SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 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 1-9848
CARETENDERS HEALTH CORP.
(Exact name of registrant as specified in its charter)
Delaware 06-1153720
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
100 Mallard Creek Road, Suite 400, Louisville, Kentucky 40207
(Address of principal executive offices) (Zip Code)
(502) 899-5355
(Registrant's telephone number, including area code)
Former address: 9200 Shelbyville Road, Louisville, Kentucky 40222
_______________________________________________________________________
(Former name, former address and former fiscal year, if changed since last
report.)
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 and 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______.
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class of Common Stock $.10 par value
Shares outstanding at December 31, 1995 - 3,119,436<PAGE>
<PAGE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
FORM 10-Q
INDEX
Part I. Financial Information
Item 1. Financial Statements
Interim Consolidated Balance Sheets as of December 31, 1995
and March 31, 1995 3 - 4
Interim Consolidated Statements of Operations for the Three
Months ended December 31, 1995 and 1994 5
Interim Consolidated Statements of Operations for the Nine
Months ended December 31, 1995 and 1994 6
Interim Consolidated Statements of Cash Flows for the Nine
Months ended December 31, 1995 and 1994 7
Notes to Interim Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis of
Condition and Results of Operations 9 - 14
Part II. Other Information
Items 1 through 6 15<PAGE>
<PAGE>
<TABLE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED BALANCE SHEETS
<CAPTION>
ASSETS December 31, 1995 March 31, 1995
------ ----------------- --------------
<S> <C> <C>
CURRENT ASSETS: (UNAUDITED)
Cash and cash equivalents $ 2,325,623 $ 1,264,775
Accounts receivable - net of allowance
for uncollectible accounts of $3,127,363
and $2,910,272 15,307,278 15,277,812
Inventories 609,418 525,974
Prepaid expenses and other current assets 573,186 410,023
Deferred tax assets 813,000 813,000
----------- -----------
TOTAL CURRENT ASSETS 19,628,505 18,291,584
PROPERTY AND EQUIPMENT - net 4,030,318 4,677,321
COST IN EXCESS OF NET ASSETS ACQUIRED -
net of accumulated amortization of
$1,135,181 and $986,513 7,055,038 7,203,706
OTHER ASSETS 850,050 900,178
----------- -----------
$31,563,911 $31,072,789
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED BALANCE SHEETS
(Continued)
<CAPTION>
LIABILITIES AND
STOCKHOLDERS' EQUITY December 31, 1995 March 31, 1995
-------------------- ----------------- --------------
(UNAUDITED)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable - trade $ 4,208,703 $ 3,433,691
Accrued expenses 2,857,241 2,507,421
Current portion of long-term debt and
capital leases 636,789 609,436
Other current liabilities 104,590 100,000
----------- -----------
TOTAL CURRENT LIABILITIES 7,807,323 6,650,548
LONG-TERM LIABILITIES
Revolving Credit Facility 4,260,911 5,771,502
Term debt and capital lease obligations 275,093 632,335
Other liabilities 339,034 456,785
Deferred tax liabilities 233,000 233,000
----------- -----------
TOTAL LONG-TERM LIABILITIES 5,108,038 7,093,622
----------- -----------
TOTAL LIABILITIES 12,915,361 13,744,170
Commitments and Contingencies (Note 2)
Stockholders' equity:
Common stock, par value $.10; authorized
10,000,000 shares; 3,129,436 issued and
outstanding 312,944 312,944
Treasury stock, at cost, 10,000 shares (95,975) (95,975)
Stock options 162,110 162,110
Warrants 119,880 119,880
Additional paid-in capital 25,055,886 25,055,886
Accumulated deficit (6,906,295) (8,226,226)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 18,648,550 17,328,619
----------- -----------
$31,563,911 $31,072,789
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<CAPTION>
Three Months Ended
--------------------------------------
December 31, 1995 December 31, 1995
----------------- -----------------
<S> <C> <C>
Net revenues $16,228,442 $15,006,393
Cost of sales and services 12,407,813 11,912,451
Selling, general and administrative
expenses 2,156,574 1,599,327
Depreciation and amortization expense 505,899 599,508
Provision for uncollectible accounts 442,967 348,839
Income before other income (expense)
and income taxes 715,189 546,268
----------- -----------
Other income (expense):
