-----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, GsLkceI1YD0z5ULvwbRO7Z3HULHou/8fCfWsDZdNJ190hNJ7tYhsJd31Wk+UVnPb lhzXzhUNTvAHxWVomRDRAg== 0000950144-02-003600.txt : 20020415 0000950144-02-003600.hdr.sgml : 20020415 ACCESSION NUMBER: 0000950144-02-003600 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020405 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020408 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LIFEPOINT HOSPITALS INC CENTRAL INDEX KEY: 0001074772 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062] IRS NUMBER: 522165845 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29818 FILM NUMBER: 02603747 BUSINESS ADDRESS: STREET 1: 103 POWELL COURT STREET 2: SUITE 200 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6153728500 MAIL ADDRESS: STREET 1: 4525 HARDING RD CITY: NASHVILLE STATE: TN ZIP: 37205 FORMER COMPANY: FORMER CONFORMED NAME: LIFEPOINT HOSPITALS LLC DATE OF NAME CHANGE: 19981207 8-K 1 g75309e8-k.htm LIFEPOINT HOSPITAL,INC. e8-k
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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):

April 5, 2002 (April 5, 2002)


LIFEPOINT HOSPITALS, INC.


(Exact Name of Registrant as Specified in its Charter)
         
Delaware   0-29818   52-2165845

 
 
(State or Other   (Commission File   (I.R.S. Employer
Jurisdiction of   Number)   Identification
Incorporation)       Number)

103 Powell Court, Suite 200
Brentwood, Tennessee 37027


(Address of Principal Executive Offices) (Zip Code)

(615) 372-8500


(Registrant’s Telephone Number, Including Area Code)

Not applicable


(Former Name or Former Address, if Changed Since Last Report)


Page 1 of 4 pages

Exhibit Index located on Page 4

 


Item 5. Other Events.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
SIGNATURES
EXHIBIT INDEX
PRESS RELEASE


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Item 5. Other Events.

     On April 5, 2002, LifePoint Hospitals, Inc. issued a press release attached as an exhibit to this current report on Form 8-K.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (a)  Financial statements of businesses acquired.

       None required

     (b)  Pro forma financial information.

       None required

     (c)  Exhibits.

     
99.1   Press release issued by LifePoint Hospitals, Inc. on April 5, 2002.

2


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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    LIFEPOINT HOSPITALS, INC.
 
       
 
    By:   /s/ Michael J. Culotta

Michael J. Culotta
Senior Vice President and
Chief Financial Officer

Date: April 5, 2002

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EXHIBIT INDEX

             
Exhibit            
Number   Description of Exhibits        

 
       
99.1   Press release issued by LifePoint Hospitals, Inc. on April 5, 2002.

  EX-99.1 3 g75309ex99-1.txt PRESS RELEASE EXHIBIT 99.1 (LIFEPOINT HOSPITALS, INC. LOGO) Contact: Michael J. Culotta Chief Financial Officer 615-372-8512 LIFEPOINT HOSPITALS ANNOUNCES STATUS OF SENIOR SUBORDINATED NOTE REPURCHASE Brentwood, Tennessee (April 5, 2002) - LifePoint Hospitals, Inc. (Nasdaq/NM: LPNT) today announced that its wholly owned subsidiary, LifePoint Hospitals Holdings, Inc. ("Holdings"), has purchased, in the open market and in privately negotiated transactions, $60,123,000 in principal amount of Holding's outstanding 10 3/4% Senior Subordinated Notes due 2009 (the "Notes"). $150 million in principal amount of Notes were outstanding prior to these purchases. The Company received approvals necessary under its Amended and Restated Credit Facility to acquire greater than $50 million in principal amount of Notes. The purchases were made using the Company's available cash. In light of premiums being sought by holders of the Notes, additional purchases are not expected to be made by Holdings at this time. Holdings reserves the right, however, to purchase additional Notes from time-to-time, based upon its view of market conditions and other relevant factors. Amounts purchased in the future, if any, may be material. The Company currently estimates that, as a result of these purchases, it will take an extraordinary charge to income of $800,000 and $6.6 million for the quarters ended March 31, 2002 and June 30, 2002, respectively. This charge equals the premium paid for the Notes (the amount paid in excess of the face value of the Notes), plus deferred loan costs allocable to Notes purchased and fees and expenses incurred in connection with the purchases. The amount of these extraordinary charges was offset somewhat by tax benefits resulting from the charge. The purchase of Notes should allow the Company to reduce its interest expense since the fixed interest payable under the Notes is greater than the adjustable rate of interest currently payable by the Company under the Credit Agreement. A small portion of these anticipated savings were realized during the Company's fiscal quarter ended March 31, 2002. The remainder of these anticipated savings should occur in future periods. LifePoint Hospitals, Inc. operates 23 hospitals in non-urban areas. In most cases, the LifePoint facility is the only hospital in its community. LifePoint's non-urban operating strategy offers continued operational improvement by focusing on its five core values: delivering high quality patient care, supporting physicians, creating excellent workplaces for its employees, providing community value, and ensuring fiscal responsibility. Headquartered in Brentwood, Tennessee, LifePoint Hospitals is affiliated with over 7,000 employees. References contained in this press release to "LifePoint Hospitals, Inc.," "LifePoint" or the "Company" refer to LifePoint Hospitals, Inc. and its subsidiaries. The above statements include forward-looking statements based on current management expectations. Numerous factors exist which may cause results to differ from these expectations. Many of the factors that will determine the Company's future results are beyond the ability of the Company to control or predict. These statements are subject to risks and uncertainties relating to the Company, including without limitation, (i) whether the Company is able to successfully purchase Notes on terms and conditions acceptable to the Company; (ii) the possibility that anticipated savings could be reduced or eliminated entirely by an increase in interest rates; (iii) whether Notes are (or become) available for purchase on terms acceptable to the Company; (iv) the possibility that existing accounting practices relating to the treatment of the extraordinary charge to be incurred by the Company could be changed based on current proposals; (v) the possibility that the Company's judgment regarding the tax implications of the purchases could be challenged; (vi) the possibility that interest rates could rise and increase the Company's borrowing costs under the Credit Agreement; (vii) the possibility that the Company's liquidity needs could change; (viii) the possibility that costs associated with the purchase of Notes might be greater than anticipated; and (ix) those risks and uncertainties detailed from time to time in the Company's filings with the Securities and Exchange Commission. Therefore, the Company's actual results may differ materially. The Company undertakes no obligation to update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. -END- -----END PRIVACY-ENHANCED MESSAGE-----