SEC Filings

10-12G/A
AMSURG CORP filed this Form 10-12G/A on 11/03/1997
Entire Document
 
<PAGE>   101
 
                                  AMSURG CORP.
 
         NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS -- (CONTINUED)
 
     The following table summarizes information concerning outstanding and
exercisable options at December 31, 1996:
 

<TABLE>
<CAPTION>
                           OPTIONS OUTSTANDING             OPTIONS EXERCISABLE
                   ------------------------------------   ----------------------
                                  WEIGHTED     WEIGHTED                 WEIGHTED
                                   AVERAGE     AVERAGE                  AVERAGE
    RANGE OF         NUMBER       REMAINING    EXERCISE     NUMBER      EXERCISE
 EXERCISE PRICES   OUTSTANDING   LIFE (YRS.)    PRICE     EXERCISABLE    PRICE
 ---------------   -----------   -----------   --------   -----------   --------
<C>                <C>           <C>           <C>        <C>           <C>
 $ .25 -- $ .50     1,032,000        5.3        $ .25      1,032,000     $ .25
   .50 --  1.00       652,600        6.3          .86        553,200       .85
  1.00 --  1.50       346,500        8.1         1.11        147,000      1.11
  1.50 --  1.79       689,250        9.3         1.67             --       N/A
                    ---------                              ---------
   .25 --  1.79     2,720,350        6.9          .87      1,732,200       .52
                    =========                              =========
</TABLE>

 
     The Company accounts for its stock options issued to employees and outside
directors pursuant to Accounting Principles Board Opinion No. 25, "Accounting
for Stock Issued to Employees." Accordingly, no compensation expense has been
recognized in connection with the issuance of stock options. The estimated
weighted average fair values of the options at the date of grant using the
Black-Scholes option pricing model as promulgated by Financial Accounting
Standard No. 123, "Accounting for Stock Based Compensation" in 1995 and 1996
were $.60 and $.91 per share, respectively. In applying the Black-Scholes model,
the Company assumed no dividends, an expected life for the options of seven
years and a forfeiture rate of 3% in both 1995 and 1996 and an average risk free
interest rate of 6.6% in 1995 and 6.2% in 1996. The Company also assumed a
volatility rate based upon an average of comparable companies of 46% and 49% in
1995 and 1996, respectively. Had the Company used the Black-Scholes estimates to
determine compensation expense for the options granted in 1995 and 1996, net
income and net income per share attributable to common shareholders would have
been reduced to the following pro forma amounts.
 

<TABLE>
<CAPTION>
                                                              YEAR ENDED DECEMBER 31,
                                                              ------------------------
                                                                 1995          1996
                                                              ----------    ----------
<S>                                                           <C>           <C>
Net income attributable to common shareholders
  As reported...............................................  $1,048,040    $1,453,874
  Pro forma.................................................   1,028,040     1,241,874
Net income per share attributable to common shareholders
  As reported...............................................         .04           .05
  Pro forma.................................................         .04           .05
</TABLE>

 
     In 1994, the Company issued warrants to purchase its common stock to AHC.
These warrants were exercised February 26, 1996 for 257,720 shares at $.90 per
share. The warrants were issued in return for AHC's prior guaranty of Company
debt.
 
8.  COMMITMENTS AND CONTINGENCIES
 
     The Company has various lease agreements for its surgery centers in
operation and under development and for office space including a sublease with
AHC (see Note 3). Rent expense under such lease agreements for the years ended
December 31, 1994, 1995 and 1996 was approximately $772,000, $1,201,000 and
$1,775,000, respectively.
 
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