-----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, I7AEMBkwUAi7w2Mcp5VjE2YXnT18XSZDqgB2kxxnieA4451uzay/phCIoXo8+Igy bxN4n/oVBz+1yOrANj/AYA== 0001047469-03-006287.txt : 20030220 0001047469-03-006287.hdr.sgml : 20030220 20030220170228 ACCESSION NUMBER: 0001047469-03-006287 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20030220 GROUP MEMBERS: CGJR CAPITAL MANAGEMENT, INC. GROUP MEMBERS: CGJR HEALTH SERVICES PRIVATE EQUITIES, L.P. GROUP MEMBERS: CGJR II, L.P. GROUP MEMBERS: CGJR/MF III, L.P. GROUP MEMBERS: DAVID WARD GROUP MEMBERS: MARTIN R. FELSENTHAL GROUP MEMBERS: SALIX AFFILIATES II, L.P. GROUP MEMBERS: SALIX DONOVAN, LLC GROUP MEMBERS: SALIX IVY, LLC GROUP MEMBERS: SALIX MANAGEMENT CORP. GROUP MEMBERS: SALIX PARTNERS II GROUP MEMBERS: SALIX POU, LLC GROUP MEMBERS: SALIX VENTURES II, L.P. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GRANT CHRISTOPHER JR CENTRAL INDEX KEY: 0001215553 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: C/O SALIX VENTURES STREET 2: 300 BRICKSTONE SQ CITY: ANDOVER STATE: MA ZIP: 01810 SUBJECT COMPANY: 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: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-42752 FILM NUMBER: 03574754 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: ZARON CAPITAL INC DATE OF NAME CHANGE: 19891116 FORMER COMPANY: FORMER CONFORMED NAME: PMR CORP DATE OF NAME CHANGE: 19920703 SC 13G 1 a2104104zsc13g.txt SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ---------- SCHEDULE 13G (RULE 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO._____)(1) Psychiatric Solutions, Inc. ---------------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value per share ---------------------------------------------------------------- (Title of Class of Securities) 74439H 10 8 ---------------------------------------------------------------- (CUSIP Number) February 4, 2003 ---------------------------------------------------------------- (Date of Event which requires filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: / / Rule 13d-1(b) /X/ Rule 13d-1(c) / / Rule 13d-1(d) - ---------- (1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, SEE the NOTES). Cusip No. 74439H 10 8 13G Page 2 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Ventures II, L.P. 62-1815941 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power 694,366 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power Not applicable With: (7) Sole Dispositive Power 694,366 shares of Common Stock (8) Shared Dispositive Power Not applicable
9. Aggregate Amount Beneficially Owned by Each Reporting Person 694,366 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.2% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 3 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Affiliates II, L.P. 06-1596864 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power 32,906 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power Not applicable With: (7) Sole Dispositive Power 32,906 shares of Common Stock (8) Shared Dispositive Power Not applicable
9. Aggregate Amount Beneficially Owned by Each Reporting Person 32,906 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 0.4% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 4 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Partners II 62-1815944 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Tennessee Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 5 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Donovan, LLC 62-1815942 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* OO-LLC SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 6 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Ivy, LLC 01-0562567 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* OO-LLC SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 7 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Pou, LLC 61-1409110 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* OO-LLC SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 8 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Salix Management Corp. 62-1719278 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* CO SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 9 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) David Ward 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization United States Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* IN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 10 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Christopher Grant, Jr. 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization United States Number of Shares (5) Sole Voting Power 1,200 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power 934,303 shares of Common Stock With: (7) Sole Dispositive Power 1,200 shares of Common Stock (8) Shared Dispositive Power 934,303 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 935,503 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 11.0% 12. Type of Reporting Person* IN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 11 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) Martin R. Felsenthal 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization United States Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 727,272 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 727,272 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 727,272 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 8.6% 12. Type of Reporting Person* IN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 12 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) CGJR II, L.P. 62-1622325 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power 57,424 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power Not applicable With: (7) Sole Dispositive Power 57,424 shares of Common Stock (8) Shared Dispositive Power Not applicable
9. Aggregate Amount Beneficially Owned by Each Reporting Person 57,424 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 0.7% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 13 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) CGJR/MF III, L.P. 62-1622326 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power 32,362 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power Not applicable With: (7) Sole Dispositive Power 32,362 shares of Common Stock (8) Shared Dispositive Power Not applicable
9. Aggregate Amount Beneficially Owned by Each Reporting Person 32,362 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 0.4% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 14 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) CGJR Health Care Services Private Equities, L.P. 62-1600950 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Delaware Number of Shares (5) Sole Voting Power 117,245 shares of Common Stock Beneficially Owned by Each Reporting Person (6) Shared Voting Power Not applicable With: (7) Sole Dispositive Power 117,245 shares of Common Stock (8) Shared Dispositive Power Not applicable
9. Aggregate Amount Beneficially Owned by Each Reporting Person 117,245 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 1.5% 12. Type of Reporting Person* PN SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 15 of 24 pages 1. Names of Reporting Persons I.R.S. Identification Nos. of Above Persons (entities only) CGJR Capital Management, Inc. 62-1600948 2. Check the Appropriate Box if a Member of a Group* (a) / / (b) /X/ 3. SEC Use Only 4. Citizenship or Place of Organization Tennessee Number of Shares (5) Sole Voting Power Not applicable Beneficially Owned by Each Reporting Person (6) Shared Voting Power 207,031 shares of Common Stock With: (7) Sole Dispositive Power Not applicable (8) Shared Dispositive Power 207,031 shares of Common Stock
9. Aggregate Amount Beneficially Owned by Each Reporting Person 207,031 shares of Common Stock 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares* / / 11. Percent of Class Represented by Amount in Row (9) 2.7% 12. Type of Reporting Person* CO SEE INSTRUCTIONS BEFORE FILLING OUT! Cusip No. 74439H 10 8 13G Page 16 of 24 pages Schedule 13G Amendment No. __* Common Stock Par Value $0.01 CUSIP No. 74439H 10 8 ITEM 1(a) NAME OF ISSUER: Psychiatric Solutions, Inc. ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 113 Seaboard Lane, Suite C-100 Franklin, Tennessee 37067 ITEM 2(a) NAME OF PERSON FILING: Salix Ventures II, L.P. Salix Affiliates II, L.P. Salix Partners II Salix Donovan, LLC Salix Ivy, LLC Salix Pou, LLC Salix Management Corp. David Ward Christopher Grant, Jr. Martin R. Felsenthal CGJR II, L.P. CGJR/MF III, L.P. CGJR Health Care Services Private Equities, L.P. CGJR Capital Management, Inc. ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: c/o Salix Management Corp. 30 Burton Hills Blvd., Suite 370 Nashville, Tennessee 37215 ITEM 2(c) CITIZENSHIP: Please refer to Item 4 on each cover sheet for each filing person. ITEM 2(d) TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.01 per share ITEM 2(e) CUSIP NUMBER: 74439H 10 8 ITEM 3 Not applicable ITEM 4 OWNERSHIP. On January 6, 2003, Salix Ventures II, L.P. ("Salix Ventures") and Salix Affiliates II, L.P. ("Salix Affiliates" and together with Salix Ventures, the "Salix Entities") entered into a stock purchase agreement Cusip No. 74439H 10 8 13G Page 17 of 24 pages with the Issuer and other investors in connection with a private placement of shares of Series A convertible preferred stock by the Issuer. Pursuant to such agreement, the Salix Entities have agreed to purchase an aggregate of 727,272 shares of the Issuer's Series A convertible preferred stock. Each share of Series A convertible preferred stock is initially convertible into one share of common stock, subject to further adjustment. The closings of the transactions contemplated by the stock purchase agreement have not yet occurred, but the Issuer received stockholder approval of such transactions on February 4, 2003. This Statement on Schedule 13G is being filed assuming that the pending unconsummated transactions described herein will be consummated. The approximate percentages of shares of common stock reported as beneficially owned by the Reporting Persons is based upon 7,738,641 shares of common stock outstanding as of January 3, 2003, as reported by the Issuer to the Reporting Persons, plus shares issuable upon conversion of preferred stock or exercise of options to acquire common stock as described in the following three sentences. Amounts shown as beneficially owned by each of Salix Ventures, Salix Partners II ("Salix Partners"), Salix Donovan, LLC ("Salix Donovan"), Salix Ivy, LLC ("Salix Ivy"), Salix Pou, LLC ("Salix Pou"), Salix Management Corp. ("Salix Management"), David Ward, Christopher Grant, Jr. and Martin R. Felsenthal include the 694,366 shares of common stock into which the shares of Series A convertible preferred stock to be purchased by Salix Ventures pursuant to the stock purchase agreement may be converted. Amounts shown as beneficially owned by each of Salix Affiliates, Salix Partners, Salix Donovan, Salix Ivy, Salix Pou, Salix Management, David Ward, Christopher Grant, Jr. and Martin R. Felsenthal include the 32,906 shares of common stock into which the shares of Series A convertible preferred stock to be purchased by Salix Affiliates pursuant to the stock purchase agreement may be converted. Amounts shown as beneficially owned by Christopher Grant, Jr. include currently exercisable options to purchase 1,200 shares of common stock held by Mr. Grant. By making this filing, the Reporting Persons acknowledge that they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, in connection with the securities of the Issuer. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of all shares of common stock or securities convertible into or exercisable for common stock other than any shares or other securities reported herein as being owned by it, him or her, as the case may be. Please see Items 5, 6, 7, 8, 9 and 11 for each cover sheet for each filing entity. ITEM 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: / / ITEM 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Not applicable ITEM 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable ITEM 8 IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Cusip No. 74439H 10 8 13G Page 18 of 24 pages Not applicable ITEM 9 NOTICE OF DISSOLUTION OF GROUP. Not applicable ITEM 10 CERTIFICATIONS. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. Cusip No. 74439H 10 8 13G Page 19 of 24 pages After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. SIGNATURE: Dated: February 5, 2003 Entities: Salix Ventures II, L.P. Salix Affiliates II, L.P. Salix Partners II Salix Donovan, LLC Salix Ivy, LLC Salix Pou, LLC Salix Management Corp. CGJR II, L.P. CGJR/MF III, L.P. CGJR Health Care Services Private Equities, L.P. CGJR Capital Management, Inc. By: /s/ David Ward ------------------------------ David Ward, as General Partner, Manager or as Attorney-in-fact for the above-listed entities Individuals: David Ward Christopher Grant, Jr. Martin R. Felsenthal By: /s/ David Ward ------------------------------ David Ward, Individually and as Attorney-in-fact for the above-listed individuals Cusip No. 74439H 10 8 13G Page 20 of 24 pages INDEX TO EXHIBITS
Page ---- EXHIBIT A Agreement of Reporting Persons 21 EXHIBIT B Power of Attorney 22
EX-99.A 3 a2104104zex-99_a.txt EXHIBIT 99A EXHIBIT 99(A) Cusip No. 74439H 10 8 13G Page 21 of 24 pages EXHIBIT A AGREEMENT OF REPORTING PERSONS Each of the undersigned hereby agrees that the Schedule 13G filed on the date hereof with respect to the shares of common stock of Psychiatric Solutions, Inc. has been filed on behalf of the undersigned. SIGNATURE: Dated: February 5, 2003 Entities: Salix Ventures II, L.P. Salix Affiliates II, L.P. Salix Partners II Salix Donovan, LLC Salix Ivy, LLC Salix Pou, LLC Salix Management Corp. CGJR II, L.P. CGJR/MF III, L.P. CGJR Health Care Services Private Equities, L.P. CGJR Capital Management, Inc. By: /s/ David Ward ------------------------------ David Ward, as General Partner, Manager or as Attorney-in-fact for the above-listed entities Individuals: David Ward Christopher Grant, Jr. Martin R. Felsenthal By: /s/ David Ward ------------------------------ David Ward, Individually and as Attorney-in-fact for the above-listed individuals EX-99.B 4 a2104104zex-99_b.txt EXHIBIT 99B EXHIBIT 99(B) Cusip No. 74439H 10 8 13G Page 22 of 24 pages EXHIBIT B POWER OF ATTORNEY The undersigned hereby make, constitute and appoint each of DAVID WARD, CHRISTOPHER GRANT, JR. AND ROBERT D. IVY, acting jointly or individually, with full power of substitution, the true and lawful attorney-in-fact for the undersigned, in the undersigned's name, place and stead and on the undersigned's behalf, to complete, execute and file with the United States Securities and Exchange Commission (the "Commission"), statement(s) on Schedule 13G and/or 13D with respect to the securities of PSYCHIATRIC SOLUTIONS, INC., a DELAWARE corporation, and any and all amendments thereto pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder, and any other forms, certificates, documents or instruments (including a Joint Filing Agreement) that the attorneys-in-fact (or any of them) deem necessary or appropriate in order to enable the undersigned to comply with the requirements of said Section 13(d) and said rules and regulations. This Power of Attorney shall remain in effect for a period of five years from the date hereof or until such earlier date as a written revocation thereof is filed with the Commission. Dated: February 5, 2003 Salix Ventures II, L.P. By: Salix Partners II, its general partner By: /s/ David Ward ----------------------------------- Name: David Ward Title: General Partner Salix Affiliates II, L.P. By: Salix Partners II, its general partner By: /s/ David Ward ----------------------------------- Name: David Ward Title: General Partner Salix Partners II By: /s/ David Ward ----------------------------------- Name: David Ward Title: General Partner Cusip No. 74439H 10 8 13G Page 23 of 24 pages Salix Donovan, LLC By: /s/ David Ward ----------------------------------- Name: David Ward Title: Manager Salix Ivy, LLC By: /s/ David Ward ----------------------------------- Name: David Ward Title: Manager Salix Pou, LLC By: /s/ David Ward ----------------------------------- Name: David Ward Title: Manager Salix Management Corp. By: /s/ Christopher Grant, Jr. ----------------------------------- Name: Christopher Grant, Jr. Title: President /s/ David Ward - --------------------------------------- David Ward /s/ Christopher Grant, Jr. - --------------------------------------- Christopher Grant, Jr. /s/ Martin R. Felsenthal - --------------------------------------- Martin R. Felsenthal Cusip No. 74439H 10 8 13G Page 24 of 24 pages CGJR II, L.P. By: CGJR Capital Management, Inc., its general partner By: /s/ Christopher Grant, Jr. ----------------------------------- Name: Christopher Grant, Jr. Title: President CGJR/MF III, L.P. By: CGJR Capital Management, Inc., its general partner By: /s/ Christopher Grant, Jr. ----------------------------------- Name: Christopher Grant, Jr. Title: President CGJR Health Care Services Private Equities, L.P. By: CGJR Capital Management, Inc., its general partner By: /s/ Christopher Grant, Jr. ----------------------------------- Name: Christopher Grant, Jr. Title: President CGJR Capital Management, Inc. By: /s/ Christopher Grant, Jr. ----------------------------------- Name: Christopher Grant, Jr. Title: President -----END PRIVACY-ENHANCED MESSAGE-----