1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998
Commission file number 1-12055
PARACELSUS HEALTHCARE CORPORATION
(Exact name of registrant as specified in its charter)
CALIFORNIA 95-3565943
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
515 W. GREENS ROAD, SUITE 800, HOUSTON, TEXAS
(Address of principal executive offices)
77067 (281) 774-5100
(Zip Code) (Registrant's telephone number, including
area code)
Securities registered pursuant to Section 12(b) of the Act:
COMMON STOCK, NO STATED VALUE NEW YORK STOCK EXCHANGE
- ----------------------------- ------------------------------
(Title of Class) (Name of each exchange on which
registered)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes[X] No[ ]
As of May 8, 1998, there were outstanding 55,093,417 shares of the
Registrant's Common Stock, no stated value.
2
PARACELSUS HEALTHCARE CORPORATION
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED
MARCH 31, 1998
INDEX
PAGE REFERENCE
FORM 10-Q
FORWARD-LOOKING STATEMENTS 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements-- (Unaudited)
Condensed Consolidated Balance Sheets--
March 31, 1998 and December 31, 1997 4
Consolidated Statements of Operations--
Three Months Ended March 31, 1998 and 1997 5
Condensed Consolidated Statements of Cash Flows--
Three Months Ended March 31, 1998 and 1997 6
Notes to Interim Condensed Consolidated
Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial 10
Condition and Results of Operations
PART II. OTHER INFORMATION 15
SIGNATURE 16
3
FORWARD-LOOKING STATEMENTS
Certain statements in this Form 10-Q are "forward-looking
statements" made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements
involve a number of risks and uncertainties. Factors which may cause the
Company's actual results in future periods to differ materially from
forecast results include, but are not limited to: the outcome of
litigation pending against the Company and certain affiliated persons;
general economic and business conditions, both nationally and in the
regions in which the Company operates; industry capacity; demographic
changes; existing government regulations and changes in, or the failure
to comply with government regulations; legislative proposals for
healthcare reform; the ability to enter into managed care provider
arrangements on acceptable terms; changes in Medicare and Medicaid
reimbursement levels; revisions to amounts recorded for losses associated
with the impairment of assets; liabilities and other claims asserted
against the Company; competition; the loss of any significant customer;
changes in business strategy, divestiture or development plans; the
ability to attract and retain qualified personnel, including physicians;
fluctuations in interest rates on the Company's variable rate
indebtedness; and the availability and terms of capital to fund working
capital requirements and the expansion of the Company's business,
including the acquisition of additional facilities.
4
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PARACELSUS HEALTHCARE CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
($ in 000's)
MARCH 31, DECEMBER 31,
1998 1997
(Unaudited) (Note 1)
--------- ----------
ASSETS
Current assets:
Cash and cash equivalents $ 14,117 $ 28,173
Restricted cash 6,636 6,457
Accounts receivable, net 70,702 70,675
Deferred income taxes 25,906 25,818
Other current assets 43,892 42,884
--------- --------
Total current assets 161,253 174,007
Property and equipment 442,991 438,792
Less: Accumulated depreciation and amortization (136,589) (130,728)
-------- --------
306,402 308,064
Goodwill 113,463 114,404
Other assets 138,345 138,349
-------- --------
Total assets $ 719,463 $ 734,824
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 45,034 $ 46,722
Accrued liabilities and other 70,060 83,698
Current maturities of long-term debt 6,495 6,209
-------- --------
Total current liabilities 121,589 136,629
Long-term debt 490,856 491,914
Other long-term liabilities 64,565 64,278
Stockholders' Equity:
Common stock 224,475 224,475
Additional paid-in capital 390 390
Unrealized gains on marketable securities 12 12
Accumulated deficit (182,424) (182,874)
-------- --------
Total stockholders' equity 42,453 42,003
-------- --------
Total Liabilities and Stockholders' Equity $ 719,463 $ 734,824
======== ========
See accompanying notes.
