<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For The Second Quarter Ended June 30, 1997 Commission File #0-19240
-------
U.S. HOMECARE CORPORATION
(Exact name of registrant as specified in its charter)
New York 13-2853680
- ------------------------------- -----------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
Two Hartford Square West, Suite 300, Hartford, CT 06106
- ------------------------------------------------- -----------------
(Address of principal executive (Zip Code)
office)
Registrant's telephone number, (860)278-7242
including area code -----------------
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 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. Yes X No
Number of Shares of Registrant's Common Stock Outstanding
June 30, 1997: 10,013,247
<PAGE> 2
U.S. HOMECARE CORPORATION
INDEX
<TABLE>
<CAPTION>
Page Number
-----------
<S> <C>
Part I - Financial Information
Item 1 Consolidated Balance Sheets as of
June 30, 1997 and December 31, 1996 3
Consolidated Statements of Operations
for the three months ended June 30, 1997
and 1996. 4
Consolidated Statements of Operations
for the six months ended June 30, 1997
and 1996. 5
Consolidated Statements of Cash Flows
for the six months ended June 30, 1997
and 1996. 6
Notes to Unaudited Consolidated
Financial Statements. 7 - 9
Item 2 Management's Discussion and Analysis
of Financial Condition and Results of
Operations. 10 - 13
Part II - Other Information
Item 6 Exhibits & Reports on Form 8-K 14 - 16
Signatures 17
</TABLE>
<PAGE> 3
U.S. HOMECARE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share data)
<TABLE>
<CAPTION>
June 30, December
31,
1997 1996
------------ -----------
ASSETS (unaudited) (audited)
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 317 $ 647
Accounts receivable, net of allowance
for doubtful accounts of $3,436
and $3,843 7,103 7,925
Other current assets 1,324 1,225
-------- --------
TOTAL CURRENT ASSETS 8,744 9,797
-------- --------
PROPERTY AND EQUIPMENT, net 992 2,578
-------- --------
OTHER ASSETS
Excess cost over net assets acquired,
net of accumulated amortization of
$695 and $653 1,539 1,581
Intangible assets, net of accumulated
amortization of $5,357 and $5,165 631 822
Other 792 767
-------- --------
TOTAL OTHER ASSETS 2,962 3,170
-------- --------
TOTAL ASSETS $ 12,698 $ 15,545
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)
CURRENT LIABILITIES
Current maturities of long-term debt $ 7,864 $ 346
Accounts payable 2,571 3,175
Accrued expenses 2,162 4,509
Reserve for restructuring and other
non-recurring charges 1,987 3,670
Accrued payroll and related costs 1,788 1,608
-------- --------
TOTAL CURRENT LIABILITIES 16,372 13,308
-------- --------
OTHER LIABILITIES
Long-term debt -- 7,983
Other long term liabilities 1,086 1,309
-------- --------
TOTAL OTHER LIABILITIES 1,086 9,292
-------- --------
TOTAL LIABILITIES 17,458 22,600
-------- --------
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, $0.01 par value,
40,000,000 shares authorized,
10,013,247 and 9,419,973 shares
outstanding 100 94
Preferred stock, $1 par value,
5,000,000 authorized, 328,569
shares outstanding 328 328
Additional paid-in capital 45,296 44,923
Accumulated deficit (50,484) (52,400)
-------- --------
TOTAL STOCKHOLDERS' EQUITY
(DEFICIT) (4,760) (7,055)
-------- --------
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY
(DEFICIT) $ 12,698 $ 15,545
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
-3-
<PAGE> 4
U.S. HOMECARE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
1997 1996
-------- --------
(unaudited)
<S> <C> <C>
Net revenues $ 13,976 $ 14,032
Cost of revenues, primarily
payroll and related costs 8,501 9,076
-------- --------
Gross Profit 5,475 4,956
Operating Expenses:
Selling, general and
administrative expenses 3,882 4,710
Amortization and
depreciation 347 488
-------- --------
Total Operating Expenses 4,229 5,198
-------- --------
Income (loss) from continuing
operations before interest
expense and income taxes 1,246 (242)
Interest Expense 248 275
-------- --------
Income (Loss) from continuing
operations before income taxes 998 (517)
Provision for State Income Taxes 37 29
-------- --------
Income (loss) from continuing
operations 961 (546)
Income (loss) from discontinued
operations 0 (62)
-------- --------
Net income (loss)
$ 961 $ (608)
======== ========
Primary income (loss) per share:
Income (Loss) from
continuing operations $ 0.08 $ (0.06)
Income (loss) from
discontinued operations -- (0.01)
-------- --------
Net Income (Loss ) per share,
primary $ 0.08 $ (0.07)
======== ========
Fully diluted income (loss) per
share:*
Income (Loss) from
continuing operations 0.05
Income (loss) from
discontinued operations -
--------
Net Income (Loss) per share,
fully diluted $ 0.05
========
Weighted average common shares
outstanding
Primary 11,544 8,645
======== ========
Fully Diluted* 18,902
========
</TABLE>
* Fully diluted earnings per share for the quarter ended June 30, 1996 is not
computed as the effect of common stock equivalents on a net loss is
anti-dilutive.
