Form 8-K HEALTHCARE SERVICES GROU For: Jan 27
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E-mailUNITED STATES
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): January 27, 2015
�������������������������������������������������������������������
HEALTHCARE SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 0-12015
Pennsylvania | 23-2018365 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification number) |
3220 Tillman Drive, Suite 300, Bensalem, Pennsylvania | 19020 |
(Address of principal executive office) | (Zip code) |
Registrant's telephone number, including area code: 215-639-4274
����
Not Applicable
(Former name or former address, if changed since last report)
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:
( )����Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
( )����Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
( )����Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))
( )����Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01����Other Events.
On January 27, 2015, Healthcare Services Group, Inc. issued a press release (the Press Release ) announcing its fourth quarter 2014 quarterly cash dividend of $0.17625 per common share. Such dividend will be paid on March 27, 2015 to shareholders of record at the close of business February 20, 2015. A copy of the Press Release is being furnished hereto as Exhibit 99.1 and is hereby incorporated by reference to this Current Report.
The information contained herein, including Exhibit 99.1, shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended or the Exchange Act.
Item 9.01����Financial Statements and Exhibits.
( a )����Not applicable
( b )����Not applicable
( c )����Not applicable
( d )����Exhibits. The following exhibit is being furnished herewith:
99.1����Press Release dated January 27, 2015 issued by Healthcare Services Group, Inc.
SIGNATURES
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.
HEALTHCARE SERVICES GROUP, INC. | ||
Date: January 27, 2015 | By: | /s/ John C. Shea |
Name: John C. Shea Title: Chief Financial Officer | ||
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press Release dated January 27, 2015 issued by Healthcare Services Group, Inc. | |
Exhibit 99.1
HEALTHCARE SERVICES GROUP, INC.
INCREASES FOURTH QUARTER 2014 CASH DIVIDEND
Bensalem, PA January 27, 2015 Healthcare Services Group, Inc.'s (NASDAQ: HCSG) Board of Directors has declared a quarterly cash dividend of $0.17625 per common share, payable on March 27, 2015 to shareholders of record at the close of business on February 20, 2015. This represents the 47th consecutive quarterly cash dividend payment, as well as the 46th consecutive increase since our initiation of quarterly cash dividend payments in 2003.
The Company intends to release financial results for the three months and year ended December 31, 2014 on Tuesday, February 3, 2015. The Company will host a conference call on Wednesday, February 4th at 8:30 a.m. Eastern Time to discuss its results for the three months and year ended December 31, 2014. The call may be accessed via phone at 800-893-5360. The call will be simultaneously webcast under the "Events & Presentations" section of the investor relations page on our website, www.hcsg.com. A replay of the webcast will also be available on our website through approximately 10:00 p.m. Eastern Time on Wednesday, February 4th.
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Cautionary Statement Regarding Forward-Looking Statements
This release and any schedules incorporated by reference into it may contain 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 (the Exchange Act ), as amended, which are not historical facts but rather are based on current expectations, estimates and projections about our business and industry, our beliefs and assumptions. Words such as believes, anticipates, plans, expects, will, goal, and similar expressions are intended to identify forward-looking statements. The inclusion of forward-looking statements should not be regarded as a representation by us that any of our plans will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Such forward-looking information is also subject to various risks and uncertainties. Such risks and uncertainties include, but are not limited to, risks arising from our providing services exclusively to the health care industry, primarily providers of long-term care; credit and collection risks associated with this industry; from having several significant clients who each individually contributed at least 3% with two as high as 6% of our total consolidated revenues for the year ended December 31, 2014; risks associated with our acquisition of Platinum Health Services, LLC; our claims experience related to workers' compensation and general liability insurance; the effects of changes in, or interpretations of laws and regulations governing the industry, our workforce and services provided, including state and local regulations pertaining to the taxability of our services and other labor related matters such as minimum wage increases; tax benefits arising from our corporate reorganization and self-funded health insurance program transition; risks associated with the reorganization of our corporate structure; and the risk factors described in our Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2013 in Part I thereof under ''Government Regulation of Clients, ''Competition'' and ''Service Agreements/Collections, and under Item IA Risk Factors .
These factors, in addition to delays in payments from clients, have resulted in, and could continue to result in, significant additional bad debts in the near future. Additionally, our operating results would be adversely affected if unexpected increases in the costs of labor and labor-related costs, materials, supplies and equipment used in performing services could not be passed on to our clients.
In addition, we believe that to improve our financial performance we must continue to obtain service agreements with new clients, provide new services to existing clients, achieve modest price increases on current service agreements with existing clients and maintain internal cost reduction strategies at our various operational levels. Furthermore, we believe that our ability to sustain the internal development of managerial personnel is an important factor impacting future operating results and successfully executing projected growth strategies. ����
Healthcare Services Group, Inc. is the largest national provider of professional housekeeping, laundry and dietary services to long-term care and related health care facilities.
Company Contacts: | ||||
Daniel P. McCartney | Theodore Wahl | Matthew J. McKee | ||
Chairman and Chief Executive Officer | President and Chief Operating Officer | Vice President of Strategy | ||
215-639-4274 | ||||
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