UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 11, 2019
 
 
U.S. PHYSICAL THERAPY, INC.
(Exact name of registrant as specified in its charter)
 
 
 
         
Nevada
 
1-11151
 
76-0364866
(State or other jurisdiction
of incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
     
1300 West Sam Houston Parkway South,
Suite 300, Houston, Texas
 
77042
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (713) 297-7000
 
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(b) under the Exchange Act (17 CFR 240.14a-12(b))
 
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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

                                                                                                                   Emerging growth company                    ☐                  
   
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐
 
 
Item 8.01 Other Events.

On April 11, 2019,  U.S. Physical Therapy, Inc. (NYSE: USPH), announced today that it has acquired a third company that is a provider of industrial injury prevention services. The previous acquisitions in this business line occurred in 2017 and 2018.
 
The acquired company specializes in delivering injury prevention and care, post offer employment testing, functional capacity evaluations and return-to-work services. It performs these services across a network in 45 states including onsite at eleven client locations.  This relationship-based health delivery system is paid for directly by corporate clients. Clients include large companies across a variety of industries. 

The acquired business produced $13 million in revenue in 2018. U.S. Physical Therapy purchased the company for total consideration of $23.6 million. The business was then combined with Briotix Health, USPH’s industrial injury prevention operation, increasing U.S. Physical Therapy’s ownership position in the partnership to approximately 76%.
 
A copy of the press release is attached as Exhibit 99.1 to this Form 8-K.
 
 
 
 

 
 
 
Item 9.01
 
 
 
FINANCIAL STATEMENTS AND EXHIBITS
 
     
Exhibits
  
Description of Exhibits
                         
     
 
** Furnished herewith.
 

 
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.
 
             
 
 
  
 
U.S. PHYSICAL THERAPY, INC.
       
Dated: April 11, 2019
 
  
 
By:
 
/s/ LAWRANCE W. MCAFEE
 
 
  
 
  
 
Lawrance W. McAfee
 
 
  
 
  
 
Chief Financial Officer
 
 
  
 
  
 
(duly authorized officer and principal financial
           and accounting officer)