-----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, VWKkrOY69K0uUWrOIaj2E+u3NRBERTSTz6CkNUlqKvqSaFRuUYXBfgSnKHmWfs6d mfMQqzI335C4d/kFcGPtQw== 0001299239-04-000005.txt : 20041005 0001299239-04-000005.hdr.sgml : 20041005 20041005123045 ACCESSION NUMBER: 0001299239-04-000005 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041001 FILED AS OF DATE: 20041005 DATE AS OF CHANGE: 20041005 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAK INVESTMENT PARTNERS X LTD PARTNERSHIP CENTRAL INDEX KEY: 0001131676 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20488 FILM NUMBER: 041065035 BUSINESS ADDRESS: STREET 1: ONEGORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2032268346 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LAMONT ANN H CENTRAL INDEX KEY: 0001199270 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20488 FILM NUMBER: 041065036 BUSINESS ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2032268346 MAIL ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: OAK X AFFILIATES FUND LP CENTRAL INDEX KEY: 0001143824 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20488 FILM NUMBER: 041065034 BUSINESS ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2032268346 MAIL ADDRESS: STREET 1: ONE GORHAM ISLAND CITY: WESTPORT STATE: CT ZIP: 06880 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2004-10-01 1 0000829608 PSYCHIATRIC SOLUTIONS INC PSYS 0001199270 LAMONT ANN H C/O OAK INVESTMENT PARTNERS ONE GORHAM ISLAND WESTPORT CT 06880 1 0 1 0 0001131676 OAK INVESTMENT PARTNERS X LTD PARTNERSHIP ONE GORHAM ISLAND WESTPORT CT 06880 0 0 1 0 0001143824 OAK X AFFILIATES FUND LP ONE GORHAM ISLAND WESTPORT CT 06880 0 0 1 0 Common Stock 2004-10-01 4 C 0 1248000 A 1248000 I See Note Common Stock 2004-10-01 4 J 0 1248000 D 0 I See Note Common Stock 11975 D Series A Preferred Stock 2004-10-01 4 C 0 1248000 D Common Stock 1248000 541455 I See Note Series A Preferred Stock Common Stock 28727 28727 I See Note Represents the number of shares of Common Stock issued to such Reporting Person upon the conversion of shares of Series A Preferred Stock as reported in Table II. The conversion price of the Series A Preferred Stock was approximately $5.50 per share. Represents shares directly owned by Oak Investment Partners X, Limited Partnership ("Oak X, L.P."). On October 1, 2004, Oak X, L.P. made an in-kind distribution, without any additional consideration, of Common Stock to the limited and general partners of Oak X, L.P. In turn, the general partner made an in-kind distribution of the shares it received to its members. Represents shares directly owned by Ann H. Lamont, a director of the Psychiatric Solutions Inc., and received as part of the distribution described in footnote 3. This acquisition merely reflects a change in beneficial ownership from indirect to direct. No other Reporting Person has any pecuniary interest in these shares. Each share of Series A Preferred Stock is initially convertible into 1 share of Common Stock at a conversion price of $5.50 per share. The conversion price remains subject to adjustment pursuant to the terms of the Series A Preferred Stock. The Series A Preferred Stock is immediately convertible. The conversion feature continues indefinitely. As the transaction involves the conversion of a derivative security, no information is required to be included in Column 8 of Table II, in accordance with general instruction 4(c)(iii). Such Series A Preferred Stock have accrued paid-in-kind dividends equal to 120,898 shares of Common stock as of October 1, 2004, which shares have not been paid. Such Series A Preferred Stock have accrued paid-in-kind dividends equal to 1,941 shares of Common stock as of October 1, 2004, which shares have not been paid. Represents shares directly owned by Oak X Affiliates Fund, Limited Partnership ("Oak X Affiliates, L.P."). Remarks Ann H. Lamont is a Director of Psychiatric Solutions, Inc. Ms. Lamont is a Managