Form 8-K CORVEL CORP For: Oct 28
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section�13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October�28, 2014
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CORVEL CORPORATION
(Exact Name of Registrant as Specified in Charter)
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| DELAWARE | � | 000-19291 | � | 33-0282651 |
| (State or Other Jurisdiction of Incorporation) |
� | (Commission File Number) |
� | (IRS Employer Identification No.) |
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| 2010 Main Street, Suite�600, Irvine, California |
� | 92614 |
| (Address of Principal Executive Offices) | � | (Zip Code) |
Registrant�s telephone number, including area code (949)�851-1473
N/A
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| � | Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425) |
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| � | Soliciting material pursuant to Rule�14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| � | Pre-commencement communications pursuant to Rule�14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| � | Pre-commencement communications pursuant to Rule�13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item�2.02 Results of Operations and Financial Condition.
On October�28, 2014, CorVel Corporation issued a press release announcing its financial results for the three and six months ended September�30, 2014. A copy of the press release is furnished herewith as Exhibit No.�99.1.
The information contained in this report and in the exhibit attached to this report is being furnished to the Securities and Exchange Commission and shall not be deemed �filed� for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the �Exchange Act�), or otherwise subject to the liability of that section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item�9.01 Financial Statements, Pro Forma Financial Information and Exhibits.
(d)�Exhibits
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| Exhibit |
�� | Description of Exhibit |
| 99.1 | �� | Press Release, dated October 28, 2014, announcing CorVel Corporation�s financial results for the three and six months ended September 30, 2014 (furnished herewith but not filed pursuant to Item 2.02). |
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.
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| � | � | � | CORVEL CORPORATION, | |||
| � | � | � | a Delaware corporation (Registrant) | |||
| Date:�October 28,�2014 | � | � | By: | � | /s/ Richard Schweppe | |
| � | � | Name: | � | Richard Schweppe | ||
| � | � | Title: | � | Chief Financial Officer | ||
EXHIBIT INDEX
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| Exhibit |
�� | Description |
| 99.1� | �� | Press Release, dated October 28, 2014, announcing CorVel Corporation�s financial results for the three and six months ended September 30, 2014 (furnished herewith but not filed pursuant to Item 2.02). |
Exhibit 99.1
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| Date:�October 28, 2014 |
� | � | CorVel Corporation | � | ||
| � | � | 2010 Main Street | � | |||
| � | � | Suite�600 | � | |||
| � | � | Irvine, CA 92614 | � | |||
| FOR�IMMEDIATE�RELEASE |
� | � | Contact: Heather H. Burnham | � | ||
| � | � | Phone: 949-851-1473 | � | |||
| � | � | http://www.corvel.com | � | |||
CorVel Announces Revenues and Earnings
IRVINE, California, October�28, 2014 � CorVel Corporation (NASDAQ: CRVL) announced the results for the quarter and six months ended September�30, 2014. Revenues for the quarter ended September�30, 2014 were $124�million, a 4% increase over the $119�million in revenue in the quarter ended September�30, 2013. Earnings per share for the quarter ended September�30, 2014 were $0.37 and were $0.41 for the same quarter of the prior year.
Revenues for the six months ended September�30, 2014 were $248�million, a 4% increase over the $237�million in revenue in the six months ended September�30, 2013. Earnings per share for the six months ended September�30, 2014 were $0.77 and were $0.80 for the same period of the prior year.
During the quarter, the Company released new applications for claimants and for healthcare professionals, each of which extended CorVel�s integrated workers� compensation solution to an additional constituency in an episode of care. CorVel�s integrated service model is increasingly creating an ecosystem in which all stakeholders are connected in real time, streamlining additional aspects of the claims management process. Improving administrative efficiencies impacts the cost of healthcare and the ease with which patients can access service.
About CorVel
CorVel Corporation is a national provider of innovative workers� compensation, auto, liability and health solutions for employers, third party administrators, insurance companies, and government agencies seeking to control costs and promote positive outcomes. We apply technology, intelligence, and a human touch throughout the risk management process so our clients can intervene early and often while being connected to the critical intelligence they need to proactively manage risk. With a robust technology platform at its core, our connected solution is delivered by a national team of associates who are committed to helping clients design and administer programs that meet their organization�s performance goals.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
All statements included in this press release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on the Company�s current expectations, estimates and projections about the Company, management�s beliefs, and certain assumptions made by the Company, and events beyond the Company�s control, all of which are subject to change. Such forward-looking statements include, but are not limited to, statements relating to the Company�s results of operations, including product investment strategies, bill review and claims management services. These forward-
looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause the Company�s actual results to differ materially and adversely from those expressed in any forward-looking statement.