Interest expense (169,478) (202,204)
----------- -----------
Income before provision for income taxes 545,711 344,064
Provision for income taxes 39,000 45,000
----------- -----------
Net income $ 506,711 $ 299,064
=========== ===========
PER SHARE:
Weighted average common and common
equivalent shares outstanding for
primary and fully diluted earnings
per share 3,139,210 3,141,562
----------- -----------
Net income per share $ 0.16 $ 0.10
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<CAPTION>
Nine Months Ended
-------------------------------------
December 31, 1995 December 31.1994
----------------- ----------------
<S> <C> <C>
Net revenues $47,193,195 $45,303,504
Cost of sales and services 36,302,048 36,169,663
Selling, general and administrative
expenses 6,064,018 4,773,651
Depreciation and amortization expense 1,548,863 1,739,398
Provision for uncollectible accounts 1,318,383 1,102,417
----------- -----------
Income before other income (expense)
and income taxes 1,959,883 1,518,375
Other income (expense):
Interest expense (542,952) (561,848)
Other - 97,500
----------- -----------
Income before provision for income taxes 1,416,931 1,054,027
Provision for income taxes 97,000 115,000
----------- -----------
$ 1,319,931 $ 939,027
=========== ===========
PER SHARE:
Weighted average common and common
equivalent shares outstanding for
primary and fully diluted earnings
per share 3,136,278 3,151,392
----------- -----------
Net income per share $ 0.42 $ 0.30
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
<TABLE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Nine months Ended
-------------------------------------
December 31, 1995 December 31,1994
----------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 1,319,931 $ 939,027
Adjustments to reconcile net income
to net cash provided (used) by
operating activities:
Depreciation and amortization 1,548,863 1,739,398
Provision for uncollectible accounts 1,318,383 1,102,417
Other - (97,500)
----------- -----------
4,187,177 3,683,342
Change in certain net current assets
(Increase) decrease in:
Accounts receivable (1,347,849) (5,636,917)
Inventories (83,444) (39,739)
Prepaid expenses and other
current assets (163,163) (299,429)
Increase (decrease) in:
Accounts payable and accrued
liabilities 1,124,832 299,429
Other liabilities (112,661) (23,896)
----------- -----------
Net cash provided (used) by
operating activities 3,604,892 (2,016,873)
=========== ===========
Cash flows from investing activities:
Capital expenditures (535,455) (332,036)
Proceeds from the sale of business - 1,930,000
Other assets (168,109) (830,578)
----------- -----------
Net cash provided (used) by
investing activities (703,564) 767,386
----------- -----------
Cash flows from financing activities:
Principal payments on long-term debt (450,245) (797,314)
Issuance of long-term debt and capital
leases 120,356 29,528
Net revolving credit facility borrowings (1,510,591) 1,038,534
Other - 6,006
----------- -----------
Net cash provided (used) by financing
activities (1,840,480) 276,754
----------- -----------
Net increase/(decrease) in cash 1,060,848 (972,733)
Cash and cash equivalents at beginning
of period 1,264,775 2,515,849
----------- -----------
Cash and cash equivalents at end of period $ 2,325,623 $ 1,543,116
=========== ===========
<FN>
See accompanying notes to interim consolidated financial statements.<PAGE>
</TABLE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
December 31, 1995
1. BASIS OF PRESENTATION
The accompanying interim consolidated financial statements for the three and
nine months ended December 31, 1995 and 1994 have been prepared pursuant to the
rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
omitted pursuant to such rules and regulations. Accordingly, the reader of this
Form 10-Q may wish to refer to the Company's Form 10-K for the year ended March
31, 1995 for further information. In the opinion of management of the Company,
the accompanying unaudited interim financial statements reflect all adjustments
(consisting only of normally recurring accruals) necessary to present fairly
the financial position at December 31, 1995 and the results of operations and
cash flows for the periods ended December 31, 1995 and 1994.
The results of operations for the nine months ended December 31, 1995 are not
necessarily indicative of the operating results for the year.
