-----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, DuyJw/VFvqpKXfRoHeJg96EKFV+XbMHC/W3nS7WOKvmS79ZoGgr1FB73ws/P2SMy OsEW/0V8JFD3muVJT9b+wA== 0001047469-03-001542.txt : 20030116 0001047469-03-001542.hdr.sgml : 20030116 20030116115302 ACCESSION NUMBER: 0001047469-03-001542 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030116 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAGELLAN HEALTH SERVICES INC CENTRAL INDEX KEY: 0000019411 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOSPITALS [8060] IRS NUMBER: 581076937 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06639 FILM NUMBER: 03515914 BUSINESS ADDRESS: STREET 1: 6950 COLUMBIA GATEWAY STREET 2: STE 400 CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 4109531000 FORMER COMPANY: FORMER CONFORMED NAME: CHARTER MEDICAL CORP DATE OF NAME CHANGE: 19920703 8-K 1 a2100966z8-k.htm 8-K
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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): January 16, 2003


Magellan Health Services, Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction
of Incorporation)

 

1-6639
(Commission File
Number)

 

58-1076937
(IRS Employer
Identification No.)

6950 Columbia Gateway Drive Suite 400
Columbia, Maryland

(Address of Principal Executive Offices)

 

21046
(Zip Code)

Registrant's telephone number, including area code:
(410) 953-1000

Not Applicable
(Former Name or Former Address, if Changed Since Last Report)




Item 5. Other Events

        On January 16, 2003, Magellan Health Services, Inc. issued a press release indicating that it is pursuing waivers to its Credit Agreement. Attached and incorporated herein by reference as Exhibit 99 is a copy of the press release dated January 16, 2003.


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

(a)
Financial Statements of business acquired: Not applicable.

(b)
Pro forma financial information: Not applicable

(c)
Exhibits:

Exhibit Number
  Description
99   Registrant's press release dated January 16, 2003.


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 hereto duly authorized.

    MAGELLAN HEALTH SERVICES, INC.

 

 

 

 
    By: /s/  MARK S. DEMILIO      
Mark S. Demilio
Executive Vice President and
Chief Financial Officer

Date: January 16, 2003




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SIGNATURES
EX-99 3 a2100966zex-99.htm EXHIBIT 99
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Exhibit 99


 

 

 

 

 

 

 
[MAGELLAN HEALTH SERVICES LOGO]

 

 

 

 

 

 

 

 

 

 

 

 

 

 
FOR IMMEDIATE RELEASE       Investor Contacts:   Melissa Rose
410-953-1218

 

 

 

 

 

 

 
            Bill Forrest
Gleacher Partners, LLC
212-418-4200

 

 

 

 

 

 

 
        Media Contact:   Erin Somers
410-953-2405

MAGELLAN PURSUING WAIVERS TO CREDIT AGREEMENT


COLUMBIA, Md.—January 16, 2002—Magellan Health Services, Inc., (OCBB:MGLH) today stated that it is continuing to pursue an amendment to its Credit Agreement that provides for a waiver of existing defaults thereunder. The Company believes that it would have obtained an extension of the prior waiver under the Credit Agreement, which expired on January 15, 2003, if not for the occurrence of an additional default caused by the order obtained by the State of Tennessee with respect to one of the Company's subsidiaries. This default has the effect of immediately accelerating the obligations under the Credit Agreement. The timing of the entry of the order did not allow the Company sufficient time to seek a modified waiver on a timely basis. The automatic acceleration under the Credit Agreement also constitutes a default under the bond indentures governing the Company's senior and subordinated notes.

        Magellan is working to have vacated or withdrawn the order obtained by the State of Tennessee and is currently in discussions with the State of Tennessee to resolve the matter. As described in the Company's recently filed Form 10-K, the State of Tennessee has obtained an order to seize possession and control of the assets of the Company's wholly owned subsidiary that contracts to provide services under the State of Tennessee's TennCare program. The subsidiary is continuing to operate while the order is pending.

        Magellan stated that its business is operating as usual and the Company continues to pay its providers, customers and employees in the ordinary course of business. The Company added that it continues to be committed to achieving a successful debt restructuring and will take all appropriate steps to achieve this goal while protecting the interests of its providers, customers and employees.

        Although Magellan is seeking appropriate waivers under the Credit Agreement and is seeking to have the order vacated or withdrawn, there can be no assurance that the Company will be successful in either of these efforts.

        Separately, Magellan stated that the subheadline of an article in today's Baltimore Sun concerning jobs at Magellan is false, irresponsible, unsupported by any facts or conversation between Magellan and the Sun, and also unsupported by the content of the article itself.

        Headquartered in Columbia, Md., Magellan Health Services, Inc. (OCBB:MGLH), is the country's leading behavioral managed care organization, with approximately 68 million covered lives. Its customers include health plans, government agencies, unions, and corporations.

        Certain of the statements made in this press release including, without limitation, statements regarding receipt of waivers under the Company's Credit Agreement and the success of any restructuring constitute forward looking statements contemplated under the Private Securities Litigation Reform Act of 1995.

        These forward looking statements are subject to known and unknown uncertainties and risks which could cause actual results to differ materially from those contemplated or implied by such forward looking



statements including: the outcome of discussions and negotiations with creditors, service issues arising with certain customers, terminations by customers, operating results or cash flows differing from those contemplated or implied by such forward looking statements, the impact of new or amended laws or regulations, governmental inquiries, outcome of ongoing litigation, interest rate increases, unanticipated increases in the costs of care and other factors.

        Any forward looking statements made in this press release are qualified in their entirety by these risks and the complete discussion of risks set forth under the caption "Cautionary Statements" in Magellan's Annual Report on Form 10-K for the year ended September 30, 2002 filed with the Securities and Exchange Commission on January 14, 2003.

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