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FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(b) OF THE SECURITIES
EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) APRIL 12, 2000
Commission File Number 1-10629
LASER VISION CENTERS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 43-1530063
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(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) number)
540 MARYVILLE CENTRE DRIVE, SUITE 200, ST. LOUIS, MISSOURI 63141
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(Address of principal executive offices)
(314) 434-6900
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(Registrant's telephone number, including area code)
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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND
RISK FACTORS
Certain statements contained in the press release filed with this Form 8-K and
oral statements by directors or officers of the Company that are not based on
historical fact constitute "forward-looking statements" within the meaning of
the Securities Act of 1933 and Securities Exchange Act of 1934. The terms "Laser
Vision", "company", "we", "our" and "us" refer to Laser Vision Centers, Inc. The
words "expect", "believe", "goal", "plan", "intend", "estimate", "project" and
similar expressions and variations thereof are intended to specifically identify
forward-looking statements. Those statements appear in the press release, and
include statements regarding the intent, belief or current expectations of the
company, its directors or its officers with respect to, among other things, the
future success of its Market Development and Partnership strategies. You are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, and that actual results may
differ materially from those projected in the forward-looking statements as a
result of various factors.
The factors that might cause such differences include, among others, the
following: (i) the loss of or changes in key personnel, management or directors;
(ii) our inability to close on Market Development and Partnership Agreements in
the number and/or time frames projected; (iii) changes in state and/or federal
governmental regulations which could materially affect our ability to operate;
(iv) any adverse governmental or regulatory changes or actions, including any
healthcare regulations and related enforcement actions; (v) competition from new
and existing centers which use lasers to correct vision and/or manufacturers;
(vi) changes in commercial prices for our services due to new developments in
our markets; (vii) incorrect assumptions about the number of procedures which
doctors will perform on our lasers; (viii) new methods of vision correction
which could render our services less competitive or obsolete; (ix) litigation
claims that may arise; (x) unanticipated changes in vendor relationships; and
(xi) other factors including those identified in our filings from time-to-time
with the SEC.
During the next fiscal year, we anticipate that our laser revenue will grow at a
significantly lower rate than our laser procedures as a result of the recent
$150 decrease in the per procedure royalty fee. Our future revenues and
profitability may fluctuate significantly. Our selling, general and
administrative expenses are based on our expectations of future revenues and are
relatively fixed in the short term. Any shortfall in revenues or profitability
below expectations could have an immediate impact on our earnings per share
and/or the market price of our common stock. Due to the previous factors, we
believe our results of operations in any specific period may not be an accurate
indicator of our future performance.
The Company undertakes no obligation to publicly update or revise
forward-looking statements to reflect events or circumstances after the date of
the press release and this Form 8-K or to reflect the occurrence of
unanticipated events.
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FORM 8-K
ITEM 5. OTHER EVENTS
On April 12, 2000, the Company issued a press release pertaining to the
Company's expected future performance and stock re-purchase program. A copy of
that press release is attached hereto as an exhibit.
ITEM 7(C): LIST OF EXHIBITS FILED
99.1 Press Release dated April 12, 2000.
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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 hereunto duly authorized.
LASER VISION CENTERS, INC.
By: /s/ John J. Klobnak
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John J. Klobnak
Chief Executive Officer
Date: April 12, 2000
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EXHIBIT 99.1
LASER VISION COMMENTS ON STATE OF COMPANY
AND OUTLOOK FOR FISCAL 2001
ST. LOUIS, MISSOURI ---April 12, 2000---LASER VISION CENTERS, INC. (Nasdaq:
LVCI) today announced an update for investors on the Company's progress in its
transition from an access provider model to its Market Development business
model and its forecasts for its fourth quarter which ends April 30, 2000. The
Company also provided a preliminary outlook for fiscal 2001, which begins May 1,
2000.
The Company reported that it has made significant progress in the transition of
its new business model. As of April 12, 2000, the Company had signed 22 Market
Development agreements and 18 of these agreements are operational. The Company
also reported it has signed eight Partnership agreements as of April 12, 2000
and that all of these agreements are operational. A Market Development agreement
is an arrangement between a local surgeon and LaserVision whereby LaserVision
provides significant resources including marketing, personnel, training, laser
access and practice development in exchange for a higher percentage of the
global patient fee than it received under the Company's old "access" model. A
Partnership agreement is an agreement whereby LaserVision and a local surgeon
invest in a partnership to provide refractive surgery. The Company receives a
percentage of the profits as well as a management fee. LaserVision said its
basic mobile laser access business remains strong and it plans to continue to
grow this segment of its business.
Laser Vision Centers, Inc. Chairman and CEO, John J. Klobnak said the new
strategy which the Company recently reported, employs lower, more competitive
pricing without "bricks and mortar". "LaserVision has an extensive network of
surgeons and locations throughout America as well as the country's largest fleet
of excimer lasers. With our much lower overhead, we now will be able to compete
with discount centers. Because we are very well capitalized, we will not be
required to incur debt to finance these new centers. Based on our initial beta
site results and research we are very bullish on this model."
Mr. Klobnak reported the Company had passed three major milestones during the
month of March. During the month, LaserVision performed more than 10,000
surgical cases, provided access to more than 700 surgeons and served over 300
sites. "We have already seen the power of this new model," said Mr. Klobnak. "In
the first five Market Development market sites, we have seen case volume
increase on average 157%."
The Company further said that the new strategic initiatives will require an
investment of as much as $6 million to fund existing opportunities. This, as
well as the recent change in pricing by laser manufacturers will cause a decline
in earnings during the first two quarters of fiscal 2001, however, the Company
said it does not expect to report a loss during the transition period. The
Company noted that it had previously recorded the $260 laser royalty fee in its
sales and the reduction to $110 will contribute to a major percentage of this
decline in revenue. The Company said that while VISX lowered its
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royalty fee, it raised certain other fees. This change required the Company to
move to the new model to take advantage of the new lower royalty fees.
Based on its current projections, the Company believes it will end the fourth
quarter of fiscal 2001 on an annualized run-rate of $16 million in pre-tax
earnings. Net of the decrease in the royalty fees, the Company projects revenues
to increase by about 35% and surgical case volume to increase by about 50%
during fiscal year 2001. The Company stated it believes that it will record
between $0.07 and $0.09 in pre-tax earnings for the fourth quarter of fiscal
year 2000.
"The recent changes in our industry's environment require that we make these
investments at this time in order to position the Company for the future," said
Mr. Klobnak. "As we have previously discussed, while we expect the next several
quarters to be transitional we are extremely positive about the long term
prospects for the positioned company."
Commenting on the Company's stock price, Mr. Klobnak noted that the Company had
begun its stock re-purchase program and expected to complete it by the end of
the current fiscal year. On March 16, 2000, LaserVision's Board authorized the
re-purchase of up to five percent of the Company's outstanding shares.
"Obviously our Board feels the stock is a good buy at this price," Klobnak said.
LaserVision is one of the world's largest providers of excimer lasers, related
equipment and support services for the treatment of nearsightedness,
farsightedness and astigmatism.
Except for historical information, statements relating to the Company's plan,
objectives and future performance are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Such statements
are based on management's current expectations. Because of various risks and
uncertainties, actual strategies and results in future periods may differ
materially from those currently expected. Additional discussion of factors
affecting the Company's business is contained in the Company's most recent
filings with the Securities and Exchange Commission.
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Contact: John A. Stiles
(314) 434-6900
[email protected]
http://www.laservision.com