5
PARACELSUS HEALTHCARE CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
($ in 000's, except per share data)
(Unaudited)
THREE MONTHS ENDED
MARCH 31,
-------------------
1998 1997
-------- --------
Net revenue $ 160,410 $ 168,490
Costs and expenses:
Salaries and benefits 65,430 69,012
Other operating expenses 65,478 66,432
Provision for bad debts 9,692 10,164
Interest 12,379 10,855
Depreciation and amortization 8,188 7,704
Equity in earnings of Dakota Heartland Health System (3,085) (2,559)
-------- --------
Total costs and expenses 158,082 161,608
Income before minority interest, income taxes and
extraordinary charge 2,328 6,882
Minority interests (61) (341)
-------- --------
Income before income taxes and extraordinary charge 2,267 6,541
Provision for income taxes 642 1,373
-------- --------
Income before extraordinary charge 1,625 5,168
Extraordinary charge on extinguishment of debt, net (1,175) -
-------- --------
Net income $ 450 $ 5,168
======== ========
Earnings (loss) per share - basic and assuming
dilution:
Income before extraordinary charge $ 0.03 $ 0.09
Extraordinary charge on extinguishment of debt (0.02) -
-------- --------
Net income per share $ 0.01 $ 0.09
======== ========
See accompanying notes.
6
PARACELSUS HEALTHCARE CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
($ in 000's)
(Unaudited)
Three Months Ended
March 31,
---------------------
1998 1997
-------- -------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 450 $ 5,168
Non-cash expenses and changes in operating assets
and liabilities (7,951) (15,817)
-------- -------
Net cash used in operating activities (7,501) (10,649)
-------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale of marketable securities - 19,284
Additions to property and equipment, net (3,836) (5,200)
Decrease (increase) in other assets, net 2,037 (3,420)
-------- -------
Net cash provided by (used in) investing
activities (1,799) 10,664
-------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of debt, net (772) (343)
Deferred financing costs (3,984) --
-------- -------
Net cash used in financing activities (4,756) (343)
-------- -------
Decrease in cash and cash equivalents (14,056) (328)
Cash and cash equivalents at beginning of period 28,173 17,771
-------- -------
Cash and cash equivalents at end of period $ 14,117 $ 17,443
======== =======
Supplemental Cash Flow Information:
Interest paid $ 20,877 $ 19,124
Income taxes paid $ 49 $ 198
See accompanying notes.
7
PARACELSUS HEALTHCARE CORPORATION
NOTES TO INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1998
NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION
ORGANIZATION - Paracelsus Healthcare Corporation (the "Company") was
incorporated in November 1980 for the principal purpose of owning and
operating acute care and related healthcare businesses in selected
markets. The Company presently operates 26 hospitals with 2,667
licensed beds in 9 states (including two psychiatric hospitals with 113
licensed beds), of which 20 are owned, including one through a 50% owned
partnership interest, and six are leased.
BASIS OF PRESENTATION - The accompanying unaudited condensed consolidated
financial statements of the Company have been prepared in accordance with
generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q. Accordingly, they do
not include all of the information and notes required by generally
accepted accounting principles for annual financial statements. In the
opinion of management, all adjustments considered necessary for a fair
presentation have been included. The balance sheet at December 31, 1997,
has been derived from the audited financial statements at that date but
does not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. The Company's business is seasonal in nature and subject to
general economic conditions and other factors. Accordingly, operating
results for the three months ending March 31, 1998, are not necessarily
indicative of the results that may be expected for the year ending
December 31, 1998. These financial statements should be read in
conjunction with the audited consolidated financial statements and notes
thereto for the year ended December 31, 1997, included in the Company's
1997 Form 10-K.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
8
EARNINGS PER SHARE - The following table sets forth the computation of
basic and diluted earnings per share before extraordinary charge
(dollars in thousands, except per share amounts). Per share amounts for
the quarter ended March 31, 1997 have been restated in accordance with
Statement of Financial Accounting Standards No. 128, "Earnings per
Share":
THREE MONTHS THREE MONTHS
ENDED ENDED
MARCH 31, MARCH 31,
1998 1997
Numerator (a):
Income before extraordinary charge $ 1,625 $ 5,168
======= =======
Denominator:
Denominator for basic earnings per share -
weighted-average shares 55,093 54,813
Effect of dilutive securities:
Employee stock options 2,446 2,855
------- ------
Dilutive potential common shares 2,446 2,855
------- ------
Denominator for diluted earnings per share -
adjusted weighted-average shares after
assumed conversion 57,539 57,668
======= ======
Basic earnings per share before
extraordinary charge $ 0.03 $ 0.09
======= ======
Diluted earnings per share before
extraordinary charge $ 0.03 $ 0.09
======= ======
______________________
(a) Amount is used for both basic and diluted earnings per share
computations since there is no earnings effect related to the dilutive
securities.
