1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q X-QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(b) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 1998 Commission file number 1-10629 LASER VISION CENTERS, INC. (Exact name of registrant as specified in its charter) Delaware 43-1530063 -------- ---------- (State or other jurisdiction of incorporation (I.R.S. Employer identification or organization) number) 540 Maryville Centre Dr., Suite 200, St. Louis, Missouri 63141 -------------------------------------------------------------- (Address of principal executive offices) (314)434-6900 ------------- (Registrant's telephone number, including area code) 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 __ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock outstanding as of November 20, 1998 - 9,988,264 shares 2 LASER VISION CENTERS, INC. FORM 10-Q FOR QUARTERLY PERIOD ENDED OCTOBER 31, 1998 INDEX PART OR ITEM PAGE Part I. FINANCIAL STATEMENTS Item 1. Interim Consolidated Financial Statements Consolidated Balance Sheet - October 31, 1998 and April 30, 1998............................3-4 Consolidated Statement of Operations - Three months and six months ended October 31, 1998 and 1997................................................................5 Consolidated Statement of Cash Flow - Six months ended October 31, 1998 and 1997..............................................................6-7 Consolidated Statement of Changes in Stockholders' Equity - Six months ended October 31, 1998.........................................................................8 Notes to Interim Consolidated Financial Statements..........................................9-10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources............................................................10-11 Results of Operations......................................................................12-14 Part II. OTHER INFORMATION Item 1. Legal Proceedings.............................................................................15 Item 2. Changes in Securities.........................................................................15 Item 3. Defaults upon Senior Securities...............................................................15 Item 4. Submission of Matters to a Vote of Security Holders......................................................................15 Item 5. Other Information.............................................................................15 Item 6. Reports on Form 8-K...........................................................................15 3 LASER VISION CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (UNAUDITED) OCTOBER 31, April 30, 1998 1998 CURRENT ASSETS Cash and cash equivalents $8,491,000 $ 8,430,000 Restricted cash 525,000 471,000 Accounts receivable, net 5,490,000 3,503,000 Inventory 1,128,000 1,185,000 Prepaid expenses and other current assets 1,352,000 686,000 ----------- ----------- Total Current Assets 16,986,000 14,275,000 EQUIPMENT Laser equipment 17,756,000 16,485,000 Medical equipment 1,771,000 713,000 Mobile equipment 3,907,000 3,498,000 Furniture and fixtures 1,495,000 1,374,000 -Accumulated depreciation (10,226,000) (7,879,000) ----------- ----------- Total Equipment, Net 14,703,000 14,191,000 OTHER ASSETS Restricted cash 822,000 974,000 Goodwill, net 3,413,000 678,000 Tradename and service mark costs, net 103,000 113,000 Deferred contract rights 522,000 539,000 Rent deposits and other, net 52,000 59,000 ----------- ----------- Total Other Assets 4,912,000 2,363,000 --------- ----------- Total Assets $36,601,000 $30,829,000 =========== =========== See notes to interim consolidated financial statements 3 4 LASER VISION CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (UNAUDITED) OCTOBER 31, April 30, 1998 1998 CURRENT LIABILITIES Current portion of notes payable $3,686,000 $2,365,000 Current portion of capitalized lease obligations 842,000 672,000 Accounts payable 4,183,000 2,667,000 Accrued compensation 947,000 981,000 Other accrued liabilities 1,750,000 2,036,000 ----------- ------------ Total Current Liabilities 11,408,000 8,721,000 NON-CURRENT LIABILITIES Notes payable 6,137,000 5,907,000 Capitalized lease obligations 607,000 678,000 Deferred revenue 30,000 ----------- ------------ Total Non-Current Liabilities 6,744,000 6,615,000 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Preferred stock - 6,000 shares issued at $1,000 par value, Series B 3,250 shares outstanding, includes preferred dividends 3,471,000 3,390,000 Common stock, par value of $.01 per share, 50,000,000 shares authorized; 9,975,032 and 9,687,323 shares issued and outstanding, respectively 100,000 97,000 Warrants and options 1,346,000 1,378,000 Paid-in capital 44,249,000 42,635,000 Accumulated deficit (30,717,000) (32,007,000) ------------ ----------- Total Stockholders' Equity 18,449,000 15,493,000 ------------ ----------- Total Liabilities and Stockholders' Equity $36,601,000 $30,829,000 ============ =========== See notes to interim consolidated financial statements 4 5 LASER VISION CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED) Three Month Period Six Month Period Ended October 31, Ended October 31, 1998 1997 1998 1997 REVENUES $10,402,000 $5,224,000 $19,512,000 $9,321,000 COST OF REVENUES Royalty fees and professional medical services 3,481,000 1,873,000 6,906,000 3,237,000 Depreciation and amortization 1,220,000 1,077,000 2,353,000 2,122,000 Other costs 2,046,000 998,000 3,732,000 1,905,000 --------- --------- ----------- ----------- GROSS PROFIT 3,655,000 1,276,000 6,521,000 2,057,000 --------- --------- ----------- ----------- Selling, general and administrative expenses 2,512,000 2,309,000 4,878,000 4,440,000 --------- --------- ---------- ---------- INCOME (LOSS) FROM OPERATIONS 1,143,000 (1,033,000) 1,643,000 (2,383,000) Other income (expenses) Interest and other income 93,000 89,000 194,000 144,000 Interest and other expense (278,000) (229,000) (547,000) (471,000) --------- --------- --------- --------- NET INCOME (LOSS) 958,000 (1,173,000) 1,290,000 (2,710,000) Preferred Dividends (41,000) (66,000) (81,000) (99,000) --------- ----------- ----------- ----------- NET INCOME (LOSS) APPLICABLE TO COMMON STOCKHOLDERS $917,000 ($1,239,000) $1,209,000 ($2,809,000) ======== =========== ========== ============ NET INCOME (LOSS) PER SHARE $0.09 ($0.14) $0.12 ($0.31) ===== ====== ===== ====== NET INCOME (LOSS) PER SHARE - DILUTED $0.09 ($0.14) $0.11 ($0.31) ===== ====== ===== ====== Weighted average number of common shares outstanding 9,927,000 9,044,000 9,834,000 8,933,000 ========= ========= ========= ========= Weighted average number of common shares outstanding - diluted 10,708,000 9,044,000 10,779,000 8,933,000 ========== ========= ========== ========= See notes to interim consolidated financial statements 5 6 LASER VISION CENTERS, INC. AND SUBSIDIARIES Six Month Period CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED) Ended October 31, 1998 1997 CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $1,290,000 ($2,710,000) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 2,596,000 2,372,000 Compensation paid in common stock, options or warrants 193,000 66,000 Changes in assets and liabilities net of effect of RSR acquisition Increase in accounts receivable (1,640,000) (1,328,000) (Increase) decrease in inventory 144,000 (469,000) Increase in prepaid expenses and other current asset increase (629,000) (298,000) Increase in accounts payable 1,428,000 1,033,000 Increase (decrease) in accrued liabilities (1,349,000) 4,000 ------------- ----------- Net cash provided by (used in) operating activities 2,033,000 (1,330,000) CASH FLOWS FROM INVESTING ACTIVITIES Acquisition of equipment (1,533,000) (2,553,000) Acquisition of RSR (468,000) Other, net 4,000 (14,000) ------------- ----------- Net cash used in investing activities (1,997,000) (2,567,000) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from exercise of stock options and warrants 1,503,000 1,101,000 Proceeds from private offering, preferred 6,000,000 Private placement offering costs, preferred (513,000) Return of restricted cash 98,000 153,000 Principal payments under capitalized lease obligations and notes payable (1,576,000) (826,000) Proceeds from loan financings 1,863,000 ---------- --------- Net cash provided by financing activities 25,000 7,778,000 ---------- --------- NET INCREASE IN CASH AND CASH EQUIVALENTS 61,000 3,881,000 Cash and cash equivalents at beginning of period 8,430,000 3,794,000 --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $8,491,000 $ 7,675,000 ========== =========== 6 7 LASER VISION CENTERS, INC. AND SUBSIDIARIES Six Month Period CONSOLIDATED STATEMENT OF CASH FLOW Ended October 31, 1998 1997 Non-cash investing and financing: Conversion of preferred stock, accrual of preferred dividends, and value assigned to warrants $ 81,000 $1,652,000 Adjustment of value of common stock and stock options issued for contract rights 62,000 526,000 Notes payable related to laser purchases 620,000 On September 1, 1998, the Company purchased all of the capital stock of RSR for $468,000 and $2,141,000 in notes payable. In conjunction with the acquisition, liabilities were assumed as follows: Fair value of assets acquired $4,231,000 Cash paid for the capital stock (468,000) ---------- Liabilities assumed $3,763,000 ========== See notes to interim consolidated financial statements 7 8 LASER VISION CENTERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) Common Stock $.01 Par Value Warrants Total Paid-in and Accumulated Shareholders' Preferred Stock Shares Amount Capital Options Deficit Equity Balance- April 30, 1998 $ 3,390,000 9,687,323 $97,000 $42,635,000 1,378,000 ($32,007,000) $15,493,000 Exercise of warrants and options 282,398 3,000 1,636,000 (136,000) 1,503,000 Dividends accrued on convertible preferred stock 81,000 (81,000) -- Warrants and Options issued 104,000 104,000 Shares issuable to 401(k) plan for employees 5,311 59,000 59,000 Net income for the six month period ended October 31, 1998 1,290,000 1,290,000 ---------- --------- -------- ----------- ---------- ------------ ----------- Balance - October 31, 1998 $3,471,000 9,975,032 $100,000 $44,249,000 $1,346,000 ($30,717,000) $18,449,000 ========== ========= ======== =========== ========== ============ =========== See notes to interim consolidated financial statements 8 9 LASER VISION CENTERS, INC. AND SUBSIDIARIES NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS OCTOBER 31, 1998 (Unaudited) Item 1. 1. The information contained in the interim consolidated financial statements and footnotes is condensed from that which would appear in the annual consolidated financial statements. Accordingly, the interim consolidated financial statements included herein should be read in conjunction with the consolidated financial statements and related notes thereto contained in the April 30, 1998 Annual Report on Form 10-K filed by Laser Vision Centers, Inc. (the "Company") with the Securities and Exchange Commission. The unaudited interim consolidated financial statements as of October 31, 1998 and October 31, 1997, and for the quarterly and six month periods then ended, include all normal recurring adjustments which management considers necessary for a fair presentation. The results of operations for the interim periods are not necessarily indicative of the results which may be expected for the entire fiscal year. The interim consolidated financial statements include the accounts and transactions of the Company and its subsidiaries. All significant intercompany transactions and accounts have been eliminated. The October 31, 1997 six month consolidated statements of operations include certain reclassifications to conform with classifications for the six month period ended October 31, 1998. The net income (loss) per share was computed using the weighted average number of common shares outstanding during each period. Weighted average number of common shares outstanding - diluted for the quarter and six month period ended October 31, 1998 include the dilutive effects of warrants and options using the treasury stock method. The income per common share for the six months ended October 31, 1998 and for the quarter ended October 31, 1998, reflects $81,000 and $41,000, respectively, of accrued dividends on the Series B Convertible Preferred Stock. The loss per common share for the six months ended October 31, 1997 and for the quarter ended October 31, 1997 reflects $99,000 and $66,000, respectively, of accrued dividends on the Series B Convertible Preferred Stock. 2. On September 1, 1998, the Company acquired all of the outstanding stock of Refractive Surgical Resources, Inc. (RSR) for $468,000 in cash and $2.1 million in notes payable/future payments (of which $1.1 million is due within one year). Richard L. Lindstom, M.D., one of the Company's outside directors held a minority ownership position of less than 7% in RSR. RSR provides microkeratome access and the related disposable blades used by ophthalmologists during the LASIK procedure. This acquisition complements the Company's existing refractive surgery business and is being integrated with the Company's existing field operations. The acquisition was accounted for as a purchase and the resulting goodwill will be amortized over 15 years. For the fiscal year ended April 30, 1998, RSR revenues were $1.7 million and assets, which consisted primarily of microkeratome equipment and current assets, were over $1.5 million. 3. The Company is currently working to resolve the potential impact of the Year 2000 on the processing of date-sensitive information by the Company's computerized information systems. The Company's 9 10 accounting and management reporting system is Year 2000 compliant. The laser manufacturer of the Company's lasers has advised the Company that the lasers will operate in the year 2000 and that the manufacturer is working to ensure that all documentation from the lasers' computers will be reported properly in the year 2000. If this computer documentation is not available, the Company will prepare the necessary information manually. The Company expects that any remaining costs for Year 2000 compliance will be less than $100,000 and that the majority of these disbursements will be for equipment purchases and therefore will be capitalized and depreciated. At this stage in the assessment process, the Company does not believe that the Year 2000 issue will (1) pose significant operational problems for its business or products or (2) have a material adverse impact in the Company's financial position, results of operations or cash flows in future periods. There can be no assurance that operating problems or expenses related to the Year 2000 issue will not arise with the Company's computer systems and software or that the Company's customers or suppliers will be able to resolve their Year 2000 issues in a timely manner. Accordingly, the Company plans to devote the necessary resources to resolve all significant Year 2000 issues in a timely manner. 4. No net tax provision was recognized for the period as it is anticipated that any taxable income of the Company for the fiscal year will be offset by the utilization of net operating loss carryforwards. The Company has recorded a deferred tax asset, related primarily to net operating loss carryforwards, of approximately $10 million with an offsetting valuation allowance at October 31, 1998. For purposes of recording deferred tax assets, no future taxable income is assumed given the results of operations of the Company to date. The amount of the valuation allowance could be reduced in the near term, including a later quarter in fiscal 1999, if estimates of future taxable income are increased. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ITEM 2. (A) LIQUIDITY AND CAPITAL RESOURCES Since the completion of its initial public offering in April 1991, the Company's primary sources of liquidity have consisted of financing from the sale of Common Stock and Convertible Preferred Stock, revenues from laser access services and marketing provided to ophthalmologists, loans and leases. At October 31, 1998, the Company had $8,491,000 of cash and cash equivalents compared with $8,430,000 at April 30, 1998. At October 31, 1998, the Company had working capital of $5,578,000 compared with working capital of $5,554,000 at April 30, 1998. The ratio of current assets to current liabilities at October 31, 1998 was 1.49 to one, compared to 1.64 to one at April 30, 1998. Cash Flows from Operating Activities Net cash provided by operating activities was $2,033,000 for the six months ended October 31, 1998. Net cash used in operating activities was $1,330,000 for the six months ended October 31, 1997. The cash flows provided by operating activities during the quarter ended October 31, 1998 primarily 10 11 represent the net income in the period plus depreciation and amortization and a net increase in current liabilities, less increases in accounts receivable and prepaid expenses and other current assets. Net cash used in operating activities during the six months ended October 31, 1997 primarily represent the net loss incurred in this period less depreciation and amortization plus increases in accounts receivable and prepaid expenses and other current assets partially offset by increases in current liabilities. Cash Flows from Investing Activities Net cash used for investing activities was $1,997,000 and $2,567,000 during the six months ended October 31, 1998 and 1997, respectively. Cash used for investing during the six months ended October 31, 1998 was used to acquire equipment for the expanding U.S. market and for the acquisition of RSR. Cash used for investing during the six months ended October 31, 1997 was used to acquire equipment for the expanding U.S. market. Cash Flows from Financing Activities Net cash provided by financing activities was $25,000 and $7,778,000 during the six months ended October 31, 1998 and 1997, respectively. Cash provided by financing during the six months ended October 31, 1998 was primarily provided from the exercise of stock options and