2. COMMITMENTS AND CONTINGENCIES
Legal Proceedings
The Company currently, and from time to time, is subject to claims and suits
arising in the ordinary course of its business, including claims for damages
for personal injuries. In the opinion of management, the ultimate resolution
of any of these pending claims and legal proceedings will not have a material
adverse effect on the Company's financial position or results of operations.
On January 26, 1994 Franklin Capital Associates and Aetna Life and Casualty,
shareholders, who at one time held almost 320,000 shares of the Company's
common stock (approximately 13% of shares outstanding) filed suit in Chancery
Court of Williamson County, Tennessee claiming unspecified damages not to
exceed three million dollars in connection with registration rights they
received in the Company's acquisition of National Health Industries in February
1991. The suit alleges the Company failed to use its best efforts to register
the shares held by the plaintiffs as required by the merger agreement. The
Company believes it has meritorious defenses to the claims and does not expect
that the ultimate outcome of the suit will have a material adverse impact on
the Company's results of operation or financial position. The Company plans to
vigorously defend its position in this case.
3. SALE OF ASSETS
On June 3, 1994, the Company entered into a strategic arrangement with
Columbia/HCA Healthcare Corporation, under which Columbia acquired one of the
Company's two Louisville Certificates of Need for nursing services and hired
the Company to manage the operations under the certificate for five years. On
February 18, 1995, the Company entered into another arrangement with
Columbia/HCA Healthcare Corporation, under which Columbia acquired the
Company's Certificate of Need license to provide nursing services to patients
in eight counties in the Elizabethtown, Kentucky area and hired the Company to
manage the operations until the year 2000. Simultaneously, the Louisville
agency management agreement was extended for one year.
4. REVOLVING CREDIT FACILITY
On October 17, 1995, the Company expanded its revolving credit facility with
the Healthcare Financial Services Division of Heller Financial, Inc. from $7.5
million to $12 million. At the same time the interest rate was reduced to 1
percent over prime from 1.5 percent and advance rates on working capital
collateral were expanded.<PAGE>
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
OVERVIEW
The Company is aggressively pursing a strategy of integrating adult day care
and home health care services to provide seniors with alternatives to long-
term institutional care. The Company will be expanding into new geographic
markets and integrating its services in all its existing markets.
Demand for the Company's alternatives to chronic long-term institutional care is
strong and growing due to the aging of the population, consumer preference for
non-institutional care, and payor preference for low-cost solutions. A
package of the Company's adult day care and home health care services
can be provided as a substantially lower-cost alternative to nursing home
care. Thus the Company has chosen to focus its resources and efforts on the
expansion of these services.
The Company's adult day care and comprehensive home health care services,
which currently have no overlap of geographic service territories,
continue to show improving financial results. For the nine-months ended
December 31,1995, net income per share from on-going operations increased 62%
over the same period last year. Comparable revenues increased 14% (adjusted for
the sale of certain operations last year -- see Note 3). For the quarter ended
December 31, 1995, net income per share from on-going operations increased 78%
over the same period last year. Comparable revenues increased 12% (adjusted
for the sale of certain operations last year). These results were on a "same
business" basis with minimal development activity and no geographic expansion
taking place during the period. The improvements in profitability reflect
improved pricing and increased occupancy in the Company's adult day care centers
and the effect of incremental home health revenues in existing markets. Net
earnings per share improved from $0.30 to $0.42 for the nine-months and from
$0.10 to $0.16 for the quarter.
In October, 1995, the Company's revolving credit facility was expanded
from $7.5 million to $12 million while the interest rate was lowered 0.5%
to 1.0% over prime. This credit facility and internally generated funds are
expected to be sufficient to fund the Company's development plans.
<PAGE>
<TABLE>
<PAGE>
Results of Operations
Caretenders Health Corp.
