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| HYTM > SEC Filings for HYTM > Form 8-K on 3-Apr-2009 | All Recent SEC Filings |
3-Apr-2009
Other Events, Financial Statements and Exhibits
On January 26, 2009, we filed with the Securities and Exchange Commission a Current Report on Form 8-K, on which we reported under Items 1.01 and 2.01, that we disposed of our entire interest in our majority-owned, controlled subsidiary Comprehensive Care Corporation (CompCare). We hereby provide pro forma financial information required for the transaction as of December 31, 2008.
(b) Pro forma financial information.
The unaudited pro forma consolidated financial statements in the tables below have been prepared by applying pro forma adjustments to the consolidated financial statements included in Hythiam, Inc.'s Annual Report on form 10-K for the year ended December 31, 2008. The unaudited pro forma consolidated statements of operations reflect the transaction described in Item 2.01 above, assuming the transaction had been consummated as of the beginning of the fiscal period presented. The unaudited pro form consolidated balance sheet reflects such transactions, assuming they had been consummated as of December 31, 2008.
The pro forma adjustments, as described in the notes to the unaudited pro forma consolidated financial statements, are based upon available information and certain assumptions that we believe are reasonable. The allocations are preliminary in nature and subject to change following the transaction based on refinements as actual data becomes available. The unaudited pro forma consolidated financial statements should be read in conjunction with the historical financial statements and the related management's discussion and analysis of financial condition and results of operations, which are contained in the Hythiam, Inc.'s 2008 Annual Report on Form 10-K.
The unaudited pro forma financial information is for informational purposes only and does not purport to present what our results would actually have been had these transactions actually occurred on the dates presented or to project our results of operations or financial position for any future period.
Forward-Looking Statements
Except for statements of historical fact, the matters discussed in this report are forward looking and made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect numerous assumptions and involve a variety of risks and uncertainties, many of which are beyond the company's control that may cause actual results to differ materially from stated expectations. These risk factors include, among others, limited operating history and lack of statistically significant formal research studies, the risk that treatment protocols might not be effective, difficulty in developing, exploiting and protecting proprietary technologies, intense competition and substantial regulation in the healthcare industry; and additional risks factors as discussed in the reports filed by the company with the Securities and Exchange Commission, which are available on its website at http://www.sec.gov.
Except as required by law, we disclaim any obligation to release publicly any updates or any changes in its expectations or any change in events, conditions, or circumstances on which any forward-looking statements are based.
HYTHIAM, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2008
(In thousands, except per share amounts)
(unaudited)
Hythiam, Inc. Hythiam, Inc.
Consolidated CompCare Pro Forma
as reported Operations (a) Consolidated
Revenues:
Behavioral health managed care
services $ 35,156 $ (35,156 ) $ -
Healthcare services 6,074 - 6,074
Total revenues 41,230 (35,156 ) 6,074
Operating expenses:
Behavioral health managed care
services 36,496 (36,496 ) -
Cost of healthcare services 1,718 - 1,718
General administrative expenses 40,741 (3,682 ) 37,059
Goodwill impairment 9,775 - 9,775
Research and development 3,370 - 3,370
Depreciation & amortization 2,733 (872 ) 1,861
Total operating expenses 94,833 (41,050 ) 53,783
Loss from operations (53,603 ) 5,894 (47,709 )
Interest income 830 (26 ) 804
Interest expense (1,939 ) 276 (1,663 )
Other than temporary impairment
marketable securities (1,428 ) - (1,428 )
Change in fair value of warrant
liabilities 5,744 - 5,744
Other non-operating income, net 5 (5 ) -
Loss before provision for income
taxes from continuing operations (50,391 ) 6,139 (44,252 )
Provision for income taxes 27 (5 ) 22
Loss from continuing operations $ (50,418 ) $ 6,144 $ (44,274 )
Loss from continuing operations per
common share (basic and diluted):
Loss from continuing operations $ (0.92 ) $ (0.11 ) $ (0.81 )
Weighted average shares outstanding:
Basic and diluted 54,675 54,675
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HYTHIAM, INC.
PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2007
(In thousands, except per share amounts)
(unaudited)
Hythiam, Inc. Hythiam, Inc.
Consolidated CompCare Pro Forma
as reported Operations (a) Consolidated
Revenues:
Behavioral health managed care
services $ 36,306 $ (36,306 ) $ -
Healthcare services 7,695 - 7,695
Total revenues 44,001 (36,306 ) 7,695
Operating expenses:
Behavioral health managed care
services 35,679 (35,679 ) -
Cost of healthcare services 2,052 - 2,052
General administrative expenses 45,554 (3,721 ) 41,833
Other impairment 2,387 - 2,387
Research and development 3,358 - 3,358
Depreciation & amortization 2,502 (923 ) 1,579
Total operating expenses 91,532 (40,323 ) 51,209
Loss from operations (47,531 ) 4,017 (43,514 )
Interest income 1,584 (143 ) 1,441
Interest expense (2,190 ) 263 (1,927 )
Loss on extinguishment of debt (741 ) (741 )
Change in fair value of warrant
liabilities 3,471 3,471
Other non-operating income, net 32 (32 ) -
Loss before provision for income taxes from continuing
operations 4,105 (41,270 )
Provision for income taxes 87 (72 ) 15
Loss from continuing operations (45,462 ) 4,177 (41,285 )
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Loss from continuing operations per common share (basic and diluted):
Loss from continuing operations $ (0.99 ) $ (0.09 ) $ (0.90 )
Weighted average shares outstanding:
Basic and diluted 45,695 45,695
HYTHIAM, INC.
PRO FORMA CONSOLIDATED BALANCE SHEET
AS OF DECEMBER 31, 2008
(In thousands)
(unaudited)
Hythiam, Inc. Pro Forma,
as reported Compcare (b) as adjusted
Assets:
Cash and cash equivalents $ 10,893 $ 363 $ 11,256
Marketable securities, at fair value 146 - 146
Restricted cash 24 (1 ) 23
Receivables, net 2,234 (1,580 ) 654
Notes receivable 17 (17 ) -
Prepaids and other current assets 676 (318 ) 358
Total Current Assets 13,990 (1,553 ) 12,437
Marketable securities, at fair value 10,072 - 10,072
Property and equipment, net 2,860 (235 ) 2,625
Goodwill 493 (493 ) -
Intellectual property & other
intangible assets 3,899 (642 ) 3,257
Deposits and other assets 552 (234 ) 318
Total Assets $ 31,866 $ (3,157 ) $ 28,709
Liabilities and Stockholders' Equity:
Accounts payable $ 3,784 $ (388 ) $ 3,396
Accrued compensation and benefits 1,844 (368 ) 1,476
Accrued liabilities 3,191 (1,110 ) 2,081
Accrued claims payable 6,791 (6,791 ) -
Short term debt 9,835 - 9,835
Income taxes payable 19 (19 ) -
Total Current Liabilities 25,464 (8,676 ) 16,788
Long-term debt 2,341 (2,341 ) -
Accrued reinsurance claims payable 2,526 (2,526 ) -
Warrant liabilities 156 - 156
Capital lease obligations 144 (63 ) 81
Deferred rent and other long-term
liabilities 127 - 127
Total Liabilities 30,758 (13,606 ) 17,152
Stockholders' Equity:
Preferred stock - - -
Common stock 6 - 6
Additional paid-in capital 174,721 - 174,721
Accumulated other comprehensive loss - - -
Accumulated deficit (173,619 ) 10,449 (163,170 )
Total stockholders' equity (deficit) 1,108 10,449 11,557
Total Liabilities and Stockholders'
Equity $ 31,866 $ (3,157 ) $ 28,709
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(a) Reflects the elimination of results for CompCare's operations, which were reported in our behavioral health managed care reporting segment.
(b) Reflects the elimination of assets and liabilities of CompCare, including the resulting gain on the sale, assuming the sale had been consummated on December 31, 2008:
Net Proceeds from the sale of CompCare $ 1,500
Net liabilities of CompCare operations 8,949
Gain on sale $ 10,449
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The pro forma consolidated statements of operations have not been adjusted to give effect to the gain on sale of CompCare.
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