warrants offset by principal payments under capitalized lease obligations and notes payable. Cash provided by financing during the six months ended October 31, 1997 was primarily provided by a private placement of preferred stock, proceeds from exercise of stock options and warrants, and proceeds from loan financings, partially offset by principal payments under capitalized lease obligations and notes payable. The Company expects to continue to fund future operations from existing cash and cash equivalents, revenues received from providing laser access and market services, the exercise of stock options and warrants and future financing as required. There can be no assurance that capital will be available when needed or, if available, that the terms for obtaining such funds will be favorable to the Company. 11 12 (B) RESULTS OF OPERATIONS Three Month Period Six Month Period Ended October 31, Ended October 31, 1998 1997 1998 1997 REVENUES Domestic refractive $9,263,000 $4,308,000 $17,415,000 $7,300,000 International refractive 761,000 700,000 1,411,000 1,527,000 Marketing and training 378,000 216,000 686,000 494,000 ----------- ---------- ----------- ---------- TOTAL REVENUE 10,402,000 5,224,000 19,512,000 9,321,000 Royalty fees and professional medical services 3,481,000 1,873,000 6,906,000 3,237,000 ----------- --------- ----------- ---------- REVENUES LESS ROYALTY FEES AND PROFESSIONAL MEDICAL SERVICES, "NET REVENUE CONTRIBUTION" $6,921,000 $3,351,000 $12,606,000 $6,084,000 ========== ========== =========== ========== GROSS PROFIT $3,655,000 $1,276,000 $6,521,000 $2,057,000 % of total revenue 35% 24% 33% 22% % of net revenue contribution 53% 38% 52% 34% INCOME (LOSS) FROM OPERATIONS $1,143,000 ($1,033,000) $1,643,000 ($2,383,000) % of total revenue 11% (20%) 8% (26%) % of net revenue contribution 17% (31%) 13% (39%) NET INCOME (LOSS) $958,000 ($1,173,000) $1,290,000 ($2,710,000) % of total revenue 9% (22%) 7% (29%) % of net revenue contribution 14% (35%) 10% (45%) QUARTER ENDED OCTOBER 31, 1998 COMPARED TO QUARTER ENDED OCTOBER 31, 1997 The Company has continued to provide excimer laser access to additional sites throughout the U.S. In addition, the acquisition of RSR has enabled the company to provide microkeratome access. RSR revenues for September and October 1998 are included in domestic refractive revenues. The "net revenue contribution" reflects the dollars available to cover fixed and discretionary costs after excluding amounts which the Company collects for royalty fees and professional medical services. Revenues Total revenues of $10,402,000 for the quarter ended October 31, 1998 increased by $5,178,000 from $5,224,000 for the quarter ended October 31, 1997, or an increase of 99%. The increase is attributable to higher domestic refractive revenues of $5.0 million and $0.2 million increase in other revenues. The increase in domestic revenues is attributable to the increased number of procedures performed on each laser in the U.S., new lasers, and the RSR acquisition in September 1998. 12 13 Cost of Revenues/Gross Profit Cost of revenues increased to $6,747,000 for the quarter ended October 31, 1998 from $3,948,000 for the quarter ended October 31, 1997. Royalty fees and professional medical services increased to $3,481,000 from $1,873,000 in these respective periods due to the increased number of U.S. procedures. Depreciation in cost of revenue increased to $1,220,000 from $1,077,000 in these respective periods due to the increased number of lasers and mobile equipment in the U.S. partially offset by the elimination of amortization on a terminated management services contract. Other costs of revenues increased to $2,046,000 for the quarter ended October 31, 1998 from $998,000 for the quarter ended October 31, 1997 due to increased costs of mobile laser operator salaries, travel and set-up related costs of $582,000, increased medical supply costs of $172,000 primarily attributable to the RSR acquisition, and an increase of $129,000 in laser and equipment maintenance. Total gross profit improved from $1,276,000 or 24% for the quarter ended October 31, 1997 to $3,655,000 or 35% for the quarter ended October 31, 1998. The variable gross profit, excluding depreciation, increased to $4,875,000 from $2,353,000, primarily due to increased procedures in the U.S. and the RSR acquisition. Operating Expenses Selling, general and administrative expenses increased to $2,512,000 from $2,309,000 for the quarters ended October 31, 1997 and 1998, respectively. The increase is primarily