PMR CORP
8-K, 1998-06-11
SPECIALTY OUTPATIENT FACILITIES, NEC
Previous: TRACOR INC /DE, SC 14D1/A, 1998-06-11
Next: CHASE MORTGAGE FINANCE CORP, 8-K, 1998-06-11



<PAGE>   1
                       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): JUNE 9, 1998


                                 PMR CORPORATION
             (Exact name of registrant as specified in its charter)



                                    DELAWARE
                 (State or other jurisdiction of incorporation)


           000-20488                                  23-2491707
      (Commission File No.)               (IRS Employer Identification No.)

                        501 WASHINGTON STREET, 5TH FLOOR
                           SAN DIEGO, CALIFORNIA 92103
              (Address of principal executive offices and zip code)


       Registrant's telephone number, including area code: (619) 610-4001



<PAGE>   2
ITEM 5. OTHER EVENTS.

1.  PMR hereby incorporates by reference the contents of the news release
    announcing the preliminary resolution of provider based challenge filed as
    Exhibit 99.1 to this report.

2.  PMR hereby incorporates by reference the contents of the news release
    announcing the proposed joint venture with Stadtlanders Drug Distribution
    Co, Inc. filed as Exhibit 99.2 to this report.



                                       2
<PAGE>   3
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (C)    EXHIBITS.

               99.1  News Release dated June 9, 1998.

               99.2  News Release dated June 10, 1998.



                                       3
<PAGE>   4
                                    SIGNATURE


    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.

                                        PMR CORPORATION




Dated:  June 10, 1998                   By: /s/ Mark P. Clein
                                            -------------------------------
                                            Mark P. Clein
                                            Executive Vice President and
                                             Chief Financial Officer



                                       4
<PAGE>   5
                                INDEX TO EXHIBITS


                                                                  PAGE NO.

               99.1  News Release dated June 9, 1998.

               99.2  News Release dated June 10, 1998.



                                       5

<PAGE>   1
Exhibit 99.1

                              PMR CORPORATION LOGO

                        501 Washington Street, 5th Floor
                               San Diego, CA 92103


For Immediate Release                                         June 9, 1998


              PMR ANOUNCES PRELIMINARY RESOLUTION OF PROVIDER BASED
                                    CHALLENGE



SAN DIEGO, CA -- PMR CORPORATION (NASDAQ NMS - "PMRP"), a leading provider of
disease management services for the Seriously Mentally Ill (SMI), today
announced that its largest customer, Scripps Health, has received notification
from Region IX of the Health Care Financing Administration ("HCFA") that it has
restored provider based status to Scripps Health's programs through July 15,
1998 in order for Scripps and PMR to implement certain agreed upon changes. PMR
expects to complete the implementation within this time frame and thus does not
anticipate an interim service period which is non-reimbursable.


PMR and Scripps plan to amend their contract to meet HCFA's provider based
criteria such that PMR will manage programs in affiliation with three Scripps
hospitals. The Company anticipates that with the exception of a rural program
east of San Diego County, the combination of the Scripps programs and
anticipated new programs will allow PMR to continue to serve its present patient
base in San Diego County.

"We are extremely pleased to have received clarification on an issue which has
created significant uncertainty for PMR and many other health care service
organizations around the country," said Allen Tepper, CEO. "We look forward to a
speedy implementation of the amended contract and a return to focusing
exclusively on services for patients with a serious mental illness."

PMR is a leader in the development and management of programs and services for
individuals with a serious mental illness. PMR currently manages 48 programs in
13 states in both fee-for-service and managed care environments, principally
focused on the public sector market. To add names to our investor fax service,
or for further information, contact Tiffany Andersen at 1-800-886-PMRP.



                                       6
<PAGE>   2
This press release contains forward looking statements that involve risks and
uncertainties, including the risk that the Company's amended contract will not
be satisfactory to HCFA, Scripps Health or PMR; the risk that the Company will
not be able to implement the agreed upon changes by the July 15 extension date;
the risk that HCFA's requirements for meeting "provider-based" designation will
change such that the Company is unable to comply; the risk that PMR will not be
able to continue serving its existing patient base with current and anticipated
programs; and the risks and uncertainties set forth in the Company's periodic
reports and other filings with the Securities and Exchange Commission. Forward
looking statements reflect the Company's current views with respect to future
events. Actual results may vary materially and adversely from those anticipated,
believed, estimated, or otherwise indicated.





