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): November 22, 2002
CURATIVE HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
Minnesota 000-19370 41-1503914
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
150 Motor Parkway
Hauppauge, New York 11788-5145
(Address of principal executive offices)
(631) 232-7000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure
On November 22, 2002, Curative Health Services, Inc. issued a press
release announcing it has completed its acquisition of OptCare Plus, Inc.
("OptCare") for approximately $10.5 million in cash. OptCare could also receive
additional proceeds depending upon the achievement of certain targets in
calendar year 2003. OptCare is a specialty pharmacy dispensing biological
medications such as Hemophilia clotting factors. OptCare's focus is on persons
affected by bleeding disorders. In addition, OptCare coordinates infusion
nursing and provides complete pharmacy services, clinical and reimbursement
support services to chronic disease communities. A copy of the press release is
attached as Exhibit 99.1, which is incorporated herein by reference under this
Item 5.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Business Acquired
Not required.
(b) Pro Forma Financial Information
Not required.
(c) Exhibit
Exhibit Description of Exhibit
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99.1 Press Release dated November 22, 2002 relating to the
Company's completion of its acquisition of OptCare Plus,
Inc. (subject to Item 5).
Signature
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.
CURATIVE HEALTH SERVICES, INC.
Date: November 25, 2002 By: /s/ Thomas Axmacher
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Thomas Axmacher
Chief Financial Officer
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact: Richard Moyer
Scott Eckstein Investor Relations
Investor Relations Cameron Associates
Curative Health Services 212-554-5466
631-232-7044 richard@cameronassoc.com
seckstein@curativehealth.com
CURATIVE HEALTH SERVICES COMPLETES
ACQUISITION OF OPTCARE PLUS
Hauppauge, New York - November 22, 2002 - Curative Health Services, Inc.,
(Nasdaq: CURE), announced today that it has completed its acquisition of OptCare
Plus, Inc. ("OptCare") for approximately $10.5 million in cash. OptCare could
also receive additional proceeds depending upon the achievement of certain
targets in calendar year 2003.
OptCare is a specialty pharmacy dispensing biological medications such as
Hemophilia clotting factors. OptCare's focus is on persons affected by bleeding
disorders. In addition, OptCare coordinates infusion nursing and provides
complete pharmacy services, clinical and reimbursement support services to
chronic disease communities. OptCare's service area primarily focuses on the
populations of Virginia, Maryland and District of Columbia.
"The combined efforts of the teams at OptCare and our Specialty Pharmacy
unit enabled us to close this transaction ahead of schedule," said Joseph
Feshbach, Curative's Chairman and Chief Executive Officer. "This prompt closing
is enabling an earlier integration of OptCare as a member of the Curative
family. Our teams will be dedicated to ensuring a smooth and successful
integration."
o About Curative Health Services
Curative Health Services delivers superior clinical outcomes and unmatched
patient satisfaction for patients experiencing serious medical conditions
through two unique business units.
Curative's Specialty Pharmacy Services business unit provides services to
help patients manage the health care process, and offers related pharmacy
products to patients for chronic and critical disease states, such as
Hemophilia.
Curative's Specialty Healthcare Services ("SHS") business unit is an industry
leader in chronic wound care management, consistently achieving an outcome
success rate of more than 80 percent. SHS provides a broad continuum of services
to health care providers through a nationwide network. This national network of
more than 100 hospital-based Wound Care Center(R) programs has offered
comprehensive treatment to over 300,000 patients, achieving more than a 95
percent patient satisfaction rate.
For more information, visit www.curative.com
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This press release contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors,
which may cause the actual results, performance or achievements of the Company,
or industry results, to be materially different from any future results,
performance, or achievements expressed or implied by such forward-looking
statements. Factors that might cause such differences include, but are not
limited to, the termination or non-renewal of a material number of contracts, an
inability to obtain new contracts, changes in the government regulations
relating to the Company's Specialty Healthcare Services or Specialty Pharmacy
Services business units, changes in the regulations governing third party
reimbursements for the Company's services, manufacturing shortages of products
sold by Curative's Specialty Pharmacy Services business unit, and the other
risks and uncertainties detailed in the Company's filings with the Securities
and Exchange Commission. Readers of this release are referred to the Company's
Quarterly Report on Form 10Q for the quarter ended September 30, 2002, for
further discussion of these and other factors that could affect future results.
Editors Note: This release is also available on the Internet over the World
Wide Web at: http://www.curative.com
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