-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HDVxYiTdfGwAL37/H7/vrd03mFXbn7wmN4pNpzRv5VYTUo2LPGTC6dlZiZkA2f4N 9vwqgI8nNqiDquZgRqPPeg== 0000950144-05-002557.txt : 20050316 0000950144-05-002557.hdr.sgml : 20050316 20050315181712 ACCESSION NUMBER: 0000950144-05-002557 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050315 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050316 DATE AS OF CHANGE: 20050315 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROVINCE HEALTHCARE CO CENTRAL INDEX KEY: 0001044942 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 621710772 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31320 FILM NUMBER: 05682916 BUSINESS ADDRESS: STREET 1: 105 WESTPARK DR STREET 2: STE 400 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6153701377 MAIL ADDRESS: STREET 1: 105 WESTPARK DR STREET 2: SUITE 180 CITY: BRENTWOOD STATE: TN ZIP: 37207 8-K 1 g93872e8vk.htm PROVINCE HEALTHCARE COMPANY Province Healthcare Company
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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): March 15, 2005

Province Healthcare Company

(Exact name of registrant as specified in its charter)
         
Delaware   001-31320   62-1710772
(State or Other   (Commission File Number)   (IRS Employer
Jurisdiction of       Identification No.)
Incorporation)        
     
105 Westwood Place    
Suite 400    
Brentwood, Tennessee   37027
(Address of Principal Executive Offices)   (Zip Code)

(615) 370-1377

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former name 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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 8.01. Other Events.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX

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Item 8.01. Other Events.

     On March 15, 2005, Province Healthcare Company (the “Company”), LifePoint Hospitals, Inc. (“LifePoint”), Lakers Holding Corp., Lakers Acquisition Corp. and Pacers Acquisition Corp. entered into Amendment No. 2 to Agreement and Plan of Merger (“Amendment No. 2”), to amend that certain Agreement and Plan of Merger dated as of August 15, 2004, as amended by Amendment No. 1 to Agreement and Plan of Merger dated as of January 25, 2005. Pursuant to Amendment No. 2, the parties agreed to extend certain termination dates with respect to the acquisition of the Company by LifePoint.

     The foregoing summary is qualified in its entirety by reference to Amendment No. 2, which is attached as an exhibit hereto and is incorporated by reference herein in its entirety.

Item 9.01. Financial Statements and Exhibits.

     (a) Not Applicable

     (b) Not Applicable

     (c) Exhibits.

The exhibit listed below and in the accompanying Exhibit Index is filed as part of this Current Report on Form 8-K.

         
Exhibit No.   Description
  2.1    
Amendment No. 2 to Agreement and Plan of Merger dated March 15, 2005 among Province Healthcare Company, LifePoint Hospitals, Inc., Lakers Holding Corp., Lakers Acquisition Corp. and Pacers Acquisition Corp. (Incorporated herein by reference to Current Report on Form 8-K of LifePoint Hospitals, Inc. dated March 15, 2005)

 

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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.
         
  PROVINCE HEALTHCARE COMPANY
 		  
  By:   /s/ Howard T. Wall    
    Howard T. Wall   
    Senior Vice President, General Counsel and Secretary   
 

Date: March 15, 2005

 

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EXHIBIT INDEX

         
Exhibit No.   Description
  2.1    
Amendment No. 2 to Agreement and Plan of Merger dated March 15, 2005 among Province Healthcare Company, LifePoint Hospitals, Inc., Lakers Holding Corp., Lakers Acquisition Corp. and Pacers Acquisition Corp. (Incorporated herein by reference to Current Report on Form 8-K of LifePoint Hospitals, Inc. dated March 15, 2005)

 

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