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): November 13, 2003
IASIS HEALTHCARE CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 333-94521 76-0450619
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
113 Seaboard Lane, Suite A-200 37067
Franklin, Tennessee
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (615) 844-2747
Not Applicable
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(Former name or former address, if changed since last report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99.1 Press Release dated November 13, 2003, and supplemental financial
information.
Item 12. Results of Operations and Financial Condition.
The information in this Report, including the Exhibit attached hereto, is
furnished pursuant to Item 12 of this Form 8-K. Consequently, it is not deemed
"filed" for the purposes of Section 18 of the Securities Exchange Act of 1934
(the "Exchange Act"), or otherwise subject to the liabilities of that section.
It may only be incorporated by reference in another filing under the Exchange
Act or Securities Act of 1933 if such subsequent filing specifically references
this Form 8-K.
On November 13, 2003, IASIS Healthcare Corporation (the "Company") issued a
press release announcing its results for the fourth fiscal quarter and year
ended September 30, 2003. For information regarding the results, reference is
made to the press release dated November 13, 2003, and certain supplemental
financial information, which are attached hereto as Exhibit 99.1 and
incorporated herein by reference.
The press release contains non-GAAP financial measures. For purposes of
Regulation G, a non-GAAP financial measure is a numerical measure of a
registrant's historical or future financial performance, financial position or
cash flows that excludes amounts, or is subject to adjustments that have the
effect of excluding amounts, that are included in the most directly comparable
measure calculated and presented in accordance with GAAP in the statement of
income, balance sheet or statement of cash flows (or equivalent statements) of
the issuer; or includes amounts, or is subject to adjustments that have the
effect of including amounts, that are excluded from the most directly comparable
measure so calculated and presented. In this regard, GAAP refers to generally
accepted accounting principles in the United States. Pursuant to the
requirements of Regulation G, the Company has provided reconciliations within
the press release of the non-GAAP financial measures to the most directly
comparable GAAP financial measures.
Adjusted EBITDA represents net earnings (loss) before interest expense,
gain or loss on sale of assets, minority interests, income taxes, depreciation
and amortization, loss on debt extinguishment, impairment of assets held for
sale, cumulative effect of a change in accounting principle, and reversal of
excess loss accrual for discontinued physician practice operations. Management
routinely calculates and communicates adjusted EBITDA and believes that it is
useful to investors because it is commonly used as an analytical indicator
within the healthcare industry to evaluate hospital performance, allocate
resources and measure leverage capacity and debt service ability. In addition,
the Company uses adjusted EBITDA as a measure of performance for its business
segments and for incentive compensation purposes. Adjusted EBITDA should not be
considered as a measure of financial performance under GAAP, and the items
excluded from adjusted EBITDA are significant components in understanding and
assessing financial performance. A table reconciling net earnings (loss) to
adjusted EBITDA is included in the press release under Supplemental Condensed
and Consolidated Statements of Operations Information. Adjusted EBITDA should
not be considered in isolation or as an alternative to net income, cash flows
generated by operating, investing, or financing activities or other financial
statement data presented in the consolidated financial statements as an
indicator of financial performance or liquidity. Adjusted EBITDA, as presented,
may not be comparable to similarly titled measures of other companies.
SIGNATURES
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.
IASIS HEALTHCARE CORPORATION
By: /s/ W. Carl Whitmer
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W. Carl Whitmer
Chief Financial Officer
Date: November 13, 2003
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EXHIBIT INDEX
No. Exhibit
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99.1 Press Release dated November 13, 2003, and supplemental
financial information.
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