HEALTHCARE RECOVERIES INC
8-K, 1999-03-26
HEALTH SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                              WASHINGTON, DC 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): March 15, 1999


                           Healthcare Recoveries, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                    Delaware
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)


                                     0-22585
                            ------------------------
                            (Commission File Number)


                                   61-1141758
                      ------------------------------------
                      (IRS Employer Identification Number)


                 1400 Watterson Tower, Louisville, Kentucky 40218
                 ------------------------------------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (502) 454-1340
                                                          ---------------

                                 Not applicable
          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)

                                              Exhibit Index Located on Page: ---
                                                      Total Number of Pages: ---



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Item 5.  Other Events

         On March 15, 1999, Healthcare Recoveries, Inc., a Delaware corporation
("HRI"), issued a press release announcing, among other things, a proposed stock
repurchase program, a contract with a new client, and estimated revenue and
earnings for the quarter ending March 31, 1999. On March 22, 1999, HRI issued a
press release (together with the March 15 press release, the "Press Releases")
announcing that its senior lenders had consented to the proposed stock
repurchase program. The Press Releases are filed herewith as Exhibits 99.1 and
99.2 and are incorporated herein by reference thereto.



<PAGE>   3


Item 7.  Financial Statements, Pro Forma
         Financial Information and Exhibits

         (c)      Exhibits


<TABLE>
<S>      <C>
99.1     Text of Press Release of Healthcare Recoveries, Inc., dated March 15, 1999.

99.2     Text of Press Release of Healthcare Recoveries, Inc., dated March 22, 1999.
</TABLE>



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                                   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.




Date: March 25, 1999



                                    HEALTHCARE RECOVERIES, INC.



                                    By: /s/ Douglas R. Sharps
                                       -----------------------------------------
                                    Douglas R. Sharps
                                    Executive Vice President -- Finance and
                                    Administration, and Chief Financial Officer



<PAGE>   5


                                  EXHIBIT INDEX



<TABLE>
<CAPTION>
Exhibit                                                                                 Page No.
- -------                                                                                 --------
<S>      <C>                                                                            <C>
99.1     Text of Press Release of Healthcare Recoveries, Inc.,
         dated March 15, 1999.

99.2     Text of Press Release of Healthcare Recoveries, Inc.,
         dated March 22, 1999.
</TABLE>



<PAGE>   1
                            [HRI Logo]                              EXHIBIT 99.1


                NEWS RELEASE
                Contact:   Douglas R. Sharps
                           Chief Financial Officer
                           (502) 454-1365


          HEALTHCARE RECOVERIES, INC. ANNOUNCES ESTIMATED FIRST QUARTER

         LOUISVILLE, Ky.--(BW HealthWire)--March 15, 1999--Healthcare
Recoveries, Inc. (NASDAQ: HCRI) today announced that based on currently
available information, the Company expects revenues for the first quarter in the
range of $13.0 million to $14.0 million. Revenues in this range are anticipated
to result in earnings between $0.12 and $0.14 per share, on a diluted basis.
Analysts' consensus estimates for the quarter are $0.17 to $0.18 per share.
Earnings for the comparable period last year were $0.18 per share, on a diluted
basis.

         The Company estimates that it will make approximately $40 million in
subrogation recoveries for the period, not including the contribution of
Subro-Audit, a recently acquired subrogation services vendor. These subrogation
recoveries constitute the primary source of HCRI's first quarter revenues. The
shortfall in recoveries, according to the Company, appears to have resulted from
certain changes made in HCRI's operations over the last 6 months. These changes,
part of a program to achieve greater productivity, increased the average number
of files assigned to each examiner. A consequence of improving the ratio of
files to examiners was an unforeseen decline in throughput. Throughput is the
amount of recoveries expressed as a percentage of backlog. The Company has
initiated corrective actions to restore throughput to historical levels, which
management believes should occur in the fourth quarter of 1999.

         HCRI also announced that its Board of Directors had authorized a stock
repurchase program under which the Company may repurchase up to $10 million of
HCRI common stock in the open market, from time to time, at prices per share
deemed favorable by it. The Company said that shares will be repurchased using
borrowed funds, and that implementation of the program is subject to the consent
of HCRI's senior lenders. Although management believes that HCRI's senior
lenders will approve the share repurchase program, the senior lenders have not
yet provided HCRI with such consent, and there can be no assurance that they
will do so. The Company noted that the repurchase program will commence no
earlier than 2 business days after the day on which the Company gives notice
that it has obtained the applicable lenders' consent

                                   Page 1 of 2

             * HEALTHCARE RECOVERIES, INC. * 1400 Watterson Tower *
                          Louisville, Kentucky 40218 *
                        * 502/454-1340 * www.hcrec.com *

<PAGE>   2


and will continue until such time as the Company has repurchased $10 million of
HCRI common stock or until it otherwise determines to terminate the program.

         The Company further reported that it had entered into a contract for
subrogation services with Oxford Health Plans, a 1.5 million member HMO
organization located in Hartford, Connecticut. Oxford had previously been an
HCRI client, but terminated the relationship in 1998.

         HCRI is the leading provider of health insurance subrogation and
related recovery services for healthcare payors.

         This press release contains "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. The
forward-looking statements contained in this press release include the
expectations and beliefs of HCRI and members of its senior management with
respect to anticipated revenues, earnings per share, and subrogation recoveries
for the first quarter of 1999, improvements in throughput anticipated in the
fourth quarter of 1999, and the approval of the stock repurchase program by
HCRI's senior lenders. These forward-looking statements are subject to risks and
uncertainties, and actual results may differ materially from the forward-looking
statements contained in this press release. Factors currently known to senior
management of the Company that could cause actual results to differ materially
from the forward-looking statements contained in this press release include
adverse developments in HCRI's operations during the remainder of the first
quarter and/or fiscal 1999 and adverse developments in the Company's
relationships with its senior lenders. Additional factors that could cause
actual results to differ materially from the forward-looking statements
contained in this press release can found in the Company's Quarterly Report on
Form 10-Q for the period ended September 30, 1998.

                                   Page 2 of 2

             * HEALTHCARE RECOVERIES, INC. * 1400 Watterson Tower *
                          Louisville, Kentucky 40218 *
                        * 502/454-1340 * www.hcrec.com *


<PAGE>   1
                           [HRI Logo]                              EXHIBIT 99.2


                NEWS RELEASE
                Contact:   Douglas R. Sharps
                           Chief Financial Officer
                           (502) 454-1365

                   BANKS APPROVE HCRI STOCK REPURCHASE PROGRAM

         LOUISVILLE, Ky.--(BW HealthWire)--March 15, 1999--Healthcare
Recoveries, Inc. (NASDAQ: HCRI) today announced that its senior lenders had
consented to the Company's stock repurchase program. HCRI may initiate purchases
under the repurchase program after Wednesday, March 24, 1999.

HCRI announced the stock repurchase program on Monday, March 15, 1999. Under the
program, the Company may repurchase up to $10 million of HCRI common stock in
the open market, from time to time, at prices per share deemed favorable by it.
Implementation of the program was subject to senior lender approval.

This press release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements include, without limitation, statements regarding HCRI's ability to
successfully implement the stock repurchase program. Important factors currently
known to management that could cause actual results to differ materially from
those in forward-looking statements are set forth in the Safe Harbor Compliance
Statement for Forward-Looking Statements included as Exhibit 99.1 to HCRI's Form
10-Q for the period ending September 30, 1999, and are hereby incorporated
herein by reference.

HCRI is a leading provider of health insurance subrogation and related recovery
services for private healthcare payors.

                                   Page 1 of 1

             * HEALTHCARE RECOVERIES, INC. * 1400 Watterson Tower *
                          Louisville, Kentucky 40218 *
                        * 502/454-1340 * www.hcrec.com *





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