-----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, KY0XrgMEyU6zdH/SKxNBjDGxPgyrdSnMFNdhR8KITdzeVjgBD5+GAGd7Fcac8ICV hnBOUBoB50SQDP0ADdsvDg== 0000950144-05-009309.txt : 20050906 0000950144-05-009309.hdr.sgml : 20050905 20050906063049 ACCESSION NUMBER: 0000950144-05-009309 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050906 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050906 DATE AS OF CHANGE: 20050906 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PSYCHIATRIC SOLUTIONS INC CENTRAL INDEX KEY: 0000829608 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 232491707 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20488 FILM NUMBER: 051069040 BUSINESS ADDRESS: STREET 1: 113 SEABOARD LANE STREET 2: SUITE C-100 CITY: FRANKLIN STATE: TN ZIP: 37067 BUSINESS PHONE: 615-312-5700 MAIL ADDRESS: STREET 1: 113 SEABOARD LANE STREET 2: SUITE C-100 CITY: FRANKLIN STATE: TN ZIP: 37067 FORMER COMPANY: FORMER CONFORMED NAME: PMR CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ZARON CAPITAL INC DATE OF NAME CHANGE: 19891116 8-K 1 g97233e8vk.htm PSYCHIATRIC SOLUTIONS, INC. - FORM 8-K PSYCHIATRIC SOLUTIONS, INC. - FORM 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): September 6, 2005
 
Psychiatric Solutions, Inc.
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware   0-20488   23-2491707
(State or Other
Jurisdiction of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
840 Crescent Centre Drive, Suite 460, Franklin, Tennessee 37067
(Address of Principal Executive Offices)
(615) 312-5700
(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):
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 8.01. Other Events.
     On September 6, 2005, Psychiatric Solutions, Inc. (“the Company”) issued a press release announcing that it plans to offer 3,500,000 shares of its common stock to the public. The underwriters also have an option to purchase an additional 525,000 shares of the Company’s common stock to cover over-allotments, if any. A copy of the press release is filed as Exhibit 99 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
                 
(a)   Financial Statements of Businesses Acquired.
 
               
    None required
 
               
(b)   Pro Forma Financial Information.
 
               
    None required
 
               
(c)   Exhibits.
 
               
 
  99   Press Release of Psychiatric Solutions, Inc., dated September 6, 2005.

 


 

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.
         
  PSYCHIATRIC SOLUTIONS, INC.
 
 
  By:   /s/ Brent Turner    
    Brent Turner   
    Executive Vice President, Finance and Administration   
 
Date: September 6, 2005

 


 

INDEX TO EXHIBITS
     
Exhibit Number   Description of Exhibits
 
   
99
  Press Release of Psychiatric Solutions, Inc., dated September 6, 2005.

 

EX-99 2 g97233exv99.txt EX-99 PRESS RELEASE 09/06/05 Exhibit 99 [PSYCHIATRIC SOLUTIONS, INC. LOGO] CONTACT: Brent Turner Executive Vice President, Finance and Administration (615) 312-5700 PSYCHIATRIC SOLUTIONS ANNOUNCES PUBLIC OFFERING OF 3,500,000 SHARES OF COMMON STOCK FRANKLIN, Tenn. (September 6, 2005) - Psychiatric Solutions, Inc. ("PSI") (NASDAQ: PSYS) today announced that it plans to offer 3,500,000 shares of its common stock to the public. The underwriters also have an option to purchase an additional 525,000 shares of common stock from PSI to cover over-allotments, if any. Merrill Lynch & Co. and Citigroup Global Markets Inc. are the joint book-running managers of the offering. Raymond James & Associates, Inc., JP Morgan Securities Inc., Banc of America Securities LLC, and Avondale Partners, LLC are the co-managers of the offering. PSI intends to use the net proceeds from the offering to repay all borrowings under its revolving credit facility and the remainder for the acquisition of new inpatient facilities, the repayment of indebtedness under its senior secured term loan and general corporate purposes. The offering will be made pursuant to PSI's currently effective shelf registration statement filed with the Securities and Exchange Commission. This release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state of which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Full details of the offering, including a detailed description of PSI's common stock and certain risk factors involved in investing in PSI's common stock, are contained in a prospectus supplement and related prospectus available through Merrill Lynch & Co., Prospectus Department, 4 World Financial Center, New York, New York 10080 and Citigroup Global Markets Inc., Prospectus Department, at Brooklyn Army Terminal, 140 58th Street, 8th Floor, Brooklyn, New York 11220, telephone: (718) 765-6732, facsimile: (718) 765-6734. PSI offers an extensive continuum of behavioral health programs to critically ill children, adolescents and adults through its operation of 55 owned or leased freestanding psychiatric inpatient facilities with more than 6,400 beds in 27 states. PSI also manages freestanding psychiatric inpatient facilities for government agencies and psychiatric inpatient units within medical/surgical hospitals owned by others. -END-
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