See accompanying notes to unaudited consolidated
financial statements.
-4-
<PAGE> 5
U.S. HOMECARE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1997 1996
-------- --------
(unaudited)
<S> <C> <C>
Net revenues $ 27,730 $ 27,808
Cost of revenues, primarily
payroll and related costs 16,715 18,117
-------- --------
Gross Profit 11,015 9,691
Operating Expenses:
Selling, general and
administrative expenses 7,827 9,329
Amortization and depreciation 729 1,026
-------- --------
Total Operating Expenses 8,556 10,355
-------- --------
Income (loss) from continuing
operations before interest expense
and income taxes 2,459 (664)
Interest Expense 468 562
-------- --------
Income (Loss) from continuing
operations before income taxes 1,991 (1,225)
Provision for State Income Taxes 75 58
-------- --------
Income (loss) from continuing
operations 1,916 (1,283)
Income (loss) from discontinued
operations 0 109
-------- --------
Net income (loss)
$ 1,916 $ (1,174)
======== ========
Primary income (loss) per share:
Income (Loss) from continuing
operations $ 0.17 $ (0.15)
Income (loss) from
discontinued operations -- 0.01
-------- --------
Net Income (Loss ) per share,
primary $ 0.17 $ (0.14)
======== ========
Fully diluted income (loss) per
share:*
Income (Loss) from continuing
operations $ 0.10
Income (loss) from
discontinued operations --
--------
Net Income (Loss ) per share,
fully diluted $ 0.10
========
Weighted average common shares outstanding:
Primary 11,409 8,601
======== ========
Fully Diluted* 18,692
========
</TABLE>
* Fully diluted earnings per share for the six months ended June 30, 1996 is not
computed as the effect of common stock equivalents on a net loss is
anti-dilutive.
See accompanying notes to unaudited consolidated financial statements.
-5-
<PAGE> 6
U.S. HOMECARE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
<TABLE>
<CAPTION>
Six months ended June 30,
-------------------------
1997 1996
---------- ----------
(unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ 1,916 $(1,174)
Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating activities:
Depreciation and amortization 729 1,642
Provision for bad debts 140 701
Non-cash charges 130 --
Changes in operating assets and liabilities:
Decrease in accounts receivable 682 146
Decrease in other current assets 81 107
Decrease/(increase) in other assets (207) 91
(Decrease) increase in accrued payroll and related costs 180 (185)
Decrease in accounts payable and accrued expenses (2,951) (763)
Decrease in reserve for restructuring and other non-recurring charges (461) (8)
Decrease in other liabilities (223) --
------- -------
Net cash provided by operating activities 16 557
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from the sale of property and equipment 192
(Purchase) disposal of property and equipment, net (73) 14
------- -------
Net cash provided by investing activities 119 14
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on long-term debt (465) (399)
------- -------
Net cash used in financing activities (465) (399)
------- -------
Net (decrease) increase in cash and cash equivalents (330) 172
Cash and cash equivalents, beginning of period 647 225
------- -------
Cash and cash equivalents, end of period $ 317 $ 397
======= =======
Cash paid during the period for:
$ 95 $ --
======= =======
$ 365 $ 533
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
-6-
<PAGE> 7
U.S. HOMECARE CORPORATION
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Unaudited Information
In the opinion of the management of U.S. HomeCare Corporation (the
"Company"), the accompanying unaudited consolidated financial statements
contain all adjustments (consisting of only normal recurring accruals)
necessary to present fairly the Company's financial position as of June
30, 1997 and the results of its operations and its cash flows for the
three months and six months ended June 30, 1997 and 1996, and its cash
flows for the six months ended June 30, 1997. These consolidated
financial statements should be read in conjunction with the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1996.
The results of operations for the three and six month periods ended June
30, 1997 are not necessarily indicative of the results to be expected for
the full year.
