UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
(Check One):
[X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form N-SAR
For Period Ended: December 31, 1996
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: ___________________________________________
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Read Instructions (on back page) Before Preparing Form. Please
Print or Type.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE
COMMISSION HAS VERIFIED ANY INFORMATION CONTAINED HEREIN.
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If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: N/A
PART I -- REGISTRANT INFORMATION
Full Name of Registrant: Amedysis, Inc.
Former Name If Applicable: N/A
Address of Principal Executive Office (Street and Number)
3029 South Sherwood Forest Blvd., ste 300
Baton Rouge, La. 70816
City, State and Zip Code
PART II -- RULES 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
[X] (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense:
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, Form 20F, 11-K, Form N-SAR, or portion thereof, will be
filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report of transition
report on Form 10-Q, or portion thereof will be filed on or before
the fifth calendar day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III -- NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition report or portion thereof, could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)
Due to the time required in our merger negotiations with Complete Management,
Inc. which took place from October 21, 1996 to March 17,1997, the Company would
be required to spend unreasonable effort and expense to file our 10K on March
31, 1997. We will file on or before April 15, 1997.
PART IV -- OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Mitchel G. Morel, LFO (504) 292-2031
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940 during the preceding 12 months (or for such shorter) period that
the registrant was required to file such reports) been filed? If answer is
no, identify reports(s). Yes [X] No [ ]
(3) Is it anticipated that any significant change in results of operations from
the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
Yes [X] No [ ]
If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
The Company has taken a charge to its earnings of $622,809 for the year
ended December 31, 1996. The charge is primarily due to previous investments
including the development costs of a proposed managed care organization and
the Company's physician practice management program.
The charge will reduce net income to $18,321, or $.01 per share for 1996
compared to $941,783 or $.37 per share for the year ended 1995. The charge to
earnings was made as part of the Company's planned merger with Complete
Management, Inc., a New York physician practice management firm. AMEDISYS'
management believed that these investments may be unrealized in the proposed
future direction of the combined companies. CMI and AMEDISYS mutually decided
not to proceed with the proposed merger on March 17, 1997 because the two
companies could not agree on terms.
Amedisys Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date March 31,1997 By /s/ Mitchel G. Morel
INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal
Violations (See 18 U.S.C. 1001).