CONTACT:
PMR Corporation: 619-610-4001
Mark Clein, Executive V.P./CFO
                                       ###



                                       7

<PAGE>   1
Exhibit 99.2


PMR CORPORATION LOGO                    STADTLANDERS PHARMACY LOGO

501 Washington Street,                      Headquarters:
5th Floor                                   600 Penn Center Blvd.
San Diego, CA 92103                         Pittsburgh, PA 15235-5810
                                            800-238-7828


FOR IMMEDIATE RELEASE

Contacts:
Morris Perlis                                      Mark Clein
President and Chief Executive Officer              Executive Vice President
Stadtlanders Pharmacy                              Chief Financial Officer
(416) 866-3193                                     PMR Corporation
                                                   (619) 610-4074


              PMR CORPORATION AND STADTLANDERS PHARMACY ANNOUNCE AN
            AGREEMENT TO CREATE A UNIQUE PATIENT MANAGEMENT PROGRAM;
    

         THE NEW COMPANY WILL INTRODUCE A DISEASE MANAGEMENT APPROACH TO
             THE PHARMACUETICAL TREATMENT OF SERIOUS MENTAL ILLNESS


SAN DIEGO, CA, June 10,1998 - Allen Tepper, Chairman and CEO of PMR Corporation
(NASDAQ: "PMRP"), and Morris Perlis, President and CEO of Stadtlander Drug
Distribution Co. Inc. (d/b/a Stadtlanders Pharmacy), today announced an
agreement to form a new disease management company. PMR is a leader in the
United States in the creation and management of disease management programs and
services for individuals with serious mental illness (SMI). These diseases,
often chronic and life long, are primarily schizophrenia and bi-polar disorder
(manic depression) and affect more than one percent of the U.S. population.

This unique new venture will combine pharmaceutical care with the management of
the wide variety of services needed by patients with serious mental illness
need. Stadtlanders is already well established as a specialty pharmacy with
expertise in the treatment of mental illnesses providing pharmaceutical care to
over 6,000 patients with schizophrenia. Stadtlanders will provide total pharmacy
care and its clinical expertise, as well as its distribution, reimbursement,
enrollment and other patient account services to the new venture. PMR will
provide its full range of case management abilities and its developing clinical
research and informatics capability. PMR also assists providers in creating new
services and enhancing and expanding existing ones, providing clinical
technologies, management support and operational systems. PMR currently serves
approximately 8000 patients in 13 states.



                                       8
<PAGE>   2
The new company's disease management approach will emphasize early intervention
and the co-ordination and monitoring of patients' services. The objectives of
this program will be to reduce the incidence of crises and contain the costs
associated with catastrophic events, and ultimately reduce the costs of
delivering high-quality care while improving clinical outcomes.


Allen Tepper, Chairman and CEO of PMR, said, "This definitive agreement to form
a joint venture is a major step in helping us provide an integrated care program
for individuals with serious mental illness. Drug regimes are very important to
this patient population. Their effective use is key to optimizing the cost
structure of this unique patient population's care. Our new association with
Stadtlanders provides the basis for better outcomes and more efficient service
delivery."

"Our proposed joint venture with PMR is a continuation of our strategy to
identify disease states where there is a significant opportunity to make a
meaningful contribution to improved care and reduced costs," said Morris Perlis.
"We are excited by our new association as it combines Stadtlanders speciality
pharmacy expertise in the mental health sector with a highly-regarded service
provider. This combination of skills demonstrates our continuing emphasis on
taking leadership in the areas we focus and positions Stadtlanders to take an
increasingly important role in a managed care environment.

PMR is a leader in the development and management of programs and services for
individuals with a serious mental illness. PMR currently manages 48 programs in
13 states in both fee-for-service and managed care environments, principally
focused on the public sector market. To add names to our investor fax service,
or for further information, contact Tiffany Andersen at 1-800-886-PMRP.

Stadtlanders Drug Distribution Co., Inc. (d/b/a Stadtlanders Pharmacy) is the
nation's leading provider of disease-specific specialty pharmaceutical care for
individuals living with organ transplants, HIV/AIDS, and other high-risk disease
states, and is 100% owned by Counsel Corporation (NASDAQ: CXSNF; TSE: CXS).
Stadtlanders' expertise in specific disease states has led to specialty
contracts with many leading pharmaceutical companies.

This press release contains forward looking statements that involve risks and
uncertainties, including statements with respect to the services to be provided
by the new joint venture and the outcomes related thereto; and the risk and
uncertainties set forth in the Company's periodic reports and other filings with
the Securities and Exchange Commission. Forward looking statements reflect the
Company's current views with respect to future events. Actual results may vary
materially and adversely from those anticipated, believed, estimated, or
otherwise indicated.


                                      ###



                                       9


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission