<PAGE>
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) March 20, 2000
Physicians Resource Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-13778 76-0456864
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14800 Landmark Blvd., Suite 500, Dallas, TX 75240
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 892-7200
<PAGE>
Item 5. Other Events
On March 20, 2000, Physicians Resource Group, Inc. (the
"Company"),debtor-in-possession, filed a monthly operating report for the period
February 1, 2000 through February 29, 2000 with the United States Bankruptcy
Court for the Northern District of Texas, Dallas Division, Case Number 00-30748-
RCM.
On March 17, 2000, the Company announced that Michael Yeary had been
elected a director of the Company, that David Meyer, M.D. and John Shepherd,
M.D. had resigned as directors of the Company and that Lucius Burch, III, David
Dulaney, M.D. and Mark Rosenberg had resigned as senior consultants to the Board
of Directors of the Company.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
99.1 Monthly Operating Statement for February 1, 2000 through
February 29, 2000
99.2 Press Release dated February 1, 2000
2
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
and Exchange Act of 1934, the Registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
PHYSICIANS RESOURCE GROUP, INC.
DATE: March 28, 2000 By: /s/ MICHAEL YEARY
-----------------------------------
Michael Yeary, President and
Chief Restructuring Officer
3
<PAGE>
EXHIBIT 99.1
================================================================================
Monthly Operating Report
CASE NAME: Physicians Resource Group, Inc. ACCRUAL Basis
CASE NUMBER: 00-30748-RCM
JUDGE: Robert C. McGuire
UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
MONTH ENDING: February 29, 2000
I DECLARE UNDER PENALTY OF PERJURY THAT I HAVE EXAMINED THE FOLLOWING MONTHLY
OPERATING REPORT (ACCRUAL BASIS-1 THROUGH ACCRUAL BASIS-7) AND THE ACCOMPANYING
ATTACHMENTS AND THESE DOCUMENTS ARE TRUE, CORRECT AND COMPLETE. DECLARATION OF
THE PREPARER IS BASED ON ALL INFORMATION OF WHICH PREPARER HAS KNOWLEDGE.
RESPONSIBLE PARTY:
/s/ Michael W. Yeary Chief Restructuring Officer
- ----------------------------------------- ----------------------------------
ORIGINAL SIGNATURE OF RESPONSIBLE PARTY TITLE
Michael W. Yeary 20-Mar-00
- ----------------------------------------- ----------------------------------
PRINTED NAME OF RESPONSIBLE PARTY DATE
PREPARER:
/s/ Karen G. Nicolaou Controller - Secretary
- ----------------------------------------- ----------------------------------
ORIGINAL SIGNATURE OF PREPARER TITLE
Karen G. Nicolaou 20-Mar-00
- ----------------------------------------- ----------------------------------
PRINTED NAME OF RESPONSIBLE PARTY DATE
<PAGE>
Monthly Operating Report
ACCRUAL BASIS-1
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM
COMPARATIVE BALANCE SHEET UNAUDITED
<TABLE>
<CAPTION>
********AMOUNTS ARE UNAUDITED*******
SCHEDULE JANUARY FEBRUARY MARCH
ASSETS AMOUNT (1)*
<S> <C> <C> <C> <C>
1 UNRESTRICTED CASH 46,847,552 - 48,483,735
2 RESTRICTED CASH 899,566 - 905,566
3 TOTAL CASH 47,747,118 - 49,389,301
