UNITED STATES
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): October 24, 2005
SIERRA HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
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2724 North Tenaya Way
Las Vegas, Nevada 89128
(Address of principal executive offices including zip code)
(702) 242-7000 TD>
September 30,
September 30,
Medical premiums
Military contract revenues
Professional fees
Investment and other revenues
Total Revenues
Medical expenses
Medical Care Ratio
(Medical expenses/premiums and professional fees)
Military contract expenses
General and administrative expenses
Operating Income From Continuing Operations
Interest expense
Other income (expense), net
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
On October 24, 2005, Sierra Health Services, Inc. issued a press release announcing operating results for the quarter ended September 30, 2005. A copy of the press release is furnished as Exhibit 99.1 to this Current Report. This exhibit shall not be deemed to be "filed" for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended.
Statements in the press release referred to above that are not historical facts are forward-looking and based on management's projections, assumptions and estimates; actual results may vary materially. Forward-looking statements are subject to certain risks and uncertainties, which include but are not limited to: 1) potential adverse changes in government regulations, contracts and programs including the Medicare Advantage program, the Medicare Prescription Drug Plan, Medicaid and legislative proposals to eliminate or reduce ERISA pre-emption of state laws that would increase potential managed care litigation exposure; 2) competitive forces that may affect pricing, enrollment, renewals and benefit levels; 3) unpredictable medical costs, malpractice exposure, reinsurance costs and inflation; 4) impact of economic conditions; 5) changes in healthcare reserves; and 6) the amount of actual proceeds to be realized from the note receivable related to the sale of the workers' compensation insurance operation. Further factors concerning financial risks and results are contained in our Annual Report on Form 10-K for the year ended December 31, 2004. Such statements are made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 and identify important risk factors that could cause our actual results to differ materially from those expressed in any projected, estimated or forward-looking statements relating to Sierra.
Consequently, all of the forward-looking statements made in the press release referred to above are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by Sierra will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Sierra or its business or operations. Sierra assumes no obligation to update publicly any such forward-looking statements, whether as a result of new information, future events or otherwise.
Item 9.01. Financial Statements and Exhibits
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Exhibits* |
Description |
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99.1 |
* Also provided in PDF format as a courtesy.
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.
SIERRA HEALTH SERVICES, INC. |
| (Registrant) |
| Date: October 24, 2005 | |
/S/ PAUL H. PALMER |
| Paul H. Palmer | |||||||||||||||
| Income From Continuing Operations Before Income Taxes |
42,945 | 47,465 | 139,060 | 148,889 | |||||||||||
| Provision for income taxes |
(14,503 | ) | (16,738 | ) | (47,377 | ) | (53,430 | ) | |||||||
| Income From Continuing Operations |
28,442 | 30,727 | 91,683 | 95,459 | |||||||||||
| Loss from discontinued operations |
— | — | — | (682 | ) | ||||||||||
| Net Income |
$ | 28,442 | $ | 30,727 | $ | 91,683 | $ | 94,777 | |||||||
| Earnings Per Common Share: |
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| Income from continuing operations |
$ | 1.00 | $ | 1.16 | $ | 3.34 | $ | 3.57 | |||||||
| Loss from discontinued operations |
— | — | — | (0.03 | ) | ||||||||||
| Net Income |
$ | 1.00 | $ | 1.16 | $ | 3.34 | $ | 3.54 | |||||||
| Earnings Per Common Share Assuming Dilution: |
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| Income from continuing operations |
$ | 0.87 | $ | 0.90 | $ | 2.75 | $ | 2.76 | |||||||
| Loss from discontinued operations |
— | — | — | (0.02 | ) | ||||||||||
| Net Income |
$ | 0.87 | $ | 0.90 | $ | 2.75 | $ | 2.74 | |||||||
| Weighted average common shares outstanding |
28,385 | 26,498 | 27,409 | 26,767 | |||||||||||
| Weighted average common shares outstanding assuming dilution |
33,122 |
Senior Vice President Chief Financial Officer and Treasurer (Chief Accounting Officer) |