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 (Date of earliest event reported): September 30, 1996
HCIA INC.
(Exact name of registrant as specified in its charter)
Maryland 0-25378 52-1407998
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
300 East Lombard Street, Baltimore, Maryland 21202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 895-7470
Not applicable
(Former name or former address, if changed since last report)
F-1
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Item 5. Other Events.
On September 30, 1996, the Company issued a press release (incorporated
by reference herein) announcing preliminary results for the quarter ended
September 30, 1996.
F-2
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Item 7. Financial Statements and Exhibits.
(a) Financial Statements. None.
(b) Pro Forma Financial Statements. None.
(c) Exhibits.
99.1 Press Release.
F-3
<PAGE>
SIGNATURE
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.
HCIA Inc.
Date: October 1, 1996 By: /s/ Barry C. Offutt
Barry C. Offutt,
Senior Vice President and
Chief Financial Officer
5
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EXHIBIT INDEX
Exhibit No.
99.1 Press Release
NEWS RELEASE [HCIA logo]
HCIA Inc. Contact: Jean Chenoweth
300 East Lombard Street (410) 895-7515
Baltimore, MD 2l202
HCIA ANNOUNCES PRELIMINARY
THIRD QUARTER RESULTS
Baltimore, MD., September 30, l996 -- HCIA Inc. (NASDAQ: HCIA) today
announced that it expects earnings per share for the quarter ended September 30,
1996 to be in the range of $0.10 to $0.15 per share, before the effect of a
previously announced one-time charge. HCIA anticipates that it will record a
one-time charge of approximately $41.2 million relating to the acquired
in-process research and development associated with the August 1996 acquisition
of LBA Health Care Management, Inc.
George D. Pillari, Chairman and CEO of HCIA, stated "Simply put, we did
not achieve our revenue goals for the third quarter, largely as a result of a
shortfall in our Commercial Markets group, which primarily focuses on larger
customer relationships in the pharmaceutical, medical device and supply,
employer, and consulting firm markets. Given the size and intensity of these
relationships, HCIA senior officers have often been involved in initiating,
structuring and implementing them. As a result of their involvement in the
Company's several acquisitions and equity offerings this year, a number of
senior officers, including myself, traditionally involved in developing
relationships of this type were unable to participate in these efforts at
historical levels, particularly during the third quarter of 1996."
Moving forward, the Company has organized into four major client-focused
units, each lead by senior officers and staffed with its own sales force and
production teams -- Commercial Markets, Managed Care Markets, Provider Markets
and HCIA-Europe. Commercial Markets will continue to focus on larger customer
relationships, and will also include the CHAMP unit and the syndicated product
line. Managed Care Markets, which includes HCIA's Response subsidiary, will
focus on product lines targeted at HMO's, PPO's, and other managed care
organizations. Provider Markets will include all of HCIA's and LBA's product
lines targeted at hospitals and integrated delivery systems. The Company intends
to focus its sales efforts through its targeted business units and to increase
the involvement of senior management in operations and sales efforts now that
the Company's public offerings have been completed.
HCIA currently anticipates that earnings per share for the fourth quarter
will be in the range of $0.15 to $0.20. For 1997, the Company believes that it
can return to its historical revenue and earnings per share growth rates, and at
this time believes that analysts and investors should consider modest decreases
in the current estimates of the Company's l997 earnings per share.
An investor conference call is scheduled for 8:30 a.m. EDT on Tuesday,
October 1, l996. Please contact Ms. Jean Chenoweth, Senior Vice President,
Industry Relations, at (410) 895-7515, for further information regarding the
call.
HCIA is a leading health care information content company that develops
and markets clinical and financial decision support systems used by hospitals,
integrated delivery systems, managed care organizations, employers, and
pharmaceutical manufacturers. The Company's databases and products are used to
benchmark clinical performance and outcomes, profile best practices, and manage
the cost and delivery of health care.
This press release, other than historical financial information, consists
of forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These statements include statements regarding the
intent, belief or current expectations of the Company and its management.
Prospective investors are cautioned that any such forward looking statements are
not guarantees of future performance and involve a number of risks and
uncertainties, and that actual results could differ materially from those
indicated by such forward looking statements. Among the important factors that
could cause actual results to differ materially from those indicated by such
forward looking statements are (i) that the information is of a preliminary
nature and may be subject to further adjustment, (ii) variations in quarterly
results, (iii) the assimilation of acquisitions, (iv) the management of the
Company's growth and expansion, (v) dependence on key personnel, (vi)
development by competitors of new or superior products or entry into the market
of new competitors, (vii) dependence on major customers, (viii) dependence on
intellectual property rights, (ix) integrity and reliability of the Company's
data, (x) volatility of the Company's stock price, (xi) changes in the health
care industry from both a regulatory and financial perspective, and (xii) other
risks identified from time to time in the Company's reports and registration
statements filed with the Securities and Exchange Commission.
