SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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) July 13, 2003
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UCI Medical Affiliates, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-13265 59-2225346
(State or Other
Jurisdiction of
Incorporation) (Commission File Number) (I.R.S. Employer Identification)
4416 Forest Drive, Columbia, South Carolina 29206
(Address, Including Zip Code of Principal Executive Offices)
(803) 782-4278
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 5 - Other Events.
The newspaper article attached as Exhibit 99.1 to this Form 8-K
concerning UCI Medical Affiliates, Inc. (the "Company") appeared in the Sunday,
July 13, 2003 edition of The State Newspaper. The Company's common stock trades
under the ticker symbol "UCIA".
Certain of the statements contained in this Form 8-K that are not
historical facts are forward-looking statements subject to the safe harbor
created by the Private Securities Litigation Reform Act of 1995. The Company
cautions readers of this Form 8-K that such forward-looking statements involve
known and unknown risks, uncertainties and other factors that may cause our
actual results, performance or achievements to be materially different from
those expressed or implied by such forward-looking statements. Although our
management believes that their expectations of future performance are based on
reasonable assumptions within the bounds of their knowledge of their business
and operations, we have no assurance that actual results will not differ
materially from their expectations. Factors that could cause actual results to
differ from expectations include, among other things: (1) the difficulty in
controlling our costs of providing healthcare and administering our network of
Centers; (2) the possible negative effects from changes in reimbursement and
capitation payment levels and payment practices by insurance companies,
healthcare plans, government payors and other payment sources; (3) the
difficulty of attracting primary care physicians; (4) the increasing competition
for patients among healthcare providers; (5) possible government regulations
negatively impacting our existing organizational structure; (6) the possible
negative effects of prospective healthcare reform; (7) the challenges and
uncertainties in the implementation of our expansion and development strategy;
(8) the dependence on key personnel; (9) adverse conditions in the stock market,
the public debt market, and other capital markets (including changes in interest
rate conditions); (10) the strength of the United States economy in general and
the strength of the local economics in which we conduct operations may be
different than expected resulting in, among other things, a reduced demand for
practice management services; (11) the demand for our products and services;
(12) technological changes; (13) the ability to increase market share; (14) the
adequacy of expense projections and estimates of impairment loss; (15) the
impact of change in accounting policies by the Securities and Exchange
Commission; (16) unanticipated regulatory or judicial proceedings; (17) the
impact on our business, as well as on the risks set forth above, of various
domestic or international military or terrorist activities or conflicts; (18)
other factors described in this report and in other reports filed by the company
with the Securities and Exchange Commission; and (19) our success at managing
the risks involved in the foregoing. For a further discussion of certain factors
that may cause such forward-looking statements to differ materially from the
Company's actual results, see the Company's latest Annual Report on Form 10-K.
Item 7 - Financial Statements and Exhibits
(a) - (b) Not Applicable
(c) Exhibits.
Exhibit 99.1 - The State Newspaper Article dated July
13, 2003.
SIGNATURES
Pursuant to requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereto duly authorized.
UCI MEDICAL AFFILIATES, INC.
(Registrant)
/s/ Jerry F. Wells, Jr.
Jerry F. Wells, Jr.
Executive Vice President,
Chief Financial Officer, and Secretary
Date: July 14, 2003
Exhibit 99.1
The State
Posted on Sun, Jul. 13, 2003
UCI Medical coming off critical list
By JOE GUY COLLIER,
Staff Writer
A long marble table and gold-framed paintings pack the conference room at
the headquarters of UCI Medical Affiliates Inc. off Forest Drive.
The furnishings -- holdovers from former offices in an upscale building in
downtown Columbia -- appear out of place in a room once used for storage.
They were meant to impress Wall Street investors, UCI executives say. But after
a second trip to bankruptcy court, UCI's approach has changed.
"We'll impress them with the numbers," said Dr. Michael Stout, UCI's president
and chief executive officer.
For more than a year, the company has been working to regain its financial
health. It continues to receive help from its largest investor, Blue Cross Blue
Shield of South Carolina, which has now owns almost half of UCI's stock.
UCI, which originally stood for Urgent Care Inc., operates the state's largest
chain of medical practices. It has 29 Doctor's Care physician offices and 11
physical therapy facilities.
UCI stock trades at about 50 cents a share, well below the $4 mark it hit in
1996.
The company emerged nearly a year ago from bankruptcy proceedings -- its second
in 15 years.
Since leaving bankruptcy in August, the company has posted profits for five
straight quarters.
UCI executives say they're making money again by returning to a conservative
growth strategy and cutting expenses at corporate headquarters.
The company has saved more than $100,000 a month by reducing its executive team
and moving the headquarters to Forest Drive. The new offices previously served
as a storage area over one of UCI's Doctor's Care practices.
Blue Cross
offers cpr
UCI has continued to receive backing from Blue Cross Blue Shield of South
Carolina.
The Columbia insurer bought another 2 million shares of UCI stock earlier this
year. It now owns 4.6 million shares, almost half of all outstanding stock.
"They've been very good partners over the course of the history of the company,"
Stout said. "They've always been there when the company needed them."
The initial practices that have become UCI were started more than 20 years ago
in Columbia.
They were designed to provide patients immediate care without having to visit
the emergency room or wait for an opening at a doctor's office. The UCI
practices offer extended hours and don't require appointments -- known as the
"doc in the box" business.
Over the years, UCI doctors also have become primary care physicians for
patients and provide occupational health services, such as drug screenings.
In the 1980s, a merger into a national chain led to the company's first major
crisis and bankruptcy filing. The national chain fell apart, but the South
Carolina offices survived.
Blue Cross Blue Shield provided much-needed financial backing for the South
Carolina network. In the mid-1990s, the Columbia insurer used its subsidiaries
to invest $5.4 million in UCI.
Blue Cross Blue Shield invested in UCI to ensure patients had options for
medical services, said Blue Cross Blue Shield spokeswoman Donna Thorne.
In some counties, hospitals own most or all of the physician practices, giving
them a lock on their local community and a strong position when negotiating with
insurers, Thorne said.
"Doctor's Care is everywhere we have customers," Thorne said. "We feel like
they're important to have in our network as an alternative."
Moved too fast
In 1998, UCI and its Doctor's Care concept made another misstep when it tried to
move outside South Carolina.
The company bought 11 traditional practices in Atlanta and tried to convert them
to the Doctor's Care model.
The effort failed because UCI could not raise the money needed for conversion,
said Jerry Wells, UCI's executive vice president and chief financial officer.
After buying the Atlanta offices, UCI was unable to sell more stock to pay for
turning the offices into Doctor's Care practices, he said.
UCI closed the Atlanta offices and filed for bankruptcy protection in November
2001. By August 2002, the court approved a reorganization plan.
With bankruptcy behind it, the company is looking again to expand, Wells said.
This time, the focus is on South Carolina, he said. UCI is eyeing areas such as
Florence, Rock Hill, Walterboro and Georgetown, Wells said.
By expanding its South Carolina network, UCI is in a better position to secure
contracts with companies who have employees across the state, he said.
Any expansion, though, will be done with caution, both Wells and Stout said.
While the company has made money for five straight quarters, UCI has lost money
in three of the past five years. UCI still has to prove it can succeed in the
long-run, Stout said.
"We want to make sure we feel comfortable that we have the resources and we want
to make sure other people perceive that as well," Stout said.
"We will be much slower and more considerate, in a way."
Reach Collier at (803) 771-8307 or jcollier@thestate.com.
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