4 ACCOUNTS RECEIVABLE (NET) 2,963,426 - 16,144
5 INVENTORY - - -
6 NOTES REC (SEE SCHEDULE) 529,848 - 529,878
7 PREPAID EXPENSES 2,643,776 - 2,389,823
8 OTHER (ATTACH LIST) - - 399,558
9 TOTAL CURRENT ASSETS 53,884,168 - 52,724,703
10 PROPERTY, PLANT & EQUIPMENT 201,837 - 4,525,708
11 LESS: ACCUM DEPRECATION - - (3,281,910)
12 NET PROPERTY, PLANT & EQUIP 201,837 - 1,243,797
13 DUE FROM INSIDERS - - -
14 OTHER ASSETS NET (ATTACH 80,910,621 - 76,928,562
LIST)
15 OTHER (ATTACH LIST) 40,390 - 40,390
16 TOTAL ASSETS 135,037,016 - 130,937,453
POSTPETITION
LIABILITIES
17 ACCOUNTS PAYABLE - 6,650
18 TAXES PAYABLE - -
19 NOTES PAYABLE - -
20 PROFESSIONAL FEES - 435,600
21 SECURED DEBT - -
22 OTHER (ATTACH LIST) - 131,847
23 TOTAL POSTPETITION - 574,097
LIABILITIES
PREPETITION
LIABILITIES
24 SECURED DEBT - - -
25 PRIORITY DEBT 569,603 - 569,603
26 UNSECURED DEBT 135,307,165 - 140,764,905
27 OTHER (ATTACH LIST) - - 442,726
28 TOTAL PREPETITION LIABILITIES 135,876,768 - 141,777,233
29 TOTAL LIABILITIES 135,876,768 - 142,351,330
EQUITY
30 PREPETITION OWNERS EQUITY (839,752) - (10,668,451)
31 POSTPETITION CUMULATIVE - (745,427)
PROFIT OR (LOSS)
32 DIRECT CHARGES TO EQUITY - -
(ATTACH EXPLANATION)
33 TOTAL EQUITY (839,752) - (11,413,878)
34 TOTAL LIABILITIES & OWNERS 135,037,016 - 130,937,452
EQUITY
</TABLE>
* The balances reported in the "Schedule Amount" column represent the
"current market value of the debtors interest in property, without
deducting any secured claim or exemption." The balances in the "February"
column represent Physician Resources Group, Inc.'s historical cost basis in
the asset net of any allowance for the impairment of the asset.
(1) Amounts included under the "Scheduled Amount" caption have been updated to
reflect changes in reported amounts subsequent to filing the debtor's
Statement of Financial Affairs. PRG has filed amendments to the original
"Statement of Financial Affairs" and will continue to do so as an when
appropriate.
<PAGE>
DETAIL SCHEDULE
ACCRUAL BASIS 1
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM MONTH: February 2000
<TABLE>
<CAPTION>
**** AMOUNTS ARE UNAUDITED ****
ITEM SCHEDULE
NO DESCRIPTION AMOUNT JANUARY FEBRUARY MARCH
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
6 NOTES RECEIVABLE
-----------------------------------------
E. MOORE 2,225,000 2,225,000
HALEY 77,215 77,215
WYLL 76,227 76,227
WESTFIELD 250,000 250,000
FRITCH 300,000 300,000
SHAFRON 60,000 60,000
WILEY 150,000 150,000
DOCTORS VISION CENTER 146,314 146,314
----------- -----------
TOTAL NOTES RECEIVABLE 3,284,756 3,284,756
ESTIMATED RESERVE AMOUNT (2,754,878) (2,754,878)
----------- -----------
ESTIMATED NET PRINCIPAL BALANCE 529,878 529,878
=========== ===========
7 PREPAID EXPENSES
-----------------------------------------
INSURANCE PREMIUMS 1,118,669 1,042,041
RESOURCES CONNECTION - RETAINER/FEES 92,574 63,673
GEORGE, DONALDSON & FORD - RETAINER 35,000 35,000
ANDREWS & KURTH - RETAINER 283,863 283,863
ARENT FOX KINTER PLOTKIN & KAHN - RETAINER 14,926 14,926
HORNTHAL PILEY ELLIS & MALLAND - RETAINER 3,500 3,500
JAMES E. BOREN - RETAINER 8,709 8,709
LEE & McINNISH - RETAINER 709 709
MUNSCH HARDT KOPF & HARR - RETAINER 10,000 10,000
NEAL & HARWELL -RETAINER 3,611 3,611
FARRIS MATTHEWS BRANAN BOBANGO -RETAINER 7,218 7,218
SMYSER, KAPLAN & VESELKA -RETAINER 50,000 50,000
HOULIHAN & LOKEY - RETAINER 35,000 35,000
JACKSON & WALKER - RETAINER 250,000 250,000
JONES DAY REAVIS & POGUE -RETAINER 75,000 75,000
MANN FRANKFORT -RETAINER 80,000 80,000
LAURA JAMES -RETAINER 20,000 20,000
DICKSON FLATO -RETAINER 20,000 20,000
GRUBB CONSULTING -RETAINER 8,400 8,400
CLOUGH & DOUGHERTY, PLLC -RETAINER 12,500 12,500
QUANTUM INTERESTS/DAVID HORN -RETAINER 80,000 40,000
TONY ROVINSKY -RETAINER 8,000 8,000
DAVID SEGERS -RETAINER 6,600 6,600
AM SURG - PREPAID MANAGEMENT FEES 228,453 174,289
5005 RIVERWAY - PREPAID RENT 143,677 134,085
14800 LANDMARK - PREPAID RENT 38,793
BAKERSFIELD CBO - PREPAID RENT 3,174
ORLANDO CBO - PREPAID RENT 5,400 2,700
----------- -----------
TOTAL PREPAID EXPENSES 2,643,776 2,389,823 1
=========== ===========
8 OTHER CURRENT ASSETS
-----------------------------------------
ACCRUED INTEREST ON NOTES RECEIVABLE - 399,558
----------- -----------
TOTAL OTHER CURRENT ASSETS - 399,558
=========== ===========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
14 OTHER ASSETS NET OF AMORTIZATION
-----------------------------------------
INVESTMENTS IN SUBSIDIARIES 80,910,621 76,928,562
----------- -----------
TOTAL OTHER ASSETS NET OF AMORTIZATION 80,910,621 76,928,562
=========== ===========
PRG HOLDS EQUITY INTERESTS IN APPROXIMATELY SEVENTY-FIVE
MANAGEMENT SERVICE ORGANIZATIONS AND AMBULATORY SURGICAL
CENTERS. FOR AMOUNTS INCLUDED IN THE "SCHEDULE" COLUMN, PRG HAS
ESTIMATED THE CURRENT MARKET VALUE FOR THESE INTERESTS
DISCOUNTED APPROPRIATELY FOR THE UNCERTAINTITIES ASSOCAITED
WITH REALIZING SUCH VALUE TO BE $80,910,621, EXCLUDING THE
VALUE OF POTENTIAL CLAIMS WHICH MAY BE ASSERTED AGAINST THE
PRACTICES BY PRG. "FEBRUARY" BALANCES REPRESENT HISTORICAL COST
BASIS LESS ANY RESERVE FOR IMPAIRMENT OF THE ASSET.
15 OTHER NON-CURRENT ASSETS
-----------------------------------------
DEPOSIT - CMD REALTY INVESTMENT DALLAS 38,790 38,790
DEPOSIT - CATALINA BARBER CORP BAKERSFIELD 1,600 1,600
----------- -----------
TOTAL OTHER NON-CURRENT ASSETS 40,390 40,390
=========== ===========
27 OTHER PRE-PETITION LIABILITIES
-----------------------------------------
EMPLOYMENT TAX & W/H LIABILITY ESCROW - 442,726 *
----------- -----------
TOTAL OTHER PRE PETITION LIABILITIES - 442,726
=========== ===========
* Accrued liability for adjustments which may arise from Ernst &
Young's review of IRS transcripts of employment tax activity of
Physicians Resource Group, Inc. and affiliated entities. This
amount is included in the Restricted Cash Balance.
</TABLE>
<PAGE>
Monthly Operating Report
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
ACCRUAL BASIS-2
CASE NUMBER: 00-30748-RCM
<TABLE>
<CAPTION>
INCOME STATEMENT ****** AMOUNTS ARE UNAUDITED ******
UNAUDITED
JANUARY FEBRUARY MARCH QUARTER
TOTAL
<S> <C> <C> <C> <C>
REVENUES
1 GROSS REVENUES - - -
2 LESS: RETURNS & DISCOUNTS - - -
3 NET REVENUE - - - -
COST OF GOODS SOLD
4 MATERIAL - - -
5 DIRECT LABOR - - -
6 DIRECT OVERHEAD - - -
7 TOTAL COST OF GOODS SOLD - - - -
8 GROSS PROFIT - - - -
OPERATING EXPENSES
9 OFFICER/INSIDER COMPENSATION - 63,750 63,750
10 SELLING & MARKETING - - -
11 GENERAL & ADMINISTRATIVE - 623,388 623,388
12 RENT & LEASE - 56,005 56,005
13 OTHER (ATTACH LIST) - 54,165 54,165
14 TOTAL OPERATING EXPENSES - 797,307 - 797,307
15 INCOME(LOSS) BEFORE - (797,307) - (797,307)
NON-OPERATING INCOME & EXPENSE
OTHER INCOME & EXPENSE
16 NON-OPERATING INCOME - 551,357 551,357
17 NON-OPERATING EXPENSE - 108 108
18 INTEREST EXPENSE - - -
19 DEPRECIATION/DEPLETION - 54,283 54,283
20 AMORTIZATION - -
21 OTHER (ATTACH LIST) - -
22 NET OTHER INCOME & EXPENSES - 496,966 - 496,966
REORGANIZATION EXPENSES
23 PROFESSIONAL FEES - 443,836 443,836
24 U. S. TRUSTEE FEES - 1,250 1,250
25 OTHER (ATTACH LIST) - -
26 TOTAL REORGANIZATION EXPENSES - 445,086 - 445,086
27 INCOME TAX - -
28 NET PROFIT (LOSS) - (745,427) - (745,427)
</TABLE>
<PAGE>
DETAIL SCHEDULES
ACCRUAL BASIS 2
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM MONTH: February 2000
-------------
<TABLE>
<CAPTION>
ITEM *** AMOUNTS ARE UNAUDITED ***
NO DESCRIPTION JANUARY FEBRUARY MARCH
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
11 GENERAL & ADMINISTRATIVE:
---------------------------------------
SALARIES 221,522
CONSULTING FEES 281,617
PAYROLL TAXES 22,068
INSURANCE 61,938
TRAVEL 2,342
LODGING 1,036
CONTRACT LABOR 7,473
OFFICE SUPPLIES & EXPENSE 8,750
POSTAGE & DELIVERY 6,586
TELEPHONE 4,220
MAINTENANCE & REPAIR 4,508
DATA PROCESSING 1,328
----------
TOTAL GENERAL & ADMINISTRATIVE 623,388 0
==========
13 OTHER OPERATING EXPENSES
---------------------------------------
ASC MANAGEMENT FEES 54,165
----------
TOTAL OTHER OPERATING EXPENSES 54,165
==========
16 NON-OPERATING INCOME
---------------------------------------
GAIN (LOSS) ON SALE OF ASSETS 4,066
TAX REFUND 6,664
INTEREST INCOME 190,627
LEGAL EXPENSE REIMBURSEMENT 350,000
----------
TOTAL OTHER INCOME & EXPENSE 551,357
==========
</TABLE>
<PAGE>
Monthly Operating Report
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
ACCRUAL BASIS-3
CASE NUMBER: 00-30748-RCM
****** AMOUNTS ARE UNAUDITED ******
<TABLE>
<CAPTION>
CASH RECEIPTS AND JANUARY FEBRUARY MARCH QUARTER
DISBURSEMENTS - UNAUDITED TOTAL
<S> <C> <C> <C> <C> <C>
1 BEGINNING BALANCE 47,747,118 47,747,118 49,389,301 47,747,118
RECEIPTS FROM OPERATIONS
2 CASH SALES - -
COLLECTION OF ACCOUNTS RECEIVABLE
3 PREPETITION - -
4 POSTPETITION - -
5 TOTAL OPERATING RECEIPTS - - - -
NON-OPERATING RECEIPTS
6 LOANS & ADVANCES (ATTACH - -
LIST)
7 SALE OF ASSETS - -
8 OTHER (ATTACH LIST) - 2,100,148 2,100,148
9 TOTAL NON-OPERATING RECEIPTS - 2,100,148 2,100,148
10 TOTAL RECEIPTS - 2,100,148 2,100,148
11 TOTAL CASH AVAILABLE 47,747,118 49,847,266 49,847,266
OPERATING DISBURSEMENTS
12 NET PAYROLL - 212,195 212,195
13 PAYROLL TAXES PAID - 214,427 214,427
14 SALES, USE & OTHER TAXES PAID - - -
15 SECURED/ RENTAL/ LEASES - 350 350
16 UTILITIES - 923 923
17 INSURANCE - 1,927 1,927
18 INVENTORY PURCHASES - - -
19 VEHICLE EXPENSE - - -
20 TRAVEL - 3,377 3,377
21 ENTERTAINMENT - ONSITE MEALS - 764 764
22 REPAIRS & MAINTENANCE - 456 456
23 SUPPLIES - 6,066 6,066
24 ADVERTISING - - -
25 OTHER (ATTACH LIST) - 17,479 17,479
26 TOTAL OPERATING - 457,965 - 457,965
DISBURSEMENTS
REORGANIZATION FEES
27 PROFESSIONAL FEES - - -
28 U. S. TRUSTEE FEES - - -
29 OTHER (ATTACH LIST) - - -
30 TOTAL REORGANIZATION EXPENSES - - -
31 TOTAL DISBURSEMENTS - 457,965 - 457,965
32 NET CASH FLOW - 1,642,183 - 1,642,183
33 CASH - END OF MONTH 47,747,118 49,389,301 49,389,301 49,389,301
</TABLE>
7
<PAGE>
DETAIL SCHEDULES
CASE NAME: PHYSICIANS RESOURCE GROUP, INC. ACCRUAL BASIS 3
CASE NUMBER: 00-30748-RCM MONTH: February 2000
-------------
<TABLE>
<CAPTION>
ITEM *** AMOUNTS ARE UNAUDITED ***
NO DESCRIPTION JANUARY FEBRUARY MARCH
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
NON OPERATING RECEIPTS
-------------------------------------------
7 SALE OF ASSETS:
----------
SUB-TOTAL SALES OF ASSETS -
==========
8 OTHER:
COLLECTION ON NOTE RECEIVABLE 1,074
COLLECTION ON RECEIVABLE 1,681,243
D & O INSURANCE CLAIM REFUND 350,000
TAX REFUNDS 35,460
COBRA PAYMENTS RECEIVED 13,346
REPAYMENT WORKING CAPITAL ADV 12,000
SALE OF FURNITURE & FIXTURES (REMOTE OFCS) 6,654
REIMBURSEMENT OF ADMIN EXPENSES 371
---------
2,100,148
==========
TOTAL NON OPERATING RECEIPTS 2,100,148
----------
25 OTHER OPERATING DISBURSEMENTS
-------------------------------------------
61900 CONTRACT LABOR - OTHER 6,732
65800 PENALTIES & LATE FEES 108
69250 CONSULTING FEES 8,616
69300 DATA PROCESSING SERVICES 623
21250 TAX LIABILITY - CURRENT PORTION 1,400
----------
TOTAL OTHER OPERATING DISBURSEMENTS 17,479
==========
</TABLE>
8
<PAGE>
Monthly Operating Report
ACCRUAL BASIS-4
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM
<TABLE>
<CAPTION>
**********ALL AMOUNTS ARE UNAUDITED**********
SCHEDULE JANUARY FEBRUARY MARCH
ACCOUNTS RECEIVABLE AGING AMOUNT
<S> <C> <C> <C> <C>
1 0 - 60 -
2 31 - 60 -
3 61 - 90 -
4 91 + -
5 TOTAL ACCOUNTS RECEIVABLE - - - -
6 AMOUNT CONSIDERED UNCORRECTABLE - - - -
7 ACCOUNTS RECEIVABLE (NET) - - - -
AGING OF POSTPETITION TAXES MONTH: February 2000
AND PAYABLES --------------------------
TAXES PAYABLE 0 - 30 DAYS 31 - 60 DAYS 61 - 90 DAYS TOTAL
1 FEDERAL - -
2 STATE - -
3 LOCAL - -
4 OTHER (ATTACH LIST) - -
5 TOTAL TAXES PAYABLE - - - -
6 ACCOUNTS PAYABLE -
STATUS OF POSTPETITION TAXES MONTH: February 2000
----------------------------
FEDERAL (ADP REPORTS ATTACHED) BEGINNING TAX AMOUNT AMOUNT PAID ENDING TAX
LIABILITY * WITHHELD LIABILITY
1 WITHHOLDING ** - 145,396 145,396 -
2 FICA-EMPLOYEE ** - 32,415 32,415 -
3 FICA-EMPLOYER ** - 32,415 32,415 -
4 UNEMPLOYMENT - 586 586 -
5 INCOME - - - -
6 OTHER(ATTACH LIST) - - - -
7 TOTAL FEDERAL TAXES - 210,812 210,812 -
STATE AND LOCAL
8 WITHHOLDING - 1,821 1,821 -
9 SALES - - - -
10 EXCISE - - - -
11 UNEMPLOYMENT - 1,795 1,795 -
12 REAL PROPERTY - - - -
13 PERSONAL PROPERTY - - - -
14 OTHER (ATTACH LIST) - - - -
15 TOTAL STATE & LOCAL - 3,616 3,616 -
16 TOTAL TAXES - 214,427 214,427 -
-
* Beginning tax liability should represent the liability from the
prior month or, if this is the first operating report, the
amount should be zero.
** Attach photocopies of IRS Form 6123 or your FTD coupon and
payment receipt to verify payment or deposit.
</TABLE>
<PAGE>
Monthly Operating Report
ACCRUAL BASIS-5
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM
The debtor in possession must complete the reconciliation below for each
bank account, including general, payroll and tax accounts, as well as all
savings and investment accounts, money market accounts, certificates of
deposit, government obligations, etc. Accounts with restricted funds should
be identified by placing an asterisk next to the account number. Attach
additional sheets if necessary.
********** ALL AMOUNTS ARE UNAUDITED **********
<TABLE>
<CAPTION>
BANK RECONCILIATIONS MONTH: February 2000
---------------------------
<S> <C> <C> <C> <C> <C>
A. BANK SWBOT COMERICA *
B. ACCOUNT NUMBER 326003 1880647522 TOTAL
C. PURPOSE (TYPE) OPERATING (1) TAX ESCROW
1 BALANCE PER BANK STATEMENT 3,384,313 3,384,313
2 ADD: TOTAL DEPOSITS NOT -
CREDITED
3 SUBTRACT: OUTSTANDING CHECKS 25,705 25,705
4 OTHER RECONCILING ITEMS -
5 MONTH END BALANCE PER BOOKS 3,358,607 - 905,566 4,264,173
6 NUMBER OF LAST CHECK WRITTEN 1212 N/A
* Escrow for tax payments resulting from the Ernst &
Young review of IRS transcripts for Physicians
resource Group, Inc. and affiliate companies.
(1) This is a zero balance account. Cash balances at the
end of the day are swept into overnight interest
bearing investments.
INVESTMENT ACCOUNTS MONTH: February 2000
---------------------------
BANK ACCOUNT DATE OR TYPE OF PURCHASE CURRENT
NAME AND NUMBER PURCHASE INSTRUMENT PRICE VALUE
7 Southwest Bank of Texas 2-Nov-99 US Treasury Bill 22,999,076 23,377,692
8 Southwest Bank of Texas 21-Jan-00 US Treasury Bill 9,999,751 10,053,836
9 Southwest Bank of Texas 4-Feb-00 US Treasury Bill 11,498,315 11,538,713
10 Southwest Bank of Texas 21-Jan-00 Cert of Deposit 154,000 154,887
11 TOTAL INVESTMENTS 44,651,142 45,125,128
CASH
12 CURRENCY ON HAND -
13 TOTAL CASH - END OF MONTH 49,389,301
</TABLE>
<PAGE>
Monthly Operating Report
ACCRUAL BASIS-6
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
CASE NUMBER: 00-30748-RCM
MONTH: February 2000
********** ALL AMOUNTS ARE UNAUDITED **********
PAYMENTS TO INSIDERS AND PROFESSIONALS
OF THE TOTAL DISBURSEMENTS SHOWN FOR THE MONTH, LIST THE AMOUNT PAID TO
INSIDERS (AS DEFINED IN SECTION 101(31)(A)-(F) OF THE U.S. BANKRUPTCY CODE)
AND THE PROFESSIONALS. ALSO FOR INSIDERS, IDENTIFY THE TYPE OF COMPENSATION
PAID (e. g. SALARY, BONUS, COMMISSIONS, INSURANCE, HOUSING ALLOWANCE,
TRAVEL, CAR ALLOWANCE, ETC.) ATTACH ADDITIONAL SHEETS IF NECESSARY.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
INSIDERS
NAME TYPE OF AMOUNT PAID TOTAL PAID
PAYMENT TO DATE
1 LANE EDENBURN SALARY 14,583 14,583
2 KAREN NICOLAOU SALARY 11,666 11,666
3 MICHAEL YEARY SALARY 37,500 37,500
4 KAREN NICOLAOU EXP REIMBRMT 1,550 1,550
5 MICHAEL YEARY EXP REIMBRMT 1,074 1,074
6 TOTAL PAYMENTS TO INSIDERS 66,373 66,373
</TABLE>
<TABLE>
<CAPTION>
PROFESSIONALS
NAME DATE OF AMOUNT AMOUNT PAID TOTAL PAID TOTAL
COURT ORDER APPROVED TO DATE INCURRED &
AUTHORIZING UNPAID *
PAYMENT (1)
<S> <C> <C> <C> <C> <C> <C>
1 ANDREWS & KURTH - - 250,000
2 JACKSON & WALKER - - 185,600
3 MAN FRANKFORT - - -
4 ORDINARY COURSE 2,016 2,016 281,617
PROFESSIONALS 40,000 40,000 -
5 DAVID HORN
6 TOTAL PAYMENTS TO 42,016 42,016 717,217
PROFESSIONALS
</TABLE>
* INCLUDE ALL FEES INCURRED, BOTH APPROVED AND UNAPPROVED.
(1) PURSUANT TO COURT ORDER, FEBRYARY INVOICES FOR THE
REFERENCED PROFESSIONALS ARE NOT DUE UNTIL 25MAR00. AMOUNTS
INCLUDED UNDER THE CAPTION "TOTAL INCURRED & UNPAID"
REPRESENT GOOD FAITH ESTIMATES OF AMOUNTS DUE TO THE
REFERENCED PROFESSIONAL FOR THE CURRENT REPORTING PERIOD.
POST PETITION STATUS OF SECURED NOTES, LEASES PAYABLE AND ADEQUATE PROTECTION
PAYMENTS
<TABLE>
<CAPTION>
NAME OF CREDITOR SCHEDULED AMOUNTS TOTAL
MONTHLY PAID DURING UNPAID
PAYMENTS DUE MONTH POSTPETITION
<S> <C> <C> <C> <C>
1
2
3
4
5
6 TOTAL
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CASE NAME: PHYSICIANS RESOURCE GROUP, INC. MONTHLY OPERATING REPORT
CASE NUMBER: 00-30748-RCM ACCRUAL BASIS - 7
QUESTIONNAIRE MONTH: February, 2000
------------------------------
YES NO
<S> <C> <C> <C>
1 Have any assets been sold or transferred outside X
the normal course of business in this reporting
period?
2 Have any funds been disbursed from any account X
other than a debtor in possession account?
3 Are any postpetition receivables (accounts, notes X
or loans) due from related parties?
4 Have any payments been made on prepetition X
liabilities this reporting period?
5 Have any postpetition loans been received by the X
debtor from any party?
6 Are any postpetition payroll taxes past due? X
7 Are any postpetition state or federal income X
taxes past due?
8 Are any postpetition real estate taxes past due? X
9 Are any other postpetition taxes past due? X
10 Are any amounts owed to postpetition creditors X
delinquent?
11 Have any prepetition taxes been paid during the X
reporting period?
12 Are any wage payments past due. X
</TABLE>
<TABLE>
<CAPTION>
If the answer to any of the above questions is "yes," provide a detailed explanation of each item. Attach additional sheets if
necessary.
INSURANCE
YES NO
<S> <C> <C> <C>
1 Are workers compensation, general liability and X
other necessary insurance coverages in effect?
2 Are all premium payments paid current. X
3 Please itemized policies below. SCHEDULE ATTACHED
</TABLE>
<TABLE>
<CAPTION>
If the answer to any of the above questions is "no", or if any policies have been cancelled or not renewed during the reporting
period, provide and explanation below. Attach additional sheets if necessary.
INSTALLMENT PAYMENTS
TYPE OF POLICY CARRIER PERIOD PAYMENT
COVERED AMOUNT FREQUENCY
<S> <C> <C> <C> <C> <C>
1 Property "all risk" except policy exclusions Hartford 12/99 - 12/00 11,673 MNTHLY
2 Umbrella Liability excess of schedule of
underlying insurance TIG Specialty 06/99 - 06/00 48,579 QTRLY
</TABLE>
<PAGE>
CASE NAME: PHYSICIANS RESOURCE GROUP, INC.
RESPONSES TO QUESTIONNAIRE
CASE NUMBER: 00-30748-RCM
MONTH: FEBRUARY 2000
<TABLE>
<CAPTION>
QUESTIONNAIRE
- -------------------------------------------------------------
<S> <C>
2 Disbursements from non-DIP accounts.
-----------------------------------------
Payments from SWBOT accounts were made for post petition
amounts subsequent to the filing and prior to changing the
account styling to included the DIP designation.
4 Payments on pre-petition liabilities.
-----------------------------------------
The following amounts representing pre-petition claims were
inadvertently paid to creditors during the reporting period.
Automated Data Processing 446.58
Capital Services Corp 66.00
Pacific Gas & Electric 318.18
----------------
Total payments on pre-petition liabilities 830.76
================
11 Prepetition taxes
-----------------------------------------
One thousand four hundred dollars ($1,400) was paid to the
State of Delaware for franchise taxes for Physician's
Resource Group, Inc. and its affiliated companies. A list of
the Delaware file numbers and related amounts is attached.
