INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ] Preliminary Proxy Statement
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14a-6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[X] Soliciting Material Pursuant to Rule 14a-12
CARECENTRIC, INC.
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(Name of Registrant as Specified In Its Charter)
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INVESTOR NOTICE
If CareCentric proceeds with a proposed merger described previously, then
it will file with the SEC a proxy statement and other relevant documents
concerning the merger. Investors of CareCentric are urged to read the proxy
statement when and if filed and any other relevant documents filed with the SEC
because they will contain important information. You will be able to obtain the
documents free of charge at the website maintained by the SEC at www.sec.gov. In
addition, you may obtain documents filed with the SEC by CareCentric free of
charge by requesting them in writing from Ana McGary at CareCentric, Inc., 2625
Cumberland Parkway, Suite 310, Atlanta, GA 30339 or by telephone at (678)
264-4400.
CareCentric, its directors and executive officers and certain of their
employees and the investor group described previously may be deemed to be
participants in the solicitation of proxies from the stockholders of CareCentric
in connection with the merger, if consummated. These participants may have
interests in the merger, if consummated, including interests resulting from
holding options or shares of CareCentric common stock. Information about the
interests of directors and executive officers of CareCentric, the investor
group, and their ownership of securities of CareCentric will be set forth in the
proxy statement, when and if filed.
Investors should ready the proxy statement carefully when and if it becomes
available before making any voting or investment decisions.
NEWS RELEASE
FOR IMMEDIATE RELEASE CONTACT: John R. Festa
President and CEO
(678) 264-4400
CARECENTRIC REPORTS
1ST QUARTER 2003 FINANCIAL RESULTS
ATLANTA, GA (MAY 9, 2003) - CARECENTRIC, INC. (OTC BULLETIN BOARD: CURA), a
leading provider of management information systems to the home health care
community, reports today its financial results for the calendar quarter ended
March 31, 2003. CareCentric reported a 4.3% increase in revenues for the three
months ended March 31, 2003 to $5.5 million against revenues of $5.3 million for
the three months ended March 31, 2002. The Net Cash provided from Operating
Activities during the three months ended March 31, 2003 of $0.6 million
represented a $1.8 million improvement when compared against the Use of Net Cash
in Operating Activities of $1.2 million reported for the 1st quarter of 2002.
Net Income for the three months ended March 31, 2003 was $0.4 million, which
represented an increase of $1.0 million over the Net Loss of $0.6 million
reported for the three months ended March 31, 2002.
"Our first quarter results for 2003 when compared to the first quarter of 2002
confirms the level of operating stability the Company has achieved over the
course of the last year," stated John R. Festa, President and CEO of
CareCentric. "Our increase in revenues in the first quarter was generated
largely by our maintenance service offerings while our new system sales ran more
slowly than expected. New system sales trends have been slow to improve as our
customers remain involved in managing implementation of HIPAA regulations, cost
reduction efforts in response to the 15% reduction in reimbursement rates and
general economic sluggishness."
Mr. Festa added, "While our comparative quarter results are good, our objectives
going forward remain clear. We must excel in all areas of customer satisfaction
and aggressively work towards the extension of our product enhancement
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activities and development efforts for the new product platform. We continue to
solicit our customers' input towards those objectives through the use of
customer service satisfaction surveys and customer advisory boards.
Additionally, we are focused on greater marketing efforts and the addition of
more service offerings to our customers to improve their satisfaction and
capabilities in the use of our products. "
"The Board remains pleased with the financial performance and the actions taken
by the Company," said John Reed, Chairman of the Board of Directors. "The
Company continues to push its objectives to new levels and despite the sales
softness is continuing to meet its financial goals."
CareCentric provides information technology systems and services to over 1,500
customers. CareCentric provides freestanding, hospital-based and multi-office
home health care providers (including skilled nursing, private duty, home
medical equipment and supplies, IV pharmacy and hospice) complete information
solutions that enable these home care operations to generate and utilize
comprehensive and integrated financial, operational and clinical information.
With offices nationwide, CareCentric is headquartered in Atlanta, Georgia.
Note regarding Private Securities Litigation Reform Act: Statements made in this
press release which are not historical facts, including projections, statements
of plans, objectives, expectations, or future economic performance, are forward
looking statements that involve risks and uncertainties and are subject to the
safe harbor created by the Private Securities Litigation Reform Act of 1995.
CareCentric's future financial performance could differ significantly from that
set forth herein, and from the expectations of management. Important factors
that could cause CareCentric's financial performance to differ materially from
past results and from those expressed in any forward looking statements include,
without limitation, the inability to obtain additional capital resources,
variability in quarterly operating results, customer concentration, product
performance and acceptance, long sales cycles, long and varying delivery cycles,
CareCentric's dependence on business partners, emerging technological standards,
risks associated with acquisitions and the risk factors detailed in
CareCentric's Registration Statement on Form S-4 (File No. 333-96529) and from
time to time in CareCentric's periodic reports filed with the Securities and
Exchange Commission. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of their dates.
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CARECENTRIC, INC.
CONSOLIDATED BALANCE SHEETS
MARCH 31, DECEMBER 31,
2003 2002
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(unaudited) (audited)
ASSETS
Current assets:
Cash and cash equivalents $ 1,183 $ 826
Accounts receivable, net of allowance for doubtful
accounts of $1,087 and $1,307 respectively 4,318 4,632
Prepaid expenses and other current assets 813 696
Notes receivable 180 215
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Total current assets 6,494 6,369
Purchased software, furniture and equipment, net 931 1,036
Intangible assets, net 4,026 4,308
Long term notes receivable 313 194
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Total assets $ 11,764 $ 11,907
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LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities:
Line of credit $ 4,125 $ 4,525
Accounts payable 1,489 1,584
Accrued compensation expense 480 556
Accrued liabilities 6,125 6,113
Customer deposits 1,380 1,495
Unearned revenues 4,560 4,223
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Total current liabilities 18,159 18,496
Accrued liabilities, less current portion - 150
Note payable long-term 8,647 8,520
Commitments and contingencies
Shareholders' deficit
Preferred Stock: 10 shares authorized
Series B Preferred, $.001 par value;
5,600 issued and outstanding; liquidation value $1.37 6 6
Series D Preferred, $.001 par value;
398 issued and outstanding; liquidation value $3.14 - -
Series E Preferred, $.001 par value;
210 issued and outstanding; liquidation value $1.04 - -
Common stock, $.001 par value; 20 shares authorized; 4,371,350
shares issued and outstanding at March 31, 2003 and
December 31, 2002 4 4
Unearned compensation (117) (134)
Additional paid-in capital 20,430 20,430
Stock warrants 1 1
Accumulated deficit (36,365) (36,565)
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Total shareholders' deficit (15,042) (15,259)
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Total liabilities and shareholders' deficit $ 11,764 $ 11,907
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CARECENTRIC, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31,
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2003 2002
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(unaudited) (unaudited)
Net revenues $ 5,478 $ 5,253
Costs and expenses:
Cost of revenues 1,823 1,676
Selling, general and administrative 2,217 2,699
Research and development 835 947
Amortization and depreciation 394 425
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Total costs and expenses 5,269 5,747
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Income (loss) from operations 209 (494)
Other income (expense):
Interest expense (174) (168)
Interest and other income 343 (2)
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Income (loss) before taxes 378 (664)
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Income tax benefit (expense) (23) -
Net Income (loss) 355 (664)
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Cumulative Preferred Dividends (155) (180)
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Net Income (loss) available to common
shareholders $ 200 $ (844)
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Net Income (loss) per share - basic and
diluted $ 0.08 $ (0.15)
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Net Income (loss) per share - basic and
diluted available to common shareholders $ 0.05 $ (0.19)
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Weighted average common shares -
basic and diluted 4,371 4,371
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CARECENTRIC, INC.
CONSOLIDATED STATEMENTS OF CASH FLOW
Three Months ended March 31,
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2003 2002
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(unaudited) (unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (loss) $ 200 $ (844)
ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO NET CASH
(USED IN) PROVIDED BY OPERATING ACTIVITIES:
Provision for doubtful accounts - 157
Amortization and depreciation 394 425
Stock based compensation charge to earnings 17 23
CHANGES IN ASSETS AND LIABILITIES:
Accounts receivable 314 (1,406)
Prepaid expenses and other current assets (117) 19
Notes receivable (120) 37
Accounts payable (95) 447
Accrued compensation (76) (50)
Accrued liabilities (138) (167)
Customer deposits (115) 26
Unearned revenues 337 126
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Net cash provided by / (used in) operating
activities 601 (1,207)
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CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of software, furniture and equipment (6) (19)
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Net cash provided by / (used in) investing
activities (6) (19)
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CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from notes payable 127 1
Increase (decrease) in line of credit (400) 395
Payments on capital lease obligation - (9)
Proceeds from Consulting note receivable 35 96
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Net cash provided by / (used in) financing
activities (238) 1,482
Net change in cash and cash equivalents 357 256
Cash and cash equivalents, beginning of period 826 201
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Cash and cash equivalents, end of period $ 1,183 $ 457
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Cash paid during period for interest $ 63 $ 81
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