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): June 10, 2003
CURATIVE HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
Minnesota 000-19370 41-1503914
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
150 Motor Parkway, Hauppauge, New York 11788-5145
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (631) 232-7000
Not Applicable
(Former name or former address, if changed since last report.)
Item 5. Other Events and Regulation FD Disclosure
Recent Acquisition
On June 10, 2003, Curative Health Services, Inc. (the "Company") issued a press
release announcing that it has acquired the specialty pharmacy business of
Prescription City, Inc. for $17.5 million, including a $16.5 million cash
payment and a $1.0 million one-year promissory note. Prescription City, based in
Spring Valley, New York, is a specialty pharmacy business specializing in the
provision of chemotherapy and cancer drugs. Prescription City's service area
includes southern New York state and some areas of northeastern Pennsylvania.
Drug therapies provided by Prescription City include Chemotherapy, HIV/AIDS
drugs, MedImmune Inc.'s Synagis(R), intravenous immune globulins, pain
management and Centocor, Inc's Remicade(R). The Company expects the acquisition
to add $0.03 to earnings per share in the second half of 2003.
New Credit Facility
The Company and each of its subsidiaries, as borrowers, entered into a credit
agreement on June 9, 2003 with General Electric Capital Corporation (dba GE
Healthcare Financial Services), or "GE Capital." Under the credit agreement, the
Company obtained a $15 million secured revolving credit facility and received a
$20 million secured term loan. If GE Capital, using its best efforts, is able to
syndicate this credit facility with other lenders, then funds available to the
Company under the credit facility may be increased by up to $45 million to fund
future acquisitions. The revolving credit facility and the term loan will mature
on June 9, 2008. All accrued interest on all outstanding revolving credit
advances and outstanding principal amounts on the term loan will bear interest
at an annual rate equal to the LIBOR rate plus a margin ranging from 3% to 4%.
The credit agreement also contains standard terms, including representations and
warranties, reporting requirements and financial and other covenants. The
Company intends to initially use the funds available to it under this credit
facility to immediately pay all of its outstanding borrowings and accrued
interest under its credit facility with Healthcare Business Credit Corporation
and to finance its acquisition of the specialty pharmacy business of
Prescription City, Inc. As previously disclosed, it is anticipated that there
will be a charge of $0.03 to $0.04 per diluted share related to terminating the
Company's credit facility with Healthcare Business Credit Corporation
Guidance
As a result of the acquisition of the specialty pharmacy business of
Prescription City, Inc., the Company has revised its guidance for 2003 and now
anticipates net income per diluted share for the full year 2003 in the range of
$1.30 to $1.37.
Item 7. Financial Statements and Exhibits
(a) Financial statements of businesses acquired.
Not required.
(b) Pro forma financial information.
Not required.
(c) Exhibits.
None.
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.
CURATIVE HEALTH SERVICES, INC.
Date: June 24, 2003 By: /s/ Thomas Axmacher
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Thomas Axmacher
Executive Vice President and
Chief Financial Officer