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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 - MAY 31, 1996
(Date of earliest event reported)
MHM SERVICES, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 1-12238 52-1223048
(State of incorporation) (Commission file number) (IRS employer
identification
number)
7601 LEWINSVILLE ROAD, SUITE 200, MCLEAN, VIRGINIA 22102
(Address of principal executive offices, zip code)
AREA CODE (703) 749-4600
(Telephone number)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
(a) On May 31, 1996 the Registrant sold (the "Sale") certain assets,
consisting principally of five of its freestanding behavioral healthcare
facilities (the "Hospitals") to Behavioral Healthcare Corporation, a
Delaware corporation ("BHC"), with its principal offices located in
Nashville, Tennessee, pursuant to an Asset Purchase Agreement, dated as
of January 24, 1996 and amended as of April 11, 1996, by and between the
Registrant (formerly named Mental Health Management, Inc.) and BHC (the
"Agreement").
The Hospitals were sold for approximately $10,222,700 consisting of
$8,864,500 in cash and $1,358,200 in assumed liabilities of the
Hospitals. The sale price is subject to certain post-closing
adjustments, pursuant to the terms of the Agreement. Such consideration
was determined based on negotiations between the Registrant and BHC.
The foregoing summary of the Agreement is qualified in its entirety by
reference to the copy of the Agreement attached hereto as EXHIBIT 2.1
and incorporated herein by reference.
Michael S. Pinkert, President, Chief Executive Officer and a member of
the board of directors of the Registrant, and Abraham S. Gosman, a
member of the board of directors of the Registrant, each own
approximately 2.5 % of WCAS Healthcare Partners, a private investment
company, which is the owner of approximately 1% of the outstanding
common stock of BHC (representing a value to Messrs. Pinkert and Gosman
of approximately $6,500, as of December 31, 1995).
The Registrant issued a press release announcing the completion of the
Sale on June 3, 1996, a copy of which is attached hereto as EXHIBIT 99.1
and incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not Applicable.
(b) It is impracticable to provide the required pro forma financial
information at this time; such financial information will be filed as
soon as they become available, but not later than sixty (60) days after
the date this Current Report on Form 8-K is required to be filed.
(c) Exhibits.
2.1 Asset Purchase Agreement between Mental Health Management, Inc.,
MHM of Ohio, Inc. and Behavioral Healthcare Corporation, dated as
of January 24, 1996, and an amendment thereto, dated as of April
11, 1996. (1)
99.1 Press Release issued by the Registrant on June 3, 1996.
______________________
(1) Incorporated by reference to the Registrant's Proxy Statement, dated
May 1, 1996.
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SIGNATURES
Pursuant to requirements of Section 13 or 15(d) 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.
Dated: June 17, 1996 MHM Services, Inc.
By: /s/Vicki S. Hammond
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Vicki S. Hammond, Senior Vice
President - Finance and Chief
Financial Officer
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EXHIBIT 99.1
[MHM Services, Inc. Logo]
MHM SERVICES, INC.
CONTACT: Michael S. Pinkert
President and Chief Executive Officer
(703) 749-4610
MHM SERVICES
(FORMERLY MENTAL HEALTH MANAGEMENT)
COMPLETES SALE OF FIVE
FREESTANDING BEHAVIORAL HEALTH FACILITIES
MCLEAN, VA., - MHM Services, Inc. (AMEX: MHM), completed the sale of
five of the Company's freestanding behavioral health facilities on May 31,
1996, to Behavioral Healthcare Corporation of Nashville, Tennessee. The five
facilities, located in California, Arizona, New Mexico and Ohio, were sold
for approximately $10 million, in cash and assumed liabilities.
Michael S. Pinkert, President and Chief Executive Officer of MHM, noted
that, "The Company intends to use a significant portion of the proceeds from
the sale of its freestanding facilities to expand its practice management
activities. With the sale of our facilities nearly completed, we can now
focus on building the Company into a national practice management leader for
non-physician professionals serving extended care facilities."
In the last year, MHM began its expansion in the field of practice
management. The Company purchased a network of mental health outpatient
clinics serving over 200 patients with 60 professionals in Boston, and a
large psychological practice group serving assisted living centers in
California. For the past two years, MHM has operated under a contract with
the State of Georgia to provide mental health and mental retardation
rehabilitation services to Medicaid-eligible nursing facility residents.
MHM Services, based in McLean, Virginia provides sub-acute medical
specialty and behavioral health services via practice management of
non-physician medical specialties. The Company serves over 800 extended care
facilities, nursing homes, assisted living centers, other adult community
living institutions and schools in 12 states and is a leader in the
privatization of programs of care to underserved populations and beneficiaries
of public funds. Services provided include behavioral healthcare, podiatry,
optometry and dentistry.
This release includes forward-looking statements based on management's
current plans and expectations. Such statements involve risks and
uncertainties which may cause actual future activities and results of
operations to be materially different from those suggested in this release,
including risks associated with industry consolidation and acquisitions, the
need to manage growth, the possible need to use the net cash proceeds
99.1-1
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from the sale of freestanding facilities for the retirement of certain
indebtedness and competition. For additional information, please refer to
the Company's filings with the Securities and Exchange Commission.
99.1-2