Insurance:
- -------------------------------------------------------------
2 Premiums paid currently.
-----------------------------------------
In accordance with the cash management orders, PRG
instructed its bank not to honor checks presented after
01FEB00 dated 31JAN00 and prior. Included in these
outstanding items were $12,200 in checks payable to AON Risk
Services of Texas. The company is currently in the process
of reconciling their account with AON, and the accounts will
be brought current after obtaining appropriate payment
authority for the court. PRG has not received notice of
cancellation or potential cancellation.
</TABLE>
<PAGE>
CASE NAME: PHYSICIANS RESOURCE GROUP, INC. MONTHLY OPERATING REPORT
CASE NUMBER: 00-30748-RCM SCHEDULE OF INSURANCE COVERAGE
MONTH: FEBRUARY, 2000
-------------------
<TABLE>
<CAPTION>
POLICY PERIOD
--------------- LIMIT OF
TYPE OF COVERAGE CARRIER INCEPTION EXPIRATION PREMIUM: LIABILITY
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
1 Directors, Officers and Corporate Liability National Union Fire Insur 20-Apr-99 20-Apr-00 $724,000 $10,000,000
(Renewal and Extension) Co of Pittsburgh, PA
2 Directors, Officers and Corporate Liability National Union Fire Insur 20-Apr-00 20-Apr-01 $450,000 $10,000,000
(One year extension of coverage) Co of Pittsburgh, PA
3 Directors, Officers and Corporate Liability National Union Fire Insur 20-Apr-01 20-Apr-07 $450,000 $10,000,000
(Six year run off.) Co of Pittsburgh, PA
4 Employed Lawyers Liability Insurance National Union Fire Insur 20-Apr-99 20-Apr-00 $ 9,160 $ 5,000,000
Co of Pittsburgh, PA
5 Commercial Crime National Union Fire Insur 20-Apr-99 20-Apr-00 $ 15,591 $ 5,000,000
Co of Pittsburgh, PA
6 Workers Compensation - Standard forms; Extended Hartford Insurance Co/ 31-Dec-99 31-Dec-00 $ 28,259 $ 1,000,000
Broad Form endorsement where applicable Hartford Mid West Insur
7 Auto Standard Forms & Broad Form Auto Hartford Insurance Co 31-Dec-99 31-Dec-00 $ 2,300 $ 1,000,000
Endorsements
8 Property Hartford Insurance Co 31-Dec-99 31-Dec-00 $140,073 $43,835,755
9 Umbrella Liability TIG Specialty Insurance 1-Jun-99 1-Jun-00 $185,061 $10,000,000
</TABLE>
<PAGE>
EXHIBIT 99.2
FOR IMMEDIATE RELEASE
PHYSICIANS RESOURCE GROUP, INC.
RESIGNATION AND ELECTION OF DIRECTORS
DALLAS, TEXAS - March 17, 2000 - Physicians Resource Group, Inc. ("PRG" or
the "Company") today announced that David Meyer, M.D., Chairman of the Board,
and John Shepherd, M.D. have resigned as members of the Board of Directors of
the Company. Immediately prior to their resignations, Drs. Meyer and Shepherd
chose Michael W. Yeary, the Company's President/Chief Restructuring Officer, to
serve as a Director of the Company. Mr. Yeary shall serve as the sole Director
of the Company. In addition, PRG announced that Lucius E. Burch, III, David
Dulaney, M.D. and Mark Rosenberg had resigned their roles as senior consultants
to the Board of Directors. "On behalf of the entire Company, I want to express
our appreciation for the leadership and considerable accomplishments of these
individuals over the past 16 months," Michael Yeary said.
PRG is a debtor-in-possession in the United States Bankruptcy Court of the
Northern District of Texas and is a provider of physician practice management
services that provides management services to eye care practices and operates
ambulatory surgery centers. Contact: Michael Yeary, President/Chief
Restructuring Officer (972) 892-7324.
Certain statements in this news release consist of forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. As such, they involve risks and uncertainties as
detailed from time to time in the reports filed by the Company with the
Securities and Exchange Commission, including the Company's Annual Report on
Form 10-K, as amended, for the year ended December 31, 1997. When used herein,
the words "intends," "expects," "plans," "estimates," "projects," "believes,"
"anticipates" and similar expressions are intended to identify forward-looking
statements.
1