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): March 31, 2015
Hooper Holmes, Inc.
(Exact
name of registrant as specified in its charter)
New York
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1-9972
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22-1659359
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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560 N. Rogers Road, Olathe, KS 66062
(Address of principal
executive offices) (Zip Code)
Registrant’s telephone number, including area code (913)
764-1045
Not Applicable
(Former names 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))
Item 2.02
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Results of Operations and Financial Condition
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On March 31, 2015, Hooper Holmes, Inc. (the “Company”) issued a press
release announcing its preliminary operating results and financial
condition for the quarter and year ended December 31, 2014. A copy of
the press release is attached hereto as Exhibit 99.1, which is
incorporated herein by reference. The presentation discussed during the
fourth quarter investor call on March 31, 2015 is attached as Exhibit
99.2, which is also incorporated herein by reference.
The information furnished in this section of the Current Report on Form
8-K and Exhibits attached hereto shall not be deemed “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or otherwise subject to the liabilities of
that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange
Act, except as shall be expressly set forth by specific reference in
such filing.
Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits
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99.1 Press Release, dated March 31, 2015.
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99.2 Presentation used during the fourth quarter investor
conference call on March 31, 2015.
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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.
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Hooper Holmes, Inc.
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Date:
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March 31, 2015
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By:
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/s/ Tom Collins
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Tom Collins
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Senior Vice President and
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Chief Financial Officer
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Exhibit 99.1
Hooper
Holmes Announces 2014 Financial Results
OLATHE, Kan.--(BUSINESS WIRE)--March 31, 2015--Hooper Holmes, Inc. (NYSE
MKT:HH) today announced financial results for the year ended December
31, 2014.
For the year ended December 31, 2014, consolidated revenues from
continuing operations were $28.5 million, an increase of approximately
18% compared to $24.2 million for the full year 2013. The Company’s net
loss for the year ended December 31, 2014 totaled $8.5 million, or
$(0.12) per share, compared to a net loss of $11.3 million, or $(0.16)
per share, for the year ended December 31, 2013.
Results for the year ended December 31, 2014 included $1.9 million of
transition costs related to continuing operations, a gain of $1.8
million related to the sale of real estate and a net loss from
discontinued operations of $2.6 million.
As of December 31, 2014, cash and cash equivalents totaled $5.2 million,
compared to $4.0 million at December 31, 2013, and working capital of
$2.9 million, with no borrowings outstanding under the Company’s credit
facility.
Consolidated revenues from continuing operations totaled $6.7 million
for the fourth quarter of 2014, compared to $9.2 million in the fourth
quarter of 2013. The Company recorded a net loss of $1.7 million, or
$(0.02) per share, for the fourth quarter of 2014 compared to a net loss
of $2.0 million, or $(0.03) per share, for the fourth quarter of 2013.
Commenting on 2014 financial results, Henry E. Dubois, President and CEO
of Hooper Holmes, stated: “2014 was a record year for our Health &
Wellness business, with the first increase in year-end cash balance
since 2010. We grew year over year revenues, delivered positive cash
flow and reduced SG&A to our going forward run rate. Our job now is to
leverage our assets for growth.”
Conference Call
The Company will host a conference call today, March 31, 2015 at 8:30
a.m. ET to discuss 2014 results. A slide presentation will accompany the
conference call and will be available on the Company’s website located
at www.hooperholmes.com.
To participate in the conference call, please dial 888-505-4375, or
internationally 719-325-2315, conference ID: 6751907 five to ten minutes
before the call is scheduled to begin. A live webcast will be hosted on
the Company's website located at www.hooperholmes.com. A replay
of the conference call will be available from 10:30 a.m. CT (11:30 a.m.
ET) on March 31, 2015 until 11:00 p.m. CT (midnight ET) on April 7,
2015, by dialing 877-870-5176, or internationally 858-384-5517. The
access code for the replay is 6751907.
About Hooper Holmes
Hooper Holmes, Inc. mobilizes a national network of health professionals
to provide on-site health screenings, laboratory testing, risk
assessment and sample collection services to wellness and disease
management companies, insurance companies, employers, government
organizations and academic institutions.
This press release contains “forward-looking” statements; as such
term is defined in the Private Securities Litigation Reform Act of 1995.
These forward-looking statements are based on the Company’s current
expectations and beliefs and are subject to a number of risks,
uncertainties and assumptions. Among the important factors that
could cause actual results to differ materially from those expressed in,
or implied by, these forward-looking statements are our ability to
realize the expected benefits from our strategic alliance with Clinical
Reference Laboratory; our ability to successfully implement our business
strategy; our ability to retain and grow our customer base; our ability
to recognize operational efficiencies and reduce costs; uncertainty as
to our working capital requirements over the next 12 to 24 months; our
ability to maintain compliance with the financial covenant in our credit
facility; and the rate of growth in the Health and Wellness market.