attributable to an increase of $277,000 in salaries and related expenses and an increase in general and administrative expenses of $94,000 partially offset by a decrease of $179,000 in selling and marketing expenses. Variable compensation earned by mobile laser technicians and certain insurance costs are now reported in cost of revenues. During fiscal 1998, these costs were recorded as operating expenses. As a % of total revenues, operating expenses decreased from 44% to 24% for the quarters ended October 31, 1997 and 1998, respectively. Other Income (Expenses) Higher interest expense caused the $45,000 increase to a net $185,000 in other expenses during the quarter ended October 31, 1998 from a net $140,000 in other expenses during the quarter ended October 31, 1997. SIX MONTHS ENDED OCTOBER 31, 1998 COMPARED TO SIX MONTHS ENDED OCTOBER 31, 1997 Revenues Total revenues of $19,512,000 for the six months ended October 31, 1998 increased by $10,191,000 from $9,321,000 for the six months ended October 31, 1997, or an increase of 109%. 13 14 The increase is attributable to higher domestic refractive revenues of $10.1 million and a $0.1 million increase in other revenues. The increase in domestic revenues is attributable to the increased number of procedures performed on each laser in the U.S., new lasers, and the RSR acquisition in September 1998. Cost of Revenues/Gross Profit Cost of revenues increased to $12,991,000 for the six months ended October 31, 1998 from $7,264,000 for the six months ended October 31, 1997. Royalty fees and medical services increased to $6,906,000 from $3,237,000 in these respective periods due to the increased U.S. procedures. Depreciation in cost of revenue increased to $2,353,000 from $2,122,000 in these respective periods due to the increased lasers and mobile equipment in the U.S. partially offset by decreased amortization of a management services contract which has been terminated. Other costs of revenues increased to $3,732,000 for the six months ended October 31, 1998 from $1,905,000 for the six months ended October 31, 1997 due to increased costs, including mobile laser operator salaries, travel and set-up related costs of $1,153,000, increased medical supplies of $233,000 and increased laser and equipment maintenance of $243,000. Total gross profit improved from $2,057,000 or 22% for the six months ended October 31, 1997 to $6,521,000 or 33% for the six months ended October 31, 1998. The variable gross profit, excluding depreciation, increased to $8,874,000 from $4,179,000, primarily due to increased laser procedures in the U.S. and the RSR acquisition. Operating Expenses Selling, general and administrative expenses increased from $4,440,000 to $4,878,000 for the six month periods ended October 31, 1997 and 1998, respectively. The increase is primarily attributable to an increase of $694,000 in salaries and related expenses and an increase of $91,000 in general and administrative expenses partially offset by a decrease of $340,000 in selling and marketing expenses. As a % of total revenues, operating expenses decreased from 48% to 25% for the six month periods ended October 31, 1997 and 1998, respectively. Other Income (Expenses) Higher interest expense partially offset by higher interest income caused the $26,000 increase to a net $353,000 in other expenses during the six months ended October 31, 1998 from a net $327,000 in other expenses during the six months ended October 31, 1997. 14 15 PART II-OTHER INFORMATION Item 1. Legal Proceedings There has been no material change in the status of any litigation from that reported in the Form 10-K for the year ended April 30, 1998, nor has any other material litigation been initiated. Item 2. Changes 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. Reports on Form 8-K during the period covered by this report: On September 11, 1998, the Company filed a Current Report on Form 8-K regarding the acquisition by the Company of 100% of the stock of Refractive Surgical Resources, Inc. and the naming of James Wachtman as President. Exhibits - None Signature --------- Pursuant to the requirement 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. LASER VISION CENTERS, INC. \s\John J. Klobnak November 30, 1998 - ------------------------------------- ----------------- John J. Klobnak Date Chairman of the Board and Chief Executive Officer \s\B. Charles Bono, III November 30, 1998 - ------------------------------------- ----------------- B. Charles Bono Date Chief Financial Officer and Principal Accounting Officer 15