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): July 23, 1998
VETERINARY CENTERS OF AMERICA, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-10787 95-4097995
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3420 Ocean Park Boulevard, Suite 1000
Santa Monica, California 90405
(Address of Principal Executive Offices)
(310) 392-9599
(Registrant's Telephone Number)
<PAGE>
ITEM 5. OTHER EVENTS
------------
Reference is made to the press release of Registrant, issued on July
23, 1998, which contains information meeting the requirements of this Item 5,
and which is incorporated herein by this reference. A copy of this press release
is attached to this Form 8-K as Exhibit 99.1.
<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 hereunto duly authorized.
July 27, 1998 VETERINARY CENTERS OF AMERICA, INC.
By: /S/TOMAS FULLER
-------------------------
Tomas W. Fuller
Chief Financial Officer,
Vice President and
Assistant Secretary
<PAGE>
EXHIBIT INDEX
EXHIBITS PAGE NUMBER
- -------- -----------
99.1 Press Release dated July 23, 1998.
VETERINARY CENTERS OF AMERICA, INC. REPORTS
SECOND QUARTER AND SIX-MONTH FINANCIAL RESULTS
COMPANY REPORTS 33% INCREASE IN EPS ON
RECORD EARNINGS AND REVENUES
SANTA MONICA, CA, JULY 23, 1998 -- VETERINARY CENTERS OF
AMERICA, INC. (NASDAQ NM SYMBOL: VCAI) today reported financial
results for the second quarter and the six months ended June 30, 1998.
Earnings per share for the second quarter ended June 30, 1998
increased 33% to $0.28 per share (diluted) from $0.21 per share
(diluted) in the second quarter of 1997. Revenues in the second quarter
of 1998 increased 20% to a record $76,072,000 from $63,193,000 in the
second quarter last year. Net income for the quarter increased 40% to
$6,081,000 compared to $4,351,000 in the second quarter of 1997.
For the six months ended June 30, 1998, earnings per share
increased 39% to $0.39 per share (diluted) from $0.28 per share
(diluted) in the corresponding period in 1997. For the six months ended
June 30, 1998, revenues increased 17% to a record $139,384,000 from
$119,216,000 in the six months ended June 30, 1997. Net income in 1998
increased 46% to $8,388,000 compared to $5,761,000 in the corresponding
period in 1997.
Bob Antin, Chairman and CEO, stated, "We are pleased with our
second quarter operating results. Our record earnings for the second
quarter reflect the success of implementing our strategy to leverage
our growing revenue base. On a 20% revenue increase, our operating
income in the second quarter increased 34% to $13,421,000 and our net
income increased 40% to $6,081,000."
Bob Antin further stated, "The acquisition of Lab Corp during
the second quarter further strengthens our position as the #1 provider
of laboratory diagnostic services in the United States. While the
integration continues, we expect to be fully integrated by the end of
the year.
"VCA continues to maintain its leadership role as the largest
provider of pet care in the United States."
VETERINARY CENTERS OF AMERICA, INC. owns and operates the
largest network of free-standing veterinary hospitals and the largest
network of veterinary-exclusive clinical laboratories in the country.
In addition, VCA owns a partnership interest in Vet's Choice, a joint
venture with Heinz Pet Products, an affiliate of H.J. Heinz Company
(NYSE Symbol: HNZ), which markets and distributes a complete line
<PAGE>
of specialty pet foods, as well as an interest in Veterinary Pet
Insurance, Inc., the nation's largest pet health insurance company.
With the exception of the historical information, the matters
discussed above include forward-looking statements that involve risks
and uncertainties. Actual results may vary substantially as a result of
a variety of factors. Among the important factors that could cause
actual results to differ are the level of direct costs and the ability
of the Company to maintain gross revenues at a level necessary to
maintain gross profit margins, the level of selling, general and
administrative costs, the effects of competition, the continued success
of the Company's integration process, the effects of the Company's
recent acquisitions and its ability to effectively manage its growth,
the continued implementation of its management information systems,
pending litigation and governmental investigations, and the results of
the Company's acquisition program. These and other risk factors are
discussed in the Company's recent filings with the Securities and
Exchange Commission on Forms 8-K, 10-Q and 10-K and the reader is
directed to these reports for a further discussion of important factors
which could cause actual results to differ materially from those in the
forward-looking statements.
<PAGE>
VETERINARY CENTERS OF AMERICA, INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED - IN THOUSANDS)
Three Months Six Months
Ended June 30, Ended June 30,
1998 1997 1998 1997
-------- -------- -------- --------
Revenues:
Animal Hospital $53,518 $45,929 $99,102 $85,868
Laboratory 24,142 18,482 43,244 34,728
Pet Food -- -- -- 1,064
Eliminations (1,588) (1,218) (2,962) (2,444)
-------- -------- -------- --------
76,072 63,193 139,384 119,216
-------- -------- -------- --------
Direct Costs 55,051 45,783 103,558 89,303
Gross Profit:
Animal Hospital 12,833 10,437 21,549 16,811
Laboratory 8,188 6,973 14,277 12,534
Pet Food -- -- -- 568
-------- -------- -------- --------
21,021 17,410 35,826 29,913
-------- -------- -------- --------
General & Administrative:
Corporate 3,124 3,692 6,746 7,181
Laboratory 1,353 953 2,619 1,913
Pet Food -- -- -- 400
-------- -------- -------- --------
4,477 4,645 9,365 9,494
-------- -------- -------- --------
Depreciation &
Amortization 3,123 2,732 6,259 5,460
-------- -------- -------- --------
Operating Income 13,421 10,033 20,202 14,959
Interest Expense, Net 2,329 2,081 4,613 3,879
-------- -------- -------- --------
Income Before Minority
Interest and Income Taxes 11,092 7,952 15,589 11,080
Minority Interest Expense 223 120 378 291
Provision for Income Taxes 4,788 3,481 6,823 5,028
-------- -------- -------- --------
Net Income $ 6,081 $ 4,351 $ 8,388 $ 5,761
======== ======== ======== ========
Basic Earnings Per Share $ 0.30 $ 0.22 $ 0.42 $ 0.30
======== ======== ======== ========
Diluted Earnings Per Share $ 0.28 $ 0.21 $ 0.39 $ 0.28
======== ======== ======== ========
Shares Used for Computing
Basic EPS 20,214 19,502 20,210 19,473
======== ======== ======== ========
Shares Used for Computing
Diluted EPS 21,886 20,884 21,701 20,804
======== ======== ======== ========
