- - -------------------------------------------------------------------------------- - - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 10-Q X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT - - --- OF 1934 For the quarterly period ended March 31, 1994 OR - - --- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-11479 SUMMIT HEALTH LTD. (Exact name of Registrant as specified in its charter) California 95-3154694 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 2600 W. Magnolia Blvd. P.O. Box 2100 Burbank, California 91507-2100 (address of principal executive offices) (818) 841-8750 (Registrant's telephone number, including area code) Indicate by checkmark 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 Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Indicate by checkmark whether the Registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No ----- ----- APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Shares of Registrant's common stock outstanding at April 13, 1994 -- 32,704,670 - - -------------------------------------------------------------------------------- - - -------------------------------------------------------------------------------- SUMMIT HEALTH LTD. FORM 10-Q QUARTER ENDED MARCH 31, 1994 TABLE OF CONTENT Page of Form 10-Q --------- Part I - Financial Information Item 1. Financial Statements Consolidated Statements of Income 3 Consolidated Balance Sheets 4 Consolidated Statements of Cash Flows 6 Notes to Consolidated Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Part II - Other Information Item 1. Legal Proceedings 18 Item 4. Submission of matters to a Vote of Security Holders 18 Item 6. Exhibits and Reports on Form 8-K 18 Signatures 19 2 PART I SUMMIT HEALTH LTD. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (Dollars in thousands, except per share data) THREE MONTHS ENDED NINE MONTHS ENDED MARCH 31, MARCH 31, 1994 1993 1994 1993 ---- ---- ---- ---- Net revenues $ 141,521 $ 131,061 $ 404,650 $ 382,844 Interest income 499 279 1,268 1,175 --------- --------- --------- --------- Total revenue 142,020 131,340 405,918 384,019 Operating expenses: Salaries and benefits 55,202 52,550 158,569 157,112 Purchased services and professional fees 18,904 15,296 48,774 45,507 Supplies 17,545 16,368 50,665 47,393 Rental and insurance premiums to affiliates 6,544 8,239 20,628 22,126 Contracted physician, hospital and other services 5,438 4,993 15,883 14,651 Other operating 12,735 11,131 37,933 32,490 Depreciation and amortization 5,459 4,933 15,879 13,492 Interest 2,054 2,043 6,348 5,349 Provision for doubtful accounts 6,023 6,255 17,202 19,447 --------- --------- --------- --------- 129,904 121,808 371,881 357,567 --------- --------- --------- --------- Income before income taxes and minority interest 12,116 9,532 34,037 26,452 Provision for income taxes (5,242) (3,800) (14,759) (10,707) Minority interest in net income of consolidated subsidiary, net of taxes (729) (597) (2,138) (1,773) --------- --------- --------- --------- Net income $ 6,145 $ 5,135 $ 17,140 $ 13,972 --------- --------- --------- --------- --------- --------- --------- --------- Earnings per common and common equivalent share: $ 0.18 $ 0.15 $ 0.51 $ 0.42 --------- --------- --------- --------- --------- --------- --------- --------- Weighted average number shares of common stock outstanding 34,115 33,414 33,870 33,217 --------- --------- --------- --------- --------- --------- --------- --------- 3 SUMMIT HEALTH LTD. CONSOLIDATED BALANCE SHEETS (Dollars in thousands) MARCH 31, 1994 JUNE 30, 1993 -------------- ------------- (Unaudited) ASSETS Current assets: Cash and cash equivalents $ 19,350 $ 40,857 Accounts receivable, less allowance for doubtful accounts: March 1994 - $9,971; June 1993 - $9,295 88,153 73,933 Other receivables 9,088 9,684 Supplies inventory, at cost (first-in, first-out) 9,706 9,452 Deferred income taxes 3,109 3,520 Prepaid expenses and other 4,502 6,711 -------- --------- Total current assets 133,908 144,157 Property, plant and equipment, at cost: Land and land improvements 29,488 26,936 Buildings and leasehold improvements 203,513 197,621 Furniture and equipment 111,747 108,681 Construction in progress 15,704 3,653 -------- --------- 360,452 336,891 Less accumulated depreciation and amortization 123,904 114,946 -------- --------- 236,548 221,945 Long-term notes receivable (interest at 6% - 10.5%) 10,093 9,707 Non-current assets held for sale 5,419 5,419 Other assets and deferred charges 20,297 13,331 -------- --------- $406,265 $394,559 -------- --------- -------- --------- See accompanying notes (Continued) 4 SUMMIT HEALTH LTD. CONSOLIDATED BALANCE SHEETS (CONTINUED) (Dollars in thousands) MARCH 31, 1994 JUNE 30, 1993 -------------- ------------- (Unaudited) LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Payable to bank $ 9,649 $ 8,545 Accounts payable 23,214 22,188 Employee compensation and benefits 21,063 16,892 Due to third-party payors 26,745 30,807 Income taxes payable 3,262 2,839 Accrued liabilities 15,522 13,724 Commercial paper notes 5,822 27,722 Long-term debt due within one year 8,184 11,383 -------- -------- Total current liabilities 113,461 134,100 Long-term debt 87,186 84,711 Other long-term liabilities 22,540 13,369 Deferred income taxes 33,574 33,152 Minority interest 17,275 15,104 -------- -------- Total liabilities 274,036 280,436 Commitments and contingencies Shareholders' equity: Preferred stock, $1 par value; 2,000,000 authorized shares, none issued -- -- Common stock, 100,000,000 authorized shares, Issued and outstanding: March 1994 - 32,700,670; June 1993 - 32,048,800 53,384 51,118 Retained earnings 78,845 63,005 -------- -------- Total shareholders' equity 132,229 114,123 -------- -------- $406,265 $394,559 -------- -------- -------- -------- See accompanying notes 5 SUMMIT HEALTH LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) NINE MONTHS ENDED MARCH 31, 1994 1993 ---- ---- Operating activities: Net income $17,140 $13,972 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 15,879 13,492 Provisions for doubtful accounts 17,202 19,447 Deferred income taxes 833 (1,409) Minority interest 2,171 1,773 Changes in operating assets and liabilities: Accounts receivable (31,611) (13,776) Other receivables 596 (3,718) Supplies inventory (254) (965) Prepaid expenses and other 2,209 340 Other assets (7,276) (1,956) Payable to bank 1,104 (6,682) Accounts payable 1,026 (2,854) Accrued employee compensation and benefits 4,171 448 Due to third-party payors (4,062) (1,399) Accrued liabilities 3,935 (769) Other liabilities 9,171 1,934 Income taxes payable 1,598 (3,473) ------- ------- Total adjustments 16,692 433 ------- ------- Net cash provided by operating activities 33,832 14,405 ------- ------- Investing activities: Expenditures for additions to property, plant and equipment (23,033) (39,051) Disposition of assets 753 79 (Increase) decrease in notes receivable (386) 9,933 ------- ------- Net cash used in investing activities (22,666) (29,039) ------- ------- See accompanying notes (Continued) 6 SUMMIT HEALTH LTD. CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (Unaudited) (Dollars in thousands) NINE MONTHS ENDED MARCH 31, 1994 1993 --------- ---------- Financing activities: Proceeds from borrowings $ 5,835 $ 87,865 Payment of commerical paper notes, long-term and mortgage debts (37,017) (57,183) Dividends paid (2,582) (1,877) Proceeds from exercise of common stock options 1,091 1,570 ---------- --------- Net cash provided by (used in) financing activities (32,673) 30,375 ---------- --------- Net increase (decrease) in cash and cash equivalents (21,507) 15,741 Cash and cash equivalents at beginning of period 40,857 24,937 ---------- --------- Cash and cash equivalents at end of period $ 19,350 $ 40,678 ---------- --------- ---------- --------- Cash paid during the period for: Interest (net of amount capitalized) $ 5,271 $ 4,887 Income taxes, net 13,418 15,636 Supplemental disclosures of non-cash investing and financing activities: Issuance of long-term debt in connection with acquisition $ 8,558 $ -- Writeoff of net assets from discontinued operation (855) -- Subsidiary stock offering adjustment -- 3,937 Tax benefit of stock transactions with employees (1,175) (1,430) See accompanying notes 7 SUMMIT HEALTH LTD. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollars in thousands) 1. The unaudited financial information included herein, in the opinion of management, reflects all adjustments (all of which are of a normal recurring nature), which are considered necessary to fairly state the Company's financial position, its cash flows and the results of operations. Certain reclassifications have been made to the prior year amounts to conform to the fiscal 1994 presentation. These statements do not include all of the information and footnotes required by generally accepted accounting principles forcomplete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's 1993 Annual Report and Form 10-K. 2. The interim financial information herein is not necessarily representative of those to be expected for a full year. 3. Net revenues are net of provisions for contractual allowances consisting primarily of price adjustments for contractual reimbursement related to patients participating in governmental and other health care programs including reimbursement based on diagnosis related groups under the Medicare prospective payment system. 4. On April 19, 1994 the Company completed its merger with OrNda Healthcorp ("OrNda") providing for the acquisition of the Company by OrNda. Pursuant to the merger, the Company was acquired by and merged with a wholly owned subsidiary of OrNda. Each outstanding share of the Company's common stock was converted into the right to receive $5.50 in cash and 0.2157 shares of OrNda common stock. The transaction was accounted for as a purchase. 8 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Dollars in thousands, except share data) MERGER On April 19, 1994, the Company completed its merger with OrNda Healthcorp (OrNda), with OrNda as the surviving company and Summit Health Ltd. becoming a wholly owned subsidiary of OrNda. See Note 4 to the financial statements. OrNda has operations in 17 states and operates 46 acute-care hospitals with more than 7,700 licensed beds, two psychiatric centers with 138 licensed beds, four surgery centers and a Medicaid HMO with more than 22,000 covered lives. The combined company will have pro forma revenues of approximately $1.5 billion and will be the fifth largest investor-owned hospital chain in the country. The combined company expects to realize significant operating synergies through a combination of overhead reduction and improved operating efficiencies. RESULTS OF OPERATIONS For the quarter and nine months ended March 31, 1994, the Company reported earnings of $6,145 and $17,140, respectively, an increase of 20 percent and 23 percent from the same periods a year ago. Earnings per share increased 20 percent from $.15 per share for the third quarter in fiscal 1993 to $.18 per share for the comparable period in fiscal 1994. Year to date earnings per share increased 21 percent from $.42 per share in fiscal 1993 to $.51 per share in fiscal 1994. Total net revenues increased 8 and 6 percent, respectively, for the quarter and nine months ended March 31, 1994. Effective July 1, 1993 the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" (SFAS 109). Under SFAS 109, an asset and liability approach for financial accounting and reporting for income taxes is required. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. SFAS 109 requires provision of taxes on the undistributed net income of subsidiaries which formerly was not required under the indefinite reversal criterion in APB 23. The impact of the implementation of SFAS 109 increased the consolidated income tax rate by approximately 2 percent. The cumulative effect on the deferred tax balances was not significant. Net income for fiscal year 1993 did not required retroactive restatement, because the application of SFAS 109 is prospective only. Income tax provisions for the nine months ended March 31, 1994 and 1993 were computed at effective rates of 43.4 and 40.5 percent, respectively. 9 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Dollars in thousands, except share data) For the first nine months of fiscal 1994, interest and depreciation/amortization expense increased 19 and 18 percent, respectively, compared to the same period in the prior year. Interest expense increased from $5,349 in fiscal 1993 to $6,348 in fiscal 1994. This was due primarily from the $25,000 Summit Care Corporation senior subordinated debentures issued in December, 1992. Depreciation and amortization expense increased from $13,492 in fiscal 1993 to $15,879 in fiscal 1994. The increase in expense is primarily a result of capital additions in the prior fiscal year for ambulatory surgery centers and Summit Care Corporate purchases in December 1992 of the buildings associated with ten of its facilities that it previously operated under lease agreements. Acute Care Net revenues for the quarter increased four percent from $103,131 in fiscal 1993 to $107,191 in fiscal 1994. The acute hospitals contributed $5,948 towards the increase, while the Medical Office Buildings and other joint ventures combined had a $(1,888) decrease from fiscal year 1993 compared to fiscal year 1994. The hospitals' third quarter growth was due to a higher acuity on an inpatient basis and a further reduction in average length of stay from 4.4 days to 4.3 days for the nine months ended march 31, 1993 compared to the same period in fiscal year 1994. For the nine months ended March 31, 1994 compared to the nine months ended March 31, 1993, net revenues increased marginally to $306,775 from $302,580. Long Term Care Summit Care Corporation ("Summit Care") revenues increased $4,237 or 20 percent from $21,341 for the quarter ended March 31, 1993 to $25,578 for the quarter ended March 31, 1994. Revenues increased $9,620 or 15 percent from $62,105 for the nine months ended March 31, 1993 to $71,725 for the nine months ended March 31, 1994. Approximately 23 percent of the increase was due to patient rate increases and increased census, 26 percent was due to increased use of rehabilitative and other ancillary services, coupled with an eight percent decrease in contractual allowances due to prior year settlements, 18 percent was due to increased pharmaceutical sales, and 25 percent was due to new operations and other income. As a result of increased rehabilitative and ancillary services, private and Medicare patient revenues from Summit Care's nursing care and retirement centers as a percent of gross operating revenue (excluding pharmaceutical revenues) was 63 percent for the nine months ended March 31, 1994, and for the same period in 1993. 10 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Dollars in thousands, except share data) Managed Care and Other Health Choice Arizona (HCA) net revenues increased 15 percent for the quarter from $8,982 in fiscal 1993 to $10,297 in fiscal 1994. For the nine months ended March 31, 1994 compared to the same period a year ago, net revenues increased 14 percent from $26,718 to $30,345. HCA membership increased 12 percent for the quarter and 17 percent for the nine months ended March 31, 1994 compared to fiscal 1993. Summit Ambulatory Network, Inc. (SANI) contributed $1,487 and $4,662 in increased net revenues, respectively, for the quarter and nine months ended March 31, 1994 compared to the same period a year ago of $564 for the quarter and $1,118 for the nine months. This increase was attributed to the addition of two surgery centers located in Arizona and Southern California. 11 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) Three Months Ended March 31, ----------------------------------------------- INCREASE % 1994 1993 (DECREASE) CHANGE ------- -------- ---------- ------ NET REVENUES Acute Care $107,191 $103,131 $4,060 4% Long Term Care 25,578 21,341 4,237 20% Managed Care and Other 11,784 9,546 2,238 23% Eliminations - Intersegment revenue (3,032) (2,957) (75) (3)% --------- --------- ----- Net revenues $141,521 $131,061 $10,460 8% ------- ------- ------- ------- ------- ------- INCOME BEFORE INCOME TAXES AND MINORITY INTEREST Acute Care $ 10,952 $ 9,219 $ 1,733 19% Long Term Care 3,041 2,615 426 16% Managed Care and Other 815 264 551 200+% ------- --- ------- Operating profit 14,808 12,098 2,710 22% Corporate expenses, net of interest income (638) (523) (115) (22)% Interest expense (2,054) (2,043) (11) (1)% ------ ------ ---- Income before income taxes and minority interest $ 12,116 $ 9,532 $2,584 27% ------ ----- ----- ------ ----- ----- 12 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) NINE MONTHS ENDED MARCH 31, ------------------------------------------ INCREASE % 1994 1993 (DECREASE) CHANGE ------ ------ ---------- ------ NET REVENUES Acute Care $306,775 $302,580 $4,195 1% Long Term Care 71,725 62,105 9,620 15% Managed Care and Other 35,007 27,836 7,171 26% Eliminations - Intersegment revenue ( 8,857) (9,677) 820 8% -------- -------- -------- Net revenues $404,650 $382,844 $21,806 6% -------- -------- -------- -------- -------- -------- INCOME BEFORE INCOME TAXES AND MINORITY INTEREST Acute Care $ 29,360 $ 25,495 $ 3,865 15% Long Term Care 9,203 6,819 2,384 35% Managed Care and Other 2,991 161 2,830 200+% -------- -------- -------- Operating profit 41,554 32,475 9,079 28% Corporate expenses, net of interest income (1,169) (675) (494) (73)% Interest expense (6,348) (5,348) (1,000) (19)% -------- -------- -------- Income before income taxes and minority interest $ 34,037 $ 26,452 $ 7,585 29 % -------- -------- -------- -------- -------- -------- 13 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) Selected Statistics are Shown Below: FISCAL -------------------- INCREASE 1994 1993 (DECREASE) ---- ---- ---------- HOSPITALS Facilities in operation September 30 12 12 -- December 31 12 12 -- March 31 12 12 -- Licensed beds at: September 30 1,618 1,641 (23) December 31 1,618 1,641 (23) March 31 1,618 1,641 (23) Average occupancy: First quarter 29% 31% (2)% Second quarter 32% 32% -- Third quarter 36% 35% 1 % Patient days: First quarter 43,641 47,255 (3,614) Second quarter 47,299 48,310 (1,011) Third quarter 53,030 51,791 1,239 Net inpatient revenue per patient day: First quarter $1,475 $ 1,236 $ 239 Second quarter $1,430 $ 1,346 $ 84 Third quarter $1,344 $ 1,335 $ 9 Outpatient net revenue per visit: First quarter $ 352 $ 411 $ (59) Second quarter $ 338 $ 364 $ (26) Third quarter $ 338 $ 327 $ 11 14 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) Admissions: First quarter 10,776 10,973 (197) Second quarter 11,170 11,027 143 Third quarter 11,781 11,461 320 Percentage of net revenues from Medicare and Medicaid: First quarter 34.9% 36.3% (1.4)% Second quarter 38.2% 35.6% 2.6 % Third quarter 41.0% 37.1% 3.9 % LONG TERM CARE Facilities in operation at: September 30 21 21 -- December 31 22 21 1 March 31 23 21 2 Licensed beds at: First quarter 2,720 2,696 24 Second quarter 2,926 2,696 230 Third quarter 3,002 2,696 306 Total occupancy: First quarter 87% 88% (1) % Second quarter 88% 89% (1) % Third quarter 88% 89% (1) % Percentage of revenues from Private and Medicare: First quarter 63% 63% -- Second quarter 62% 63% (1)% Third quarter 65% 64% 1 % Percentage of revenues from Medicaid: First quarter 37% 37% -- Second quarter 38% 37% 1 % Third quarter 35% 36% (1)% 15 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) FISCAL ------------------- INCREASE 1994 1993 (DECREASE) ---- ---- -------- AMBULATORY SURGERY CENTERS - - -------------------------- Facilities in operation Owned September 30 3 1 2 December 31 3 1 2 March 31 4 2 2 Managed September 30 1 0 1 December 31 2 0 2 March 31 1 0 1 Surgeries Owned facilities First Quarter 1,515 121 1,394 Second Quarter 1,755 362 1,393 Third Quarter 1,741 664 1,077 Managed facilities First Quarter 357 0 357 Second Quarter 623 0 623 Third Quarter 432 0 432 LIQUIDITY AND CAPITAL RESOURCES At March 31, 1994, the Company had $19,350 in cash and cash equivalents and working capital of $20,447. During the nine months ended March 31, 1994, the Company's cash and cash equivalents had a net decrease of $21,507. 16 SUMMIT HEALTH LTD. FORM 10-Q MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONT.) Net cash provided by operating activities increased $19,427 from $14,405 in the first nine months of 1993 to $33,832 in the first nine months of 1994. Net cash provided by operating activities in the first three quarters of 1994 was used primarily to reduce $15,117 in long-term mortgage debt, $21,900 in short-term commercial paper notes and $23,033 for additions to property, plant and equipment. Capital expenditures were $23,033 for the first nine months of 1994 which was a decrease of $16,018 from the same period last year which included $25,000 for Summit Care's acquisition of leased properties. In December 1993, the Company declared a $.04 per share cash dividend to shareholders of record as of December 16, 1993 payable January 18, 1994. The total cost was $1,300. As a result of an examination of the Company's Federal income tax returns for fiscal year 1984, 1985 and 1986, the Internal Revenue Service has challenged the propriety of certain accounting methods utilized for tax purposes as well as other issues. The most significant area of dispute involves the cash method of accounting used by certain of the Company's subsidiaries on which the Company expects to prevail. As of June 30, 1993, the Company estimated that $10,000 of income tax and interest would be required to be provided and would be payable along with $19,500 of previously provided taxes, if the Internal Revenue Service prevailed on all significant areas of dispute. Based upon analysis of the issues, the Company believes the amount of tax and interest payable upon settlement will be less than amounts previously provided. Legislative and regulatory action has continued to limit payment increases under Medicare and Medicaid reimbursement programs. The Company, however, believes that these continued changes will not have a material adverse effect on the Company's future revenue or liquidity. Management believes that $19,350 of cash and cash equivalents at March 31, 1994 combined with the unused proceeds from its senior bank financing and short-term commercial paper notes, as well as funds generated by operations, will be adequate to meet the Company's future commitments. 17 PART II SUMMIT HEALTH LTD. OTHER INFORMATION QUARTER ENDED MARCH 31, 1994 Item 1. LEGAL PROCEEDINGS None Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None (b) Reports on Form 8-K No reports on Form 8-K were filed by the company during the three months ended March 31, 1994. 18 SUMMIT HEALTH LTD. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. SUMMIT HEALTH LTD. Date: May 10, 1994 By: BRUCE J. COLBURN -------------------------------- Bruce J. Colburn Senior Vice President of Finance and Chief Accounting Officer 19