Note 2 - Revenue Recognition
The Company recognizes revenues as the services are performed. The
Company receives retroactive increases to certain rates. The Company
records such additional amounts as revenue when they are notified by the
payor or the amount is estimable. Certain of the Company's revenues and
related disbursements are subject to audit by third party payors; these
revenues are accrued on an estimated basis in the period the related
services are rendered. Net revenues are adjusted, as required in
subsequent periods, based on final settlement.
Note 3 - Discontinued Operations
The accompanying consolidated financial statements of operations for the
three and six month periods ended June 30, 1996 present the results of
operations of the IV therapy business as a discontinued operation, which
was sold as of October 1, 1996.
Note 4 - Stockholders' Equity
During the quarter ended June 30, 1997, the Company issued 138,986 shares
of Common Stock as dividends on the Company's $35.00 6% Convertible
Preferred Stock (the "Preferred Stock"). Additionally, the Company issued
110,000 shares of Common Stock in connection with management termination
agreements, and 21,762 shares of Common Stock to directors in lieu of
cash fees under the Director Stock Fee Program of the Company's 1995
Stock Option/Stock Issuance Plan. The impact of these issuances of shares
was to increase Stockholders' Equity by $95,746.
On March 25, 1997, the Company issued Warrants for an aggregate of
913,000 shares of Common Stock exercisable at $1.59 per share to its
lenders. The foregoing securities are restricted securities within the
definition of Rule 144.
-7-
<PAGE> 8
Pursuant to certain contractual obligations, the Company filed a
registration statement in April, 1997 in order to register approximately
14 million shares of Common Stock for resale, and plans to keep such
registration statement effective for a minimum of three years.
Additionally, the Company filed a registration statement covering 2.5
million shares under the Company's 1995 Stock Option/Stock Issuance Plan.
Both registration statements became effective during July, 1997.
Note 5 - Commitments and Contingencies
Medicare revenues are based in part on cost reimbursement principles and
are subject to audit and retroactive adjustment by the respective
third-party fiscal intermediaries. Included in accrued expenses at June
30, 1997 and at December 31, 1996 was approximately $0.6 and $1.0
million, respectively, which is an estimate of what is to be paid upon
finalization of certain cost reports. In the opinion of management,
additional other retroactive adjustments, if any, are not expected to be
material to the consolidated financial statements of the Company.
Note 6 - Debt and Accounts Receivable Securitization
The Company's Receivables Purchase and Servicing Agreement (the
"Securitization Program"), allows the Company to sell for cash an
undivided percentage ownership interest in a designated pool of eligible
receivables, as defined. The Company relies on this accounts receivable
financing to fund working capital for current operations. The maximum
amount of cash advances (based on eligible accounts receivable) allowed
under the program is $10.0 million. The net proceeds from the sale of
accounts receivable through the Securitization Program at June 30, 1997
and December 31, 1996 were $6.8 million and $7.5 million, respectively.
The Company's Revolving Line of Credit ("RLOC") and the Company's
subordinated credit facility expire during January, 1998. Because these
facilities expire in less than a year, all such outstanding debt has been
classified as current liabilities at June 30, 1997. The Securitization
Program also expires during January, 1998.
Note 7 - Presentation of Prior Year Information
The presentation of certain prior year information has been reclassified
to conform with the current year presentation.
Note 8 - New Accounting Pronouncement
Statement of Financial Accounting Standards No. 128 ("SFAS 128") was
issued in February, 1997 and is effective for financial statements issued
after December 15, 1997. The statement establishes new standards for
computing and presenting earnings per share ("EPS") and will require
restatement of prior years' information. This statement simplifies the
standards for computing EPS previously found in APB Opinion 15. It
replaces the presentation of primary and fully diluted EPS with a
presentation of basic EPS and diluted EPS, requires a dual presentation
-8-
<PAGE> 9
on the face of the financial statements, and requires a reconciliation of
basic EPS to diluted EPS. Had SFAS No. 128 been effective for the three
months ended June 30, 1997, EPS would have been $.10 for basic and $.05
for diluted. Had SFAS No. 128 been effective for the six months ended
June 30, 1997, EPS would have been $.20 for basic and $.10 for diluted.
In June, 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income", which requires that changes in comprehensive income be shown in
a financial statement that is displayed with the same prominence as other
financial statements. This statement is effective for periods beginning
after December 15, 1997. Management is currently evaluating the effects
of this change on the Company's financial statements.