Operating Data
for the three months ended December 31,
<CAPTION>
1 9 9 5 1 9 9 4 Change
--------------------- --------------------- ------------------
% of % of
Amount Revenues Amount Revenues Amount %
----------- -------- ----------- -------- ---------- --
<S> <C> <C> <C> <C> <C> <C>
Net Revenues
Comprehensive Home Healthcare $13,027,202 100.0% $12,272,024 100.0% $ 755,178 6.2%
Adult Day Care 3,201,240 100.0% 2,734,369 100.0% 466,871 17.1%
----------- ----------- ----------
16,228,442 15,006,393 1,222,049 8.1%
----------- ----------- ----------
Costs of Sales and Services
Comprehensive Home Healthcare 10,060,680 77.2% 9,859,094 80.3% 201,586 2.0%
Adult Day Care 2,347,133 73.3% 2,053,357 75.1% 293,776 14.3%
----------- ----------- ----------
12,407,813 76.5% 11,912,451 79.4% 495,362 4.2%
----------- ----------- ----------
Center Contribution
Comprehensive Home Healthcare 2,966,522 22.8% 2,412,930 19.7% 553,592 22.9%
Adult Day Care 854,107 26.7% 681,012 24.9% 173,095 25.4%
----------- ----------- ----------
3,820,629 23.5% 3,093,942 20.6% 726,687 23.5%
----------- ----------- ----------
Selling, General & Administrative 2,156,574 13.3% 1,599,327 10.7% 557,247 34.8%
Depreciation and Amortization 505,899 3.1% 599,508 4.0% (93,609) (15.6%)
Provision for Uncollectible Accounts 442,967 2.7% 348,839 2.3% 94,128 27.0%
Interest, Net 169,478 1.0% 202,204 1.3% (32,726) (16.2%)
----------- ----------- ----------
Income Before Taxes $ 545,711 3.4% $ 344,064 2.3% $ 201,647 58.6%
=========== =========== ==========
</TABLE>
Comprehensive Home Health Care
Revenues. Net revenues for 1994 included $663,032 related to operations sold
during the year ended March 31, 1995. Contribution continues to be generated
from these operations under management contracts. Net revenues from
continuing markets increased 12% from $11,608,992 in 1994 to $13,027,202 in
1995 primarily as a result of increased volumes for nursing services.
Cost of Sales and Services. Cost of sales and services as a percent of net
revenues decreased primarily as a result of improved volumes.
<PAGE>
<PAGE>
Adult Day Care
Net Revenues. The increase of $466,871 in adult day care revenues is
attributable to the opening of 1 new center, increased occupancy, and a rate
increase in all the centers. Total days of service provided increased 14%
from 48,237 in 1994 to 54,770 in 1995. As of December 31, 1995, the Company
had 13 centers in operation. Average occupancy for the quarter was 64% as
compared to 62% in the prior year. System capacity as of December 31, 1995
was 938 guests per day as compared to 854 in the prior year.
Cost of Sales and Services. As a percentage of net revenues, cost of sales
and services decreased by 1.8% as a result of increased occupancy and reduced
initial operating losses from new centers. The Company's new centers typically
take from 12 to 15 months to reach break-even. The Company's two newest
centers generated net revenues of $325,074 and break-even results during the
quarter as compared to $57,244 and a loss of $64,658 in the prior year.
Selling, General and Administrative. The increase of $557,247 in these expenses
is due primarily to increased billing and collection efforts and overhead
additions in preparation for expansion. These costs remained constant as a
percentage of total owned and managed revenues.
Depreciation and Amortization. The decrease results primarily from certain
assets reaching the end of their depreciable lives.
Provision for Uncollectible Accounts. The provision for uncollectible accounts
for the quarter ended December 31,1995 was recorded at approximately 2.7% of net
revenues based on management's evaluation of collectibility. This percentage is
within the range of industry averages.
Interest. The decrease in Interest is primarily the result of the lower
average outstanding debt levels.<PAGE>
<PAGE>
<TABLE>
Results of Operations
Caretenders Health Corp.