Options to purchase 4,988,288 shares of the Company's common stock at a
weighted average exercise price of $7.37 per share were outstanding during
the first quarter ended March 31, 1998, but were not included in the
computation of diluted EPS because the options' exercise price was greater
than the average market price of the common stock.
COMPREHENSIVE INCOME - Effective January 1, 1998, the Company has adopted
Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive
Income". SFAS 130 establishes standards for reporting and disclosure of
comprehensive income and its components in the financial statements;
however, the adoption of this pronouncement had no impact on the
Company's net income or stockholders' equity. SFAS 130 requires
9
unrealized gains or losses on the Company's available-for-sale
securities, which prior to adoption were reported separately in
stockholders' equity to be included in other comprehensive income. During
the first quarters ended March 31, 1998 and 1997, total comprehensive
income amounted to $450,000 and $5.0 million, respectively.
NOTE 2. LONG-TERM DEBT
On March 30, 1998, the Company entered into an Amended and Restated
Credit Agreement (the "Restated Credit Agreement"), which provided for a
$180.0 million five-year Reducing Revolving Credit Facility (the "$180.0
million Facility") and $75.0 million in Term Loan Facilities (the "$75.0
million Facilities")(collectively, the "Facilities"), consisting of a
five-year $25.0 million Term Loan Facility ("Tranche A Facility") and a
six-year $50.0 million Term Loan Facility ("Tranche B Facility"). The
$180.0 million Facility is available for (i) general corporate purposes,
including funding working capital needs, Permitted Acquisitions and
capital expenditures, (ii) issuance of letters of credit up to $25.0
million and (iii) replacing existing indebtedness of the Company under
its prior Credit Facility. The $75.0 million Facilities are available
for replacing existing indebtedness of the Company under its prior Credit
Facility and initial Permitted Acquisition advances.
During the first quarter ended March 31, 1998, the Company
recognized an extraordinary charge for the write-off of deferred
financing costs of $1.2 million, net of tax benefits of $817,000,
relating to the senior credit facility in existence prior to March 30,
1998.
NOTE 3. CONTINGENCIES
On March 9, 1998, the U.S. Securities and Exchange Commission
entered a formal order authorizing a private investigation, IN RE
PARACELSUS HEALTHCARE CORP., FW-2067. Pursuant to the formal order, the
staff of the SEC's Fort Worth District Office is investigating the
accounting and financial reporting issues that were the subject of the
internal inquiry described in the Company's 1996 Form 10-K filed in April
1997. The Company is cooperating with the staff of the SEC.
The Company is a party to pending litigation in connection with
several stockholder related matters. See "Item 2 - Pending Litigation."
10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
"Same hospitals" as used in the following discussion, where
appropriate, consist of acute care hospitals owned throughout the periods
for which comparative operating results are presented. Operating results
of the Company's psychiatric hospitals have been segregated from those of
the acute care hospitals and are reflected under the caption "Loss from
operations of discontinued operations, net" in the Consolidated
Statements of Operations.