In June, 1997, the FASB issued SFAS No. 131, "Disclosures About Segments
of an Enterprise and Related Information", which changes the way public
companies report information about segments. This statement is effective
for financial statements for periods beginning after December 15, 1997.
Management is currently evaluating the effects of this change on the
Company's financial statements.
-9-
<PAGE> 10
U.S. HOMECARE CORPORATION
Management's Discussion and Analysis of
Financial Condition and Results of Operations
This Quarterly Report on Form 10-Q contains certain statements of a
forward-looking nature relating to future events or the future financial
performance of the Company. Such statements are only predictions and the actual
events or results may differ materially from the results discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed below as well as those discussed in other
filings made by the Company with the Securities and Exchange Commission.
R E S U L T S O F O P E R A T I O N S
Three Months Ended June 30, 1997
Compared With Three Months Ended June 30, 1996
Net revenues for the three month period ended June 30, 1997 were
$13,976,000 compared to $14,032,000 for the same quarter in 1996.
Cost of revenues as a percentage of net revenues was 60.8% for the second
quarter of 1997, compared with 64.7% in the second quarter of 1996. The decrease
in cost of revenues is primarily due to the Company's restructuring of its
nursing services operations which was completed during the fourth quarter of
1996. The resulting gross profits were $5,475,000 and $4,956,000, or 39.2% and
35.3%, for the quarters ended June 30, 1997 and 1996, respectively.
Selling, general and administrative expenses were $3,882,000 in the second
quarter of 1997 as compared to $4,710,000 in the second quarter of 1996. The
decrease reflects the cost reductions which were implemented as part of the
Company's restructuring program during the fourth quarter of 1996. Most of the
reduction was in Corporate administrative expenses, which declined to $1,325,000
from $2,011,000 in the second quarter of 1996. Administrative expenses in the
branch offices declined also, to $2,557,000 from $2,699,000 in the second
quarter of 1996.
Net interest expense was $248,000 for the second quarter of 1997 compared
to $275,000 for second quarter 1996. The decrease resulted from reduction in
borrowed funds.
Amortization and depreciation were $347,000 for the second quarter of 1997
as compared to $488,000 for the second quarter of 1996, reflecting the fact that
a portion of the Company's property and equipment has now been fully
depreciated.
During the third quarter of 1996, the Company discontinued its Infusion
Therapy (IV Therapy) business. Income from discontinued operations amounted to
$0 for the quarter ended June 30, 1997, and a loss of $62,000 for the
corresponding period in 1996.
-10-
<PAGE> 11
The Company's utilization of its net operating loss carryforwards offset
its Federal tax liability. The income taxes noted relate to state tax
obligations.
As a result of the foregoing, for the three months ended June 30, 1997, the
Company had net income of $961,000 compared to a net loss of $608,000 for the
corresponding quarter in 1996.
Six Months Ended June 30, 1997
Compared With Six Months Ended June 30, 1996
Net revenues for the six month period ended June 30, 1997 were $27,730,000
compared to $27,808,000 for the first two quarters of 1996.
Cost of revenues as a percentage of net revenues was 60.3% for the first
two quarters of 1997, compared with 65.2% in the first two quarters of 1996. The
decrease in cost of revenues is primarily due to the Company's restructuring of
its nursing services operations which was completed during the fourth quarter of
1996. The resulting gross profits were $11,015,000 and $9,691,000, or 39.7% and
34.8%, for the quarters ended June 30, 1997 and 1996, respectively.
Selling, general and administrative expenses were $7,827,000 in the first
two quarters of 1997 as compared to $9,329,000 in the first two quarters of
1996. The decrease reflects the cost reductions which were implemented as part
of the Company's restructuring program during the fourth quarter of 1996. Most
of the reduction was in Corporate administrative expenses, which declined to
$2,616,000 from $4,077,000 in the first two quarters of 1996. Administrative
expenses in the branch offices declined also, to $5,211,000 from $5,252,000 in
the first two quarters of 1996.
Net interest expense was $468,000 for the first two quarters of 1997
compared to $562,000 for first two quarters 1996. The decrease resulted from
reduction in borrowed funds.
Amortization and depreciation were $729,000 for the first two quarters of
1997 as compared to $1,026,000 for the first two quarters of 1996, reflecting
the fact that a portion of the Company's property and equipment has now been
fully depreciated.
During the third quarter of 1996, the Company discontinued its Infusion
Therapy (IV Therapy) business. Income from discontinued operations amounted to
$0 for the six months ended June 30, 1997, and $109,000 for the corresponding
period in 1996.