Additional information about these and other factors that could affect
the Company’s business is set forth in the Company’s annual report on
Form 10-K for the year ended December 31, 2013, filed with the
Securities and Exchange Commission on March 31, 2014. The Company
undertakes no obligation to update or release any revisions to these
forward-looking statements to reflect events or circumstances after the
date of this press release to reflect the occurrence of unanticipated
events, except as required by law.
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HOOPER HOLMES INC.
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CONSOLIDATED STATEMENTS OF OPERATIONS
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(unaudited; in thousands, except share and per share data)
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Three months ended December 31,
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Twelve months ended December 31,
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2014
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2013
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2014
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2013
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Revenues
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$
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6,671
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$
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9,217
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$
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28,524
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$
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24,171
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Cost of operations
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5,544
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6,614
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21,737
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17,767
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Gross profit
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1,127
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2,603
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6,787
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6,404
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Selling, general and administrative expenses
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2,226
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4,387
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14,138
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17,571
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Gain on sale of real estate
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(16
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)
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-
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(1,846
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)
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-
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Restructuring and impairment charges
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55
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142
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146
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1,014
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Operating income (loss) from continuing operations
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(1,138
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(1,926
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(5,651
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(12,181
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)
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Other expense:
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Interest expense
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-
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(6
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(1
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(86
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Interest income
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1
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1
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1
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5
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Other (expense) income, net
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(84
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(223
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(239
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(399
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(83
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(228
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(239
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(480
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Income (loss) from continuing operations before taxes
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(1,221
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(2,154
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(5,890
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(12,661
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Income tax expense
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8
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5
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23
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19
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Income (loss) from continuing operations
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(1,229
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(2,159
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(5,913
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(12,680
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Discontinued operations:
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Gain on sale of subsidiaries, net of adjustments
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(464
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(327
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739
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3,430
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Loss from discontinued operations, net of tax
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24
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487
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(3,301
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(2,025
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(Loss) income from discontinued operations
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(440
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160
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(2,562
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1,405
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Net loss
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$
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(1,669
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$
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(1,999
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$
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(8,475
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$
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(11,275
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Income (loss) per share
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Continuing operations:
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Basic
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$
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(0.02
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$
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(0.03
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$
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(0.08
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$
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(0.18
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Diluted
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(0.02
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(0.03
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(0.08
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(0.18
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Discontinued operations:
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Basic
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(0.01
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0.00
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(0.04
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0.02
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Diluted
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(0.01
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0.00
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(0.04
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0.02
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Net loss:
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Basic
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(0.02
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(0.03
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(0.12
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(0.16
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Diluted
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(0.02
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(0.03
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(0.12
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(0.16
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Weighted average number of shares:
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Basic and diluted
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70,866,603
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70,226,295
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70,684,452
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69,965,814
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Hooper Holmes, Inc.
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Consolidated Balance Sheets
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(unaudited; in thousands)
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December 31, 2014
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December 31, 2013
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ASSETS
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Current assets:
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Cash and cash equivalents
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$
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5,201
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$
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3,970
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Accounts receivable, net of allowance for doubtful accounts
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3,178
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8,398
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Inventories
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897
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596
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Other current assets
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202
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1,597
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Assets held for sale
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-
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2,302
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Total current assets
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9,478
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16,863
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Property, plant and equipment, net
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3,054
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2,953
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Other assets
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607
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1,830
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Total assets
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13,139
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21,646
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LIABILITIES AND STOCKHOLDERS' EQUITY
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Current liabilities:
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Accounts payable
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2,508
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3,440
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Accrued expenses
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4,083
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4,036
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Total current liabilities
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6,591
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7,476
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Other long term liabilities
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1,191
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870
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Commitments and contingencies
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Stockholders' equity:
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Common stock
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2,835
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2,815
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Additional paid-in capital
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150,747
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150,235
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Accumulated deficit
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(148,154
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(139,679
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5,428
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13,371
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Less: Treasury stock at cost
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(71
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(71
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Total stockholders' equity
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5,357
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13,300
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Total liabilities and stockholders' equity
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$
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13,139
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$
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21,646
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CONTACT:
Hooper Holmes
Henry E. Dubois, President and CEO,
913-764-1045
or
Investors:
S.M. Berger & Company
Andrew
Berger, 216-464-6400
Exhibit 99.2
Hooper Holmes, Inc. March
31, 2015 Earnings Presentation Speakers: Henry Dubois, Chief Executive
Officer Tom Collins, Chief Financial Officer 1
Safe Harbor Statement 2 The
presentation contains forward-looking statements concerning plans,
objectives, goals, strategies, future events or performances, which are
not statements of historical fact. The forward-looking statements
contained in this release reflect our current beliefs and expectations.
Actual results or performance may differ materially from what is
expressed in the forward-looking statements. You are referred to the
documents filed by us with the SEC, specifically reports on Form 10-K
and Form 10- Q including risk factors that could cause actual results to
differ from forward-looking statements. These reports are available at
www.sec.gov. This presentation should be used in conjunction with the
earnings call dated March 31, 2015. This presentation contains
information from third-party sources, including data from studies
conducted by others and market data and industry forecasts obtained from
industry publication. Although Hooper Holmes, Inc. believes that such
information is reliable, Hooper Holmes, Inc. has not independently
verified any of this information and Hooper Holmes, Inc. does not
guarantee the accuracy or completeness of this information.2
Summary - Discussed March
2014 2014 Direction: Cash Flow Positive, Health & Wellness Growth H&W
is engine for growth Well positioned through service quality, Health
Professional network, data capabilities and customer partnerships
Clean balance sheet, no debt, access to Capital Drive to product line
and business profitability Multiple market and channel opportunities
Continued focus on long-term strategy 3
2014 full year revenue
grew $4.3mm, or 18%, year-over-year on strong unit growth Units
increased 58,000, or 14%, over 2013 Screenings shifted to earlier in
the year as employers renewed health plans sooner 1 Over 80% of 2014
revenue came from recurring business 1 Source: 2014 United Benefit
Advisors’ Health Plan Survey Key Takeaways 18% Growth 14% Growth # of
Screenings Full Year 2014 Results vs. Full Year 2013 4
5 5 SG&A Expense ($mm)
Income From Continuing Operations ($mm) 4Q SG&A decreased $2.2mm and
YTD SG&A decreased $3.4mm compared to prior year even as screening
volume increased Progress continued on SG&A throughout 2014; 4Q
run-rate to be carried forward into 2015 Income from continuing
operations improved 53% year-over-year inclusive of the costs associated
with transforming the business to focus on Health & Wellness Key
Takeaways 30% Improvement Ex. Transition Full Year 2014 Results vs. Full
Year 2013 – continued 2013 2014 $17.6 $14.1 5
2014 Review – Turning The
Focus To Health & Wellness First Half 2014 Consolidated operations and
technology infrastructure in Olathe, Kansas Teamwork with channel
partners - exploring new channels, refining offerings 36% more
screenings and 44% revenue increase year-over-year Including higher
margin from Clinical Research Organizations due to protocol
requirementsSecond Half 2014 Closed strategic Clinical Reference
Laboratory (CRL) alliance which brings new capabilities, capital from
sale of Lab and Services business to CRL Closed sale of Basking Ridge,
New Jersey real estate Increased year-over-year revenue Customers
advanced screenings from 4Q to 3Q Finalized exit from life insurance
business Continued focus on building $100mm revenue business over next
four to five years 6
2015 Initiatives 7 Focus on
growth Expanding our wellness customer base Additional focus on clinical
research market Mobile application roll out Health Professional network
2015 Initiatives – Focus On
Clinical Research Market 8 Hooper well positioned to meet key needs of
Clinical Research Organizations Highly trained sample collection
Extensive process management skills Development of study protocols to
meet research needs Fast and accurate communication to study
participants & partners Nationwide network of Health Professionals 8
2015 Initiatives – Mobile
Application Health Professionals access the mobile screening app
through wireless tablets Fully customizable for screenings of all
types Increases revenue opportunities as some partners and customers
require electronic data capture only 9 Use of mobile application drives
efficiency and quality in data collection leading to Data entry and
consent form savings Fewer data capture and entry errors Immediate
data availability 9
2015 Initiatives – Health
Professional Network Continue to increase Health Professional loyalty
and nationwide network size through: Targeted recruitment and outreach
Expansion focused on network size and quality HP network mirrors the
population density of the United States 10
11 Strategy Objectives p
Continued growth in H&W and Clinical Trials screenings Operational and
technology improvements that support all service offerings Explore
opportunities for new product offerings and to add new capabilities
Financials Objectives Generate positive operating cash flow for full
year 2015 SG&A run rate for full year similar to what was delivered in
4Q 2014 Little to no Discontinued Operations activity Profitable
growth 2015 Objectives and Outlook Growth Outlook Per Employee Benefit
Research Institute, 36% of employers expect to add wellness programs in
2015 Strong sales pipeline leading to expansion of wellness customer
base Additional focus on Clinical Trials opportunities