RESULTS OF OPERATIONS - QUARTER ENDED MARCH 31, 1998
COMPARED WITH QUARTER ENDED MARCH 31, 1997
Net revenue for the quarter ended March 31, 1998 was $160.4 million,
a decrease of $8.1 million, or 4.8%, from $168.5 million for the same
period of 1997. The $8.1 million decrease was primarily attributable to
a $3.8 million decrease as a result of management's closure of PHC
Regional Hospital and Medical Center ("PHC Regional Hospital") and
certain under performing operating units, and a decline in utilization and
reimbursement rates for home health and other healthcare operations
related to the enactment of the Balanced Budget Act of 1997 (the "1997
Budget Act"). Net revenue of the Company's Tennessee market hospitals,
which have significant home health operations, decreased $4.0 million from
$16.5 million in 1997 to $12.5 million in 1998. The reductions in
net revenue associated with the enactment of the 1997 Budget Act are
likely to continue throughout 1998.
The Company's "same hospitals" experienced a 6.4% decrease in
inpatient admissions from 17,619 in 1997 to 16,493 in 1998. Patient days
decreased 7.1% from 84,885 in 1997 to 78,877 in 1998. Such decreases are
primarily attributable to reduced volumes in certain LA metro hospitals
and management's decision to close under performing operating units.
Outpatient visits in "same hospitals" decreased 16.3% from 428,911 in
1997 to 358,839 in 1998 primarily as a result of a 30.3% decline in
home health visits. This decrease was due primarily to the cancellation
of a third party contract to provide home health services at one of
the Company's Tennessee hospitals and from stricter utilization
standards resulting from new regulations effective October 1, 1997.
Excluding home health, outpatient visits in "same hospitals" increased 7.9%
from 157,103 in 1997 to 169,463 in 1998.
Operating expenses (salaries and benefits, other operating expenses
and provision for bad debts) decreased $5.0 million from $145.6 million
in 1997 to $140.6 million in 1998. Expressed as a percentage of net
revenue, operating expenses increased from 86.4% in 1997 to 87.7% in 1998
and operating margin decreased from 13.6% to 12.3%. The increase in
operating expenses as a percent of net revenue is due to a decline in
volumes at certain LA metro hospitals and the impact of the
aforementioned reductions in reimbursement rates under the 1997 Budget
Act, particularly with respect to the Company's home healthcare
businesses in Tennessee. Excluding PHC Regional Hospital, LA metro
11
hospitals and the Tennessee market hospitals, operating expenses as a
percentage of net revenue decreased from 87.1% in 1997 to 86.2% in 1998.
Such decrease was due to continued improvement in operating margins as a
result of (i) management's efforts to control costs, (ii) efficiency and
productivity gains resulting from the implementation of operating
standards and benchmarks on a hospital department level, and (iii)
management's closing of under performing operating units and eliminating
or reducing unprofitable services.
Interest expense increased $1.5 million from $10.9 million in 1997
to $12.4 million in 1998, primarily due to approximately $1.3 million of
interest charges in 1997 taken against a loss contract previously
established in December 1996 with respect to the now closed PHC Regional
Hospital. Such amount represented interest charges on borrowings to
finance the acquisition of PHC Regional Hospital.
Depreciation and amortization increased 6.3% to $8.2 million in 1998
from $7.7 million for the same period of 1997. Such increase is
primarily due to depreciation on capital expenditures since March 31,
1997.
Income before income taxes and extraordinary charge included $3.1
million and $2.6 million attributable to the Company's equity in the
earnings of Dakota Heartland Health System for the quarters ended March
31, 1998 and 1997, respectively.
The Company's effective ongoing tax rate was 28.3% for the three
months ended March 31, 1998, as compared to 21.0% for the comparable
period in 1997. The reduced tax rates for 1998 and 1997 resulted
primarily from reductions in the valuation allowance related to the
recognition of previously devalued tax assets of $673,000 and $1.7
million, respectively.
Net income for the quarter ended March 31, 1998 was $450,000, or
$0.01 per diluted share, compared to net income of $5.2 million, or $0.09
per diluted share, for the same period of 1997. The 1998 net income
includes an extraordinary charge on extinguishment of debt of $1.2
million (net of tax benefits of $817,000), or $0.02 per diluted share.
Weighted average common and common equivalent shares outstanding
decreased from 57.7 million in 1997 to 57.5 million in 1998.
LIQUIDITY AND CAPITAL RESOURCES
Net cash used in operating activities for the quarter ended March
31, 1998 was $7.5 million, compared to $10.6 million for the same period
of 1997. The $3.1 million decrease in net cash used in operating
activities was mainly attributable to non-recurring cash payments during
1997 for accrued (i) 1996 health claims related to PHC Regional Hospital
(ii) costs and fees related to the Special Committee's investigation, and
(iii) Champion merger costs, partially offset by the decrease in net
income. Net cash used in investing activities was $1.8 million during
1998, as compared to net cash provided by investing activities of $10.7
million during 1997. The $12.5 million decrease was primarily
attributable to the liquidation of marketable securities held by the
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Company's wholly-owned subsidiary, Hospital Assurance Company Ltd.,
during 1997, partially offset by a decrease in other assets during 1998.
Net cash used in financing activities during 1998 was $4.8 million,
compared to $343,000 during 1997. The $4.4 million increase in cash used
was primarily attributable to deferred financing costs associated with the
refinancing of the revolving credit facility in March 1998.
Net working capital was $39.7 million at March 31, 1998, an increase
of $2.3 million from $37.4 million at December 31, 1997. The Company's
long-term debt as a percentage of total capitalization was 92.0% at
March 31, 1998, compared to 92.1% at December 31, 1997.
As of May 11, 1998, the Company had $95.1 million available under
its Restated Credit Facility to fund future capital expenditures
including the acquisition of its partner's 50% interest in Dakota
Heartland Health System, working capital requirements and the issuance of
letters of credit. The Company anticipates that internally generated cash
flows from earnings, proceeds from divestiture of non-core assets,
proceeds from the sale of hospital accounts receivable under the
Company's commercial paper program, the Federal and state income taxes
refunds, and available borrowings under its Restated Credit Agreement
will be sufficient to meet funding requirements through 1998. There can
be no assurance that future developments in the hospital industry or
general economic trends will not adversely affect the Company's
operations or its ability to meet such funding requirements. See
"Pending Litigation" of this Item for a discussion regarding certain
pending litigation, the resolution of which could adversely affect the
Company's liquidity and its future operating results.
OPERATING PERFORMANCE OF LA METRO HOSPITALS
The Company recorded EBITDA of $1.1 million on the LA metro acute
care hospitals for the three months ended March 31, 1998, as compared to
EBITDA of $2.5 million for the comparable 1997 period. Losses before
interest, income taxes, depreciation and amortization for the LA metro
psychiatric hospitals, which were offset against the disposal loss
accrual previously established in September 1996, were $80,000 and
$33,000 in 1998 and 1997, respectively. Management expects the LA metro
hospitals to continue to generate positive cash flows through their
estimated disposition date.
PENDING LITIGATION
Since the Company filed its 1996 Form 10-K with the Commission on
April 15, 1997, there have been two amended complaints filed in the
stockholder class and derivative litigation described in that Form 10-K.
A Consolidated Class Action Complaint, captioned IN RE PARACELSUS CORP.
SECURITIES LITIGATION, Master File No. H-96-3464, was filed which
consolidates and amends several class action complaints described in the
1996 Form 10-K. A First Amended Derivative Complaint was filed which
amends the previously filed class and derivative action captioned CAVEN
V. MILLER No. H-96-4291. Both complaints now reflect certain facts
disclosed in the 1996 Form 10-K that were not alleged in the previous
complaints. The class action complaint asserts claims against the
13
Company under sections 11 and 12(a)(2) of the Securities Act of
1933, and claims against certain existing and former officers and
directors of the Company under sections 11 and 15 of the Securities Act
of 1933. Plaintiffs recently filed a proposed amended complaint which
adds a claim against the Company under section 10(b) of the Securities
Exchange Act of 1934. The derivative action, which purports to be filed
on behalf of Champion Healthcare Corporation, asserts various state law
claims against the Company, certain of its existing and former officers
and directors or their affiliates, its outside auditor, and the lead
underwriter for various securities offerings.
