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): AUGUST 7, 2003
RADIOLOGIX, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-23311 75-2648089
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification Number)
of incorporation)
3600 JP MORGAN CHASE TOWER
2200 ROSS AVENUE
DALLAS, TEXAS 75201-2776
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 303-2776
RADIOLOGIX, INC.
CURRENT REPORT ON FORM 8-K
ITEM 5. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press Release issued by the Registrant on August 7, 2003,
relating to Radiologix, Inc.'s financial results for the
quarter ended June 30, 2003.
ITEM 9. REGULATION FD DISCLOSURE.
Although not required to be disclosed under the Securities Exchange Act
of 1934, as amended, or the rules promulgated thereunder, the Registrant notes
that on August 6, 2003, it executed a non-binding letter of intent with a group
of radiologists in the Denver, Colorado, area to become joint venturers with the
Registrant in three of the Registrant's existing freestanding outpatient
diagnostic imaging centers and one new center that the venturers intend to
establish over the next twelve months. This radiology group currently provides
professional services at the Registrant's three existing diagnostic imaging
centers in the Denver, Colorado, area.
This non-binding letter of intent represents a new model of joint
venturing with radiologists for the Registrant, in which the radiologists will
have an opportunity to purchase a minority ownership interest in certain
freestanding outpatient diagnostic imaging centers. While the radiologists will
have the option, but not the obligation, to purchase management and
administrative services for their practice from the Registrant, the Registrant
will manage the operations of the joint ventured imaging centers.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 7, 2003, the Registrant announced financial results for its
second quarter ended June 30, 2003. A copy of the press release announcing the
results is filed as Exhibit 99.1 to this Form 8-K and incorporated here by
reference.
Included in the press release furnished as Exhibit 99.1 are certain
non-GAAP financial measures utilized by the Registrant's management to assess
the Registrant's performance. Non-GAAP financial measures should be considered
in addition to results prepared in accordance with GAAP, but are not a
substitute for or superior to GAAP results.
The information contained in this report, including the exhibit hereto,
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section or Section 11 and 12(a)(2) of the Securities Act of 1933, as
amended.
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 thereunto duly authorized.
Date: August 7, 2003
RADIOLOGIX, INC.
By: /s/ Stephen D. Linehan
------------------------------
Stephen D. Linehan
Chief Executive Officer
INDEX TO EXHIBITS
Exhibit No. Description of Exhibits
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99.1 Press Release issued by the Registrant on August 7,
2003, relating to Radiologix, Inc.'s financial
results for the quarter ended June 30, 2003.