Operating Data
for the nine months ended December 31,
<CAPTION>
1 9 9 5 1 9 9 4 Change
--------------------- --------------------- ------------------
% of % of
Amount Revenues Amount Revenues Amount %
----------- -------- ----------- -------- ---------- -----
<S> <C> <C> <C> <C> <C> <C>
Net Revenues
Comprehensive Home Healthcare $37,697,963 100.0% $37,477,344 100.0% $ 220,619 0.6%
Adult Day Care 9,495,232 100.0% 7,826,160 100.0% 1,669,072 21.3%
----------- ----------- ----------
47,193,195 45,303,504 1,889,691 4.2%
----------- ----------- ----------
Costs of Sales and Services
Comprehensive Home Healthcare 29,252,747 77.6% 30,295,259 80.8% (1,042,512) (3.4%)
Adult Day Care 7,049,301 74.2% 5,874,404 75.1% 1,174,897 20.0%
----------- ----------- ----------
36,302,048 76.9% 36,169,663 79.8% 132,385 0.4%
----------- ----------- ----------
Center Contribution
Comprehensive Home Healthcare 8,445,216 22.4% 7,182,085 19.2% 1,263,131 17.6%
Adult Day Care 2,445,931 25.8% 1,951,756 24.9% 494,175 25.3%
----------- ----------- ----------
10,891,147 23.1% 9,133,841 20.2% 1,757,306 19.2%
----------- ----------- ----------
Selling, General & Administrative 6,064,018 12.8% 4,773,651 10.5% 1,290,367 27.0%
Depreciation and Amortization 1,548,863 3.3% 1,739,398 3.8% (190,535) (11.0%)
Provision for Uncollectible Accounts 1,318,383 2.8% 1,102,417 2.4% 215,966 19.6%
Interest, Net 542,952 1.2% 561,848 1.2% (18,896) (3.4%)
Other - - (97,500) (0.2%) (97,500) 100.0%
----------- ----------- ----------
Income Before Taxes $ 1,416,931 3.0% $ 1,054,027 2.3% $ 362,904 34.4%
=========== =========== ==========
</TABLE>
Comprehensive Home Health Care
Revenues. Net revenues for 1994 included $4,516,000 related to operations sold
during the year ended March 31, 1995. Contribution continues to be generated
from these operations under management contracts. Net revenues from
continuing markets increased 14% from $32,961,344 in 1994 to $37,697,963 in
1995 primarily as a result of increased volume for nursing services.
Cost of Sales and Services. Cost of sales and services as a percent of net
revenues decreased primarily as a result of improved volumes.
<PAGE>
Adult Day Care
Net Revenues. The increase of $1,669,072 in adult day care revenues is
attributable to the opening of 2 new centers, and a rate increase in all the
centers. Total days of service provided increased 17% from 140,857 in 1994 to
164,546 in 1995. As of December 31, 1995, the Company had 13 centers in
operation. Average occupancy for the nine month period and in the prior year
was 64%. Average daily capacity increased from 811 guests per day in 1994 to
936 in 1995.<PAGE>
Cost of Sales and Services. As a percent of net revenues, cost of sales and
services decreased slightly as a result of increased occupancy and reduced
initial operating losses from new centers. The Company's new centers
typically take from 12 to 15 months to reach break-even. The Company's two
newest centers generated net revenues of $832,666 and losses of $77,100 as
compared to $96,112 and losses of $149,160 in the prior year.
Selling, General and Administrative. The increase of $1,290,367 in these
expenses is due primarily to increased billing and collection efforts and
overhead additions in preparation for expansion. These costs remained constant
as a percent of total owned and managed revenues.
Depreciation and Amortization. The decrease results primarily from certain
assets reaching the end of their depreciable lives.
Provision for Uncollectible Accounts. The provision for uncollectible accounts
for the nine months ended December 31,1995 was recorded at approximately 2.8% of
net revenues based on management's evaluation of collectibility. This percentage
is within the range of industry averages.
Interest. The decrease in interest is primarily the result of the lower
average outstanding debt levels.
Other. Other income in 1994 consisted of a $97,500 gain on the sale of certain
operations to Columbia/HCA.