The risks and uncertainties referred to above include, but are not limited to, factors described in this press release and the Company�s filings with the Securities and Exchange Commission, including but not limited to �Risk Factors� in the Company�s Annual Report on Form 10-K for the year ended March�31, 2014 and the Company�s Quarterly Report on Form 10-Q for the quarter ended June�30, 2014. The forward-looking statements in this press release speak only as of the date they are made. The Company undertakes no obligation to revise or update publicly any forward-looking statement for any reason.
CorVel Corporation
Quarterly Results - Income Statement (unaudited)
Quarters ended September�30, 2013 and September�30, 2014
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| Quarter Ended | �� | September�30,�2013 | � | �� | September�30,�2014 | � | ||
| Revenues |
�� | � | 119,359,000 | �� | �� | � | 123,714,000 | �� |
| Cost of revenues |
�� | � | 92,039,000 | �� | �� | � | 98,247,000 | �� |
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| Gross profit |
�� | � | 27,320,000 | �� | �� | � | 25,467,000 | �� |
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| General and administrative |
�� | � | 12,224,000 | �� | �� | � | 12,749,000 | �� |
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| Income from operations |
�� | � | 15,096,000 | �� | �� | � | 12,718,000 | �� |
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| Income tax expense |
�� | � | 6,421,000 | �� | �� | � | 4,835,000 | �� |
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| Net income |
�� | � | 8,675,000 | �� | �� | � | 7,883,000 | �� |
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| Earnings Per Share: |
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| Basic |
�� | $ | 0.41 | �� | �� | $ | 0.38 | �� |
| Diluted |
�� | $ | 0.41 | �� | �� | $ | 0.37 | �� |
| Weighted Shares |
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| Basic |
�� | � | 21,138,000 | �� | �� | � | 20,819,000 | �� |
| Diluted |
�� | � | 21,377,000 | �� | �� | � | 21,050,000 | �� |
| Six months ended | �� | September 30,�2013 | � | �� | September 30,�2014 | � | ||
| Revenues |
�� | � | 237,472,000 | �� | �� | � | 248,078,000 | �� |
| Cost of revenues |
�� | � | 183,234,000 | �� | �� | � | 194,911,000 | �� |
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| Gross profit |
�� | � | 54,238,000 | �� | �� | � | 53,167,000 | �� |
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| General and administrative |
�� | � | 25,066,000 | �� | �� | � | 26,954,000 | �� |
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| Income from operations |
�� | � | 29,172,000 | �� | �� | � | 26,213,000 | �� |
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| Income tax expense |
�� | � | 11,888,000 | �� | �� | � | 10,031,000 | �� |
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| Net income |
�� | � | 17,284,000 | �� | �� | � | 16,182,000 | �� |
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| Earnings Per Share: |
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| Basic |
�� | $ | 0.81 | �� | �� | $ | 0.78 | �� |
| Diluted |
�� | $ | 0.80 | �� | �� | $ | 0.77 | �� |
| Weighted Shares |
�� | �� | ||||||
| Basic |
�� | � | 21,267,000 | �� | �� | � | 20,877,000 | �� |
| Diluted |
�� | � | 21,481,000 | �� | �� | � | 21,130,000 | �� |
CorVel Corporation
Quarterly Results - Condensed Balance Sheet (unaudited)
March�31, 2014 and September�30, 2014
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| � | �� | March�31,�2014 | � | �� | September�30,�2014 | � | ||
| Cash |
�� | � | 34,866,000 | �� | �� | � | 28,162,000 | �� |
| Customer deposits |
�� | � | 16,142,000 | �� | �� | � | 16,453,000 | �� |
| Accounts receivable, net |
�� | � | 57,229,000 | �� | �� | � | 60,300,000 | �� |
| Prepaid expenses and taxes |
�� | � | 5,862,000 | �� | �� | � | 6,883,000 | �� |
| Deferred income taxes |
�� | � | 6,861,000 | �� | �� | � | 7,311,000 | �� |
| Property, net |
�� | � | 51,253,000 | �� | �� | � | 52,625,000 | �� |
| Goodwill and other assets |
�� | � | 42,268,000 | �� | �� | � | 42,679,000 | �� |
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| Total |
�� | � | 214,481,000 | �� | �� | � | 214,413,000 | �� |
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| Accounts and taxes payable |
�� | � | 18,465,000 | �� | �� | � | 14,188,000 | �� |
| Accrued liabilities |
�� | � | 53,375,000 | �� | �� | � | 51,909,000 | �� |
| Deferred tax liability |
�� | � | 16,119,000 | �� | �� | � | 16,119,000 | �� |
| Paid in capital |
�� | � | 118,834,000 | �� | �� | � | 121,485,000 | �� |
| Treasury stock |
�� | � | -328,480,000 | �� | �� | � | -341,638,000 | �� |
| Retained earnings |
�� | � | 336,168,000 | �� | �� | � | 352,350,000 | �� |
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| Total |
�� | � | 214,481,000 | �� | �� | � | 214,413,000 | �� |
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