkins (1)
10.3 Employment Agreement dated as of January 1, 1994
between Integrated Health Services, Inc. and Lawrence
P. Cirka (1)
10.4 Amendment to Employment Agreement dated as of January
1, 1995 between Integrated Health Services, Inc. and
Lawrence P. Cirka (1)
10.5 Employment Agreement dated as of October 1, 1995
between Integrated Health Services, Inc. and C.
Christian Winkle (1)
10.6 Amendment to Employment Agreement dated as of January
1, 1996 between Integrated Health Services, Inc. and
Dennis A. Cahill (1)
Page 17 of 19
<PAGE>
10.7 Amendment to Employment Agreement dated as of April
1, 1996 between Asia Care and John L. Silverman(1)
27 Financial Data Schedule
- ----------
(1) Previously filed in the Company's Report on Form 10-Q for the three months
ended March 31, 1996.
(b) Reports on Form 8-K
None
Page 18 of 19
<PAGE>
- 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 thereunto duly authorized.
INTEGRATED HEALTH SERVICES, INC.
By: /s/ W. Bradley Bennett
---------------------------------
W. Bradley Bennett
Executive Vice President and
Chief Accounting Officer
Dated: June 4, 1997
------------------------------
Page 19 of 19
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<EXCHANGE-RATE> 1
<CASH> 29,560
<SECURITIES> 2,320
<RECEIVABLES> 266,205
<ALLOWANCES> (19,140)
<INVENTORY> 0
<CURRENT-ASSETS> 318,979
<PP&E> 801,602
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,525,584
<CURRENT-LIABILITIES> 158,151
<BONDS> 215,000
<COMMON> 22
0
0
<OTHER-SE> 454,566
<TOTAL-LIABILITY-AND-EQUITY> 1,525,584
<SALES> 327,273
<TOTAL-REVENUES> 327,273
<CGS> 0
<TOTAL-COSTS> 305,132
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 14,214
<INCOME-PRETAX> 22,441
<INCOME-TAX> 8,640
<INCOME-CONTINUING> 13,801
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,801
<EPS-PRIMARY> 0.62
<EPS-DILUTED> 0.54
</TABLE>