Liquidity and Capital Resources
Cash Flows
Key elements of the Consolidated Statements of Cash Flows for the nine-months
ended December 31, were (in thousands):
Net Change in Cash and Cash Equivalents 1995 1994
--------------------------------------- -------- --------
Provided by (used in)
Operating activities $ 3,605 $ (2,017)
Investing activities (704) (767)
Financing activities (1,840) 277
-------- --------
Net Change in Cash and Cash Equivalents $ 1,061 $ (973)
======== ========
1995 net cash provided by operating activities of approximately $3,605,000
resulted principally from current period earnings and an increase in accounts
payable and accruals, partially offset by increases in accounts receivable. 1995
net cash used by investing activities resulted principally from capital
expenditures while 1994's net cash provided by investing activities came
principally from the sale of certain operations. Net cash used by financing
activities resulted primarily from net repayments on the revolving credit facil-
ity partially offset by principal payments on term debt and capital leases,
net of additional capital leases.
<PAGE>
Revolving Credit Facility
On October 17, 1995, the Company expanded its revolving credit facility with the
Healthcare Financial Services Division of Heller Financial, Inc. from $7.5
million to $12 million. At the same time the interest rate was reduced to 1
percent over prime from 1.5 percent and advance rates on working capital
collateral were expanded.
The facility is collateralized by accounts receivable,inventory and the stock of
the Company's subsidiaries. Availability is determined pursuant to a formula
principally consisting of 95% of accounts receivable under 180 days old (subject
to certain exclusions) plus 50% of inventory. This facility, together with
internally generated funds, should provide capital resources sufficient to
support development of the business.
On December 31, 1995 the balance outstanding on the facility was approximately
$4.3 million.
Health Care Reform
Congress is currently considering legislative change which could effect major
changes in the health care system. This legislation would materially change
reimbursement under both the Medicare and Medicaid systems.Some of these changes
include a prospective payment system for Medicare home health agencies and
increased use of Medicaid ``Block Grants''. Although the Company believes that
proposed legislation could increase government's emphasis on home and community
based health care services,it cannot predict whether any of these proposals will
be adopted, and if they are adopted, no assurance can be given that the
implementation of this legislation will not have a material adverse effect on
the Company's business.
Impact of Inflation
Management does not believe that inflation has had a material effect on income
during the past several years.
<PAGE>
<PAGE>
Part II - Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 11 (attached)
(b) No reports on Form 8-K have been filed during the quarter ended
December 31, 1995
<PAGE>
<TABLE>
<PAGE>
CARETENDERS HEALTH CORP. AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE
EXHIBIT 11
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
1995 1994 1995 1994
---------- ---------- ----------- ----------
<S> <C> <C> <C> <C>
PRIMARY
Net income for primary income per common share $ 506,711 $ 299,064 $ 1,319,931 $ 939,027
---------- ---------- ----------- ----------
Weighted average outstanding shares during the
period 3,119,436 3,119,436 3,119,436 3,119,436
Add- common equivalent shares representing shares
issuable upon exercise of dilutive options and
warrants and conversion of convertible preferred
stock 19,774 22,126 16,842 31,956
---------- ---------- ----------- ----------
Weighted average number of shares used in
calculation of primary earnings per share 3,139,210 3,141,562 3,136,278 3,151,392
---------- ---------- ----------- ----------
PER SHARE
Net income $ 0.16 $ 0.10 $ 0.42 $ 0.30
========== ========== =========== ==========
FULLY DILUTED
Net income for fully diluted income per
common share $ 506,711 $ 299,064 $ 1,319,931 $ 939,027
---------- ---------- ----------- ----------
Weighted average number of shares used in
calculation of primary earnings per share 3,140,826 3,196,544 3,140,826 3,196,544
---------- ---------- ----------- ----------
Weighted average number of shares used in
calculation of fully diluted earnings per share 3,140,826 3,196,544 3,140,826 3,196,544
---------- ---------- ----------- ----------
PER SHARE
Net income $ 0.16 $ 0.10 $ 0.42 $ 0.20
========== ========== =========== ==========
</TABLE>
<PAGE>
<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 of the
undersigned thereunto duly authorized.
Date: February 13, 1996
CARETENDERS HEALTH CORP.
BY: /s/ William B. Yarmuth
-----------------------------------
William B. Yarmuth,
Chairman of the Board, President
and Chief Executive Officer
BY: /s/ C. Steven Guenthner
-----------------------------------
C. Steven Guenthner,
Senior Vice President and
Chief Financial Officer<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
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