The Company's utilization of its net operating loss carryforwards offset
its Federal tax liability. The income taxes noted relate to state tax
obligations.
As a result of the foregoing, for the six months ended June 30, 1997, the
Company had net income of $1,916,000 compared to a net loss of $1,174,000 for
the corresponding quarter in 1996.
FINANCIAL CONDITION
-11-
<PAGE> 12
As of June 30, 1997, the Company's cash and cash equivalents totaled
$317,000 compared to $647,000 at December 31, 1996. Undrawn funds available from
the Company's Revolving Line of Credit was approximately $1,000,000 at June 30,
1997.
Accounts receivable managed by the Company, net of allowances and including
accounts receivable that are securitized, declined $1,515,000 to $13,874,000 at
June 30, 1997 from $15,389,000 at December 31, 1996. Receivables from core
nursing operations, net of allowances and including accounts that are
securitized were $13,478,000 and $13,297,000, at June 30, 1997 and December 31,
1996, respectively. IV receivables, net of allowances and including accounts
that are securitized were $396,000 and $2,092,000 at June 30, 1997 and December
31, 1996, respectively.
The Company believes that its existing credit facilities, together with
cash generated from operations, will be sufficient to fund the Company's
operations and debt obligations through 1997. The Company is currently seeking
alternative financing to replace its existing credit facilities to ensure
sufficient funding of the Company's operations.
FACTORS AFFECTING THE COMPANY'S BUSINESS
The Company's future business, financial condition and results of
operations are dependent on the Company's ability to successfully provide home
health care services to its customers and to successfully collect for such
services. Inherent in this process are a number of risks that the Company must
carefully manage in order to be successful. Some of these risks are: dependence
on referral sources; dependence on reimbursement by third party payors including
Medicaid and Medicare; pricing pressures which the health care industry is
currently experiencing as a result of market-driven reforms; complying with the
federal and state regulations which apply to home health care agencies;
fundamental changes in the health care industry which could be brought about by
health care reform; the need to refinance or extend the Company's existing
credit facilities, including the Securitization Program, which are scheduled to
mature in January 1998; complying with the financial covenants in the Company's
revolving line of credit, subordinated credit facility and Securitization
Program; obtaining sufficient cash flow from operations to meet its debt service
and pay vendors on a timely basis; competing effectively with other home health
care providers; attracting and retaining senior management personnel and branch
level management as well as qualified health care professionals and
paraprofessionals; maintaining adequate liability insurance; and lack of
liquidity in the market for the Company's common stock and the potential
volatility of the price of the Company's common stock. The failure to manage
such risks successfully could have a material adverse effect on the Company's
business, financial condition and results of operations.
-12-
<PAGE> 13
NEW ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards No. 128 ("SFAS 128") was
issued in February, 1997 and is effective for financial statements issued
after December 15, 1997. The statement establishes new standards for
computing and presenting earnings per share ("EPS") and will require
restatement of prior years' information. This statement simplifies the
standards for computing EPS previously found in APB Opinion 15. It
replaces the presentation of primary and fully diluted EPS with a
presentation of basic EPS and diluted EPS, requires a dual presentation
on the face of the financial statements, and requires a reconciliation of
basic EPS to diluted EPS. Had SFAS No. 128 been effective for the three
months ended June 30, 1997, EPS would have been $ .10 for basic and $ .05
for diluted. Had SFAS No. 128 been effective for the six months ended
June 30, 1997, EPS would have been $ .20 for basic and $ .10 for diluted.
In June, 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income", which requires that changes in comprehensive income be shown in
a financial statement that is displayed with the same prominence as other
financial statements. This statement is effective for periods beginning
after December 15, 1997. Management is currently evaluating the effects
of this change on the Company's financial statements.
In June, 1997, the FASB issued SFAS No. 131, "Disclosures About Segments
of an Enterprise and Related Information", which changes the way public
companies report information about segments. This statement is effective
for financial statements for periods beginning after December 15, 1997.
Management is currently evaluating the effects of this change on the
Company's financial statements.
-13-
<PAGE> 14
U.S. HOMECARE CORPORATION
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits - The following exhibits are filed
herewith or incorporated herein.
1. Calculation of earnings/(loss) per share - Three
months and six months ended June 30, 1997 and 1996
B. Reports on Form 8-K
1. No Reports on Form 8-K were filed during the
quarter for which this report is filed.