As discussed in the Company's 1997 Form 10-K, the Company believes
that the outcome of certain of the claims will probably be unfavorable to
the Company. The Company also believes that the stockholder class
actions asserted against the Company are likely to settle rather than to
proceed to trial, judgment, and appeal and that, given the circumstances
of these cases, the terms of a settlement would be structured in a manner
to avoid causing the Company to seek protection under the Federal
bankruptcy reorganization laws. In any circumstances where the Company
could not structure a settlement of all claims within its financial
resources, it would vigorously defend any attempt to establish the
amount of liability or to require payment beyond its resources. Many
factors will ultimately affect and determine the results of the
litigation, however, and the Company can provide no assurance that the
results will not have a significant adverse effect on it.
REGULATORY MATTERS
Healthcare reform legislation has been proposed at both Federal and
state levels. In August 1997, the President signed into law the 1997
Budget Act, which projects to produce a net savings of $115 billion for
Medicare and $13 billion for Medicaid over five years. The changes in
Medicare reimbursement mandated by the 1997 Budget Act include, among
others, (i) no increases in the rates paid to acute care hospitals for
inpatient care through September 30, 1998, (ii) a reduction in capital
reimbursement rate and wage index based reimbursement, (iii) a conversion
of payments for certain Medicare outpatient services from a cost-based
approach, subject to certain limits, to a prospective payment system and
(iv) phase-in reduction in reimbursement for disproportionate share and
bad debt. While such changes in the Medicare and Medicaid
programs will generally result in lower payments to the Company,
management believes further cost reductions will reduce the financial
impact of such changes. However, management cannot predict the impact
future reforms may have on its business, nor can there be any assurance
that the Company will be able to mitigate the impact of any future
reforms through additional cost reductions. Accordingly, such reforms
may have a material adverse effect on the Company's results of operations,
financial position or liquidity. Additionally, the Health Care
Financing Administration's ("HCFA") interpretation of recent
legislation impacting home healthcare reimbursement could adversely
impact the Company's home healthcare business. Depending upon final
determination by HCFA, the Company may be required to significantly
reduce and/or ultimately exit its home healthcare business.
14
On March 9, 1998, the U.S. Securities and Exchange Commission
("SEC") entered a formal order authorizing a private investigation, IN RE
PARACELSUS HEALTHCARE CORP., FW-2067. Pursuant to the formal order, the
staff of the SEC's Fort Worth District Office is investigating the
accounting and financial reporting issues that were the subject of the
internal inquiry described in the Company's 1996 Form 10-K filed in April
1997. The Company is cooperating with the staff of the SEC.
15
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See Part I - Item 2 "Pending Litigation" for an update of
developments on the pending stockholders' litigation previously disclosed
in the Company's 1997 Form 10-K.
ITEM 2. CHANGE IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBIT AND REPORTS ON FORM 8-K
(a) Exhibits
10.6 $180 Million Reducing Revolving Credit Facility and $75 Million Term
Loan Facilities, dated as of March 30, 1998, among Paracelsus,
Banque Paribas, as agent, and other lenders named therein.
10.15 Change in Control Separation Pay Plan.
27 Financial Data Schedule.
(b) Reports on Form 8-K
None.
16
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 thereunto duly authorized.
Paracelsus Healthcare Corporation
(Registrant)
Dated: May 11, 1998 By: /s/ James G. VanDevender
-------------------------
James G. VanDevender
Senior Executive Vice President,
Chief Financial Officer
& Director