-----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, BGqECw2a+fieOD4mSWPNB/kxUjkkvcBY0ExBxOObuTpOlDeZ2KYBmo7fvMvgGp+R nbYI4W1JvwSifsx1HGPzGQ== 0001157523-05-003010.txt : 20050401 0001157523-05-003010.hdr.sgml : 20050401 20050401144524 ACCESSION NUMBER: 0001157523-05-003010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050401 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050401 DATE AS OF CHANGE: 20050401 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: 05724858 BUSINESS ADDRESS: STREET 1: 103 POWELL COURT STREET 2: SUITE 200 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6153728500 MAIL ADDRESS: STREET 1: 103 POWELL COURT STREET 2: SUITE 200 CITY: BRENTWOOD STATE: TN ZIP: 37027 FORMER COMPANY: FORMER CONFORMED NAME: LIFEPOINT HOSPITALS LLC DATE OF NAME CHANGE: 19981207 8-K 1 a4855290.txt LIFEPOINT HOSPITALS, INC. 8-K 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): April 1, 2005 (April 1, 2005) _____________ LIFEPOINT HOSPITALS, INC. (Exact name of registrant as specified in its charter) Delaware 0-29818 52-2165845 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 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) 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): o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) o 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)) Page 1 of 4 pages Exhibit Index located on Page 4 Item 8.01. Other Events. On April 1, 2005, LifePoint Hospitals, Inc., a Delaware corporation (the "Company"), announced the sale to Health Management Associates, Inc., a Delaware corporation, of substantially all of the assets of the Company's healthcare facilities located in Bartow, Florida including Bartow Memorial Hospital and the medical office building and other businesses related thereto. A copy of the press release is attached hereto as Exhibit 99 and is incorporated by reference herein. Item 9.01. Financial Statements and Exhibits. (c) Exhibits 99 Press Release of LifePoint Hospitals, Inc., dated April 1, 2005 Page 2 of 4 pages 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. Date: April 1, 2005 LIFEPOINT HOSPITALS, INC. By: /s/ William F. Carpenter III ----------------------------------------- William F. Carpenter III Executive Vice President, General Counsel and Secretary Page 3 of 4 pages EXHIBIT INDEX Exhibit Number Description - ------ --------------------------------------------------------------------- 99 Press Release of LifePoint Hospitals, Inc., dated April 1, 2005 Page 4 of 4 pages EX-99 2 a4855290ex99.txt LIFEPOINT HOSPITALS, INC. EXHIBIT 99 Exhibit 99 LifePoint Hospitals Completes Sale of Bartow Memorial Hospital to Health Management Associates, Inc. BRENTWOOD, Tenn.--(BUSINESS WIRE)--April 1, 2005--LifePoint Hospitals, Inc. ("LifePoint Hospitals") (NASDAQ: LPNT) announced today the sale of its 56-bed Bartow Memorial Hospital, located in Bartow, Florida, to Health Management Associates, Inc. (HMA) (NYSE: HMA). Terms of the transaction were not disclosed. In commenting on the announcement, Kenneth C. Donahey, president and chief executive officer of LifePoint Hospitals, said, "We are pleased to complete the sale of Bartow Memorial Hospital, and we are confident that the hospital, its staff, and the residents of Bartow and the surrounding communities will be well served by HMA." LifePoint Hospitals, Inc. currently operates 30 hospitals in non-urban communities. In most cases, the LifePoint Hospitals facility is the only hospital in its community. LifePoint Hospitals' 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 approximately 9,900 employees. This release includes 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 our future results are beyond our ability to control or predict with accuracy. Such forward-looking statements reflect management's current expectations and beliefs, are not guarantees of performance of LifePoint Hospitals or the combined entity following completion of the Province transaction and are subject to a number of risks, uncertainties, assumptions and other factors that could cause actual results to differ from those described in the forward-looking statements. These forward-looking statements are also subject to other risks and uncertainties, including, without limitation, (i) reduction in payments to healthcare providers by government and commercial third-party payors, as well as changes in the manner in which employers provide healthcare coverage to their employees; (ii) the possibility of adverse changes in, and requirements of, applicable laws, regulations, policies and procedures, including those required by our corporate integrity agreement; (iii) our ability to manage healthcare risks, including malpractice litigation, and the lack of state and federal tort reform; (iv) the availability, cost and terms of insurance coverage; (v) the highly competitive nature of the healthcare business, including the competition to recruit and retain physicians and other healthcare professionals; (vi) the ability to attract and retain qualified management and personnel; (vii) the geographic concentration of our operations; (viii) our ability to acquire hospitals on favorable terms; (ix) our ability to operate and integrate newly acquired facilities successfully; (x) the availability and terms of capital to fund our business strategy; (xi) changes in our liquidity or indebtedness; (xii) the potential adverse impact of government investigations and litigation involving the business practices of healthcare providers, including whistleblowers investigations; (xiii) volatility in the market value of our common stock; (xiv) changes in general economic conditions in the markets we serve; (xv) our reliance on information technology systems maintained by HCA Inc.; (xvi) the costs of complying with the Americans With Disabilities Act; and (xvii) those risks and uncertainties described from time to time in our filings with the SEC, including those related to the proposed transaction between LifePoint Hospitals and Province Healthcare. Therefore, our future results may differ materially from those described in this release. We undertake 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. All references to "Company" and "LifePoint Hospitals" as used throughout this release refer to LifePoint Hospitals, Inc. and its affiliates. CONTACT: LifePoint Hospitals, Inc. Michael J. Culotta, 615-372-8512 -----END PRIVACY-ENHANCED MESSAGE-----