-14-
<PAGE> 15
EXHIBIT 1
U.S. HOMECARE CORPORATION
CALCULATION
OF EARNINGS (LOSS) PER SHARE
(In thousands, except for per common share data)
<TABLE>
<CAPTION>
Quarter ended Quarter ended
June 30, 1997 June 30, 1996
------------- -------------
<S> <C> <C>
Computation of weighted average number of common
and equivalent shares outstanding:
Primary -
Weighted number of shares outstanding 9,960 8,645
Dilutive effect of stock options 1,584 0
------- -------
Weighted average number of common and equivalent
shares 11,544 8,645
======= =======
Income/(loss) from continuing operations $ 961 $ (546)
Income from discontinued operations 0 (62)
------- -------
Net income/(loss) $ 961 $ (608)
======= =======
Income/(loss) from continuing operations per
common share $ 0.08 $ (0.06)
Income from discontinued operations per common
share 0 (0.01)
------- -------
Net income/(loss) per common share $ 0.08 $ (0.07)
======= =======
Fully diluted - *
Weighted average number of shares outstanding 9,960
Dilutive effect of stock options 1,721
Conversion of $35.00 Preferred Stock 7,221
-------
Weighted average number of common and equivalent
shares 18,902
=======
Net income (loss) per common share $ 0.05
=======
</TABLE>
* Fully diluted earnings per share for the quarter ended June 30, 1996 is
not computed as the effect of common stock equivalents on a net loss is
anti-dilutive
-15-
<PAGE> 16
U.S. HOMECARE CORPORATION
CALCULATION
OF EARNINGS (LOSS) PER SHARE
(In thousands, except for per common share data)
<TABLE>
<CAPTION>
Six months ended Six months ended
June 30, 1997 June 30, 1996
---------------- ----------------
<S> <C> <C>
Computation of weighted average number of common
and equivalent shares outstanding:
Primary -
Weighted number of shares outstanding 9,798 8,601
Dilutive effect of stock options 1,611 0
------- -------
Weighted average number of common and equivalent
shares 11,409 8,601
======= =======
Income/(loss) from continuing operations $ 1,916 ($1,283)
Income from discontinued operations 0 109
------- -------
Net income/(loss) $ 1,916 ($1,174)
======= =======
Income/(loss) from continuing operations per
common share $ 0.17 ($ 0.15)
Income from discontinued operations per common
share 0 0.01
------- -------
Net income/(loss) per common share $ 0.17 ($ 0.14)
======= =======
Fully diluted - *
Weighted average number of shares outstanding 9,750
Dilutive effect of stock options 1,721
Conversion of $35.00 Preferred Stock 7,221
-------
Weighted average number of common and equivalent
shares 18,692
=======
Net income (loss) per common share $ 0.10
=======
</TABLE>
* Fully diluted earnings per share for the six months ended June 30, 1996 is
not computed as the effect of common stock equivalents on a net loss is
anti-dilutive.
-16-
<PAGE> 17
U.S. HOMECARE CORPORATION
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.
U.S. HomeCare Corporation
August 7, 1997 Jay C. Huffard
- ------------------- ------------------------------------------
Date President and Chief Executive Officer
(Principal Executive Officer)
August 7, 1997 Clifford G. Johnson
- ------------------- ------------------------------------------
Date Vice President Finance and Administration and Chief
Financial Officer
(Principal Financial Officer)
-17-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S UNAUDITED FINANCIAL STATEMENTS DATED AS OF JUANE 30, 1997 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 317
<SECURITIES> 0
<RECEIVABLES> 10,539
<ALLOWANCES> 3,436
<INVENTORY> 0
<CURRENT-ASSETS> 8,744
<PP&E> 7,501
<DEPRECIATION> 6,510
<TOTAL-ASSETS> 12,698
<CURRENT-LIABILITIES> 16,372
<BONDS> 0
100
0
<COMMON> 328
<OTHER-SE> (5,188)
<TOTAL-LIABILITY-AND-EQUITY> 12,698
<SALES> 27,730
<TOTAL-REVENUES> 27,730
<CGS> 0
<TOTAL-COSTS> 16,715
<OTHER-EXPENSES> 8,416
<LOSS-PROVISION> 140
<INTEREST-EXPENSE> 468
<INCOME-PRETAX> 1,991
<INCOME-TAX> 75
<INCOME-CONTINUING> 1,916
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,916
<EPS-PRIMARY> 0.17
<EPS-DILUTED> 0.10
</TABLE>
