UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K/A

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): August 6, 2015

 

 

 

The Providence Service Corporation

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-34221

86-0845127

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

64 East Broadway Blvd., Tucson, Arizona

85701

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (520) 747-6600

 

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:

 

☐

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))

 

 
 
 

 

EXPLANATORY NOTE

 

This amendment to the Current Report on Form 8-K of The Providence Service Corporation (“Providence”) furnished on August 6, 2015 (the “August 6, 2015 8-K”) is being furnished to correct certain cash flow information previously released and included in the August 6, 2015 8-K. Cash flow from operations for the second quarter of fiscal 2015 was $8.2 million, and not $4.7 million as reported in the August 6, 2015 8-K. Additionally, cash flow from operations for the six months ended June 30, 2015 was $23.6 million, and not $20.1 million, and cash used in investing activities was $29.0 million, and not $25.5 million as reported in the August 6, 2015 8-K. The error occurred as a result of an incorrect allocation between the prepaid expenses and other line in net cash provided by operating activities and the equity investments line in net cash used in investing activities on the cash flow statement. There was no adjustment to the net change in cash for the three or six months ended June 30, 2015. Corrected unaudited condensed consolidated statements of cash flows are included herein as Exhibit 99.1.

 

 

 

(d)

Exhibits

 

99.1

Unaudited Condensed Consolidated Statements of Cash Flows

 

 
 
 

 

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.

 

  

THE PROVIDENCE SERVICE CORPORATION

     

Date: August 7, 2015

By:

/s/ David Shackelton

 

Name:

David Shackelton

 

Title:

Interim Chief Financial Officer

 



Exhibit 99.1

 

 

The Providence Service Corporation

Unaudited Condensed Consolidated Statements of Cash Flows

(in thousands)

 

   

Six months ended June 30,

 
   

2015

    

2014

  

Operating activities

                

Net income

  $ 12,871     $ 12,959  

Adjustments to reconcile net income to net cash provided by operating activities:

                

Depreciation

    10,165       4,908  

Amortization

     19,692       3,963  

Provision for doubtful accounts

     1,369       1,089  

Stock based compensation

     6,058       1,400  

Deferred income taxes

     (4,815 )     207  

Amortization of deferred financing costs

    1,071       410  

Excess tax benefit upon exercise of stock options

     (2,239 )     (2,346 )

Loss on equity investments

     3,542       -  

Other non-cash charges

     (225 )     (40 )

Changes in operating assets and liabilities:

                

Accounts receivable

     (60,908 )     (21,736 )

Other receivables

     (2,617 )     487  

Restricted cash

     69       205  

Prepaid expenses and other

     (8,734 )     (4,544 )

Reinsurance liability reserve

     9,691       4,648  

Accounts payable and accrued expenses

     17,755       7,172  

Accrued transportation costs

     6,022       13,554  

Deferred revenue

     14,555       (52 )

Other long-term liabilities

     281       (4,009 )

Net cash provided by operating activities

     23,603       18,275  

Investing activities

                

Purchase of property and equipment

     (13,122 )     (8,267 )

Acquisitions, net of cash acquired

     (1,665 )     (59,666 )

Equity investments

     (13,784 )     -  

Net decrease in short-term investments

     (9 )     (9 )

Restricted cash for reinsured claims losses

     (413 )     (4,744 )

Net cash used in investing activities

     (28,993 )     (72,686 )

Financing activities

                

Proceeds from issuance of preferred stock, net of issuance costs

     80,667       -  

Preferred stock dividends

     (1,698 )     -  

Repurchase of common stock, for treasury

     (734 )     (501 )

Proceeds from common stock issued pursuant to stock option exercise

     2,377       9,150  

Excess tax benefit upon exercise of stock options

     2,239       2,346  

Proceeds from long-term debt

     -       115,000  

Repayment of long-term debt

     (87,125 )     (47,500 )

Payment of contingent consideration

     (7,496 )     -  

Debt financing costs

     (30 )     (700 )

Other

     (46 )     (8 )

Net cash (used in) provided by financing activities

     (11,846 )     77,787  

Effect of exchange rate changes on cash

     1,991       629  

Net change in cash

     (15,245 )     24,005  

Cash at beginning of period

     160,406       98,995  

Cash at end of period

   $ 145,161     $ 123,000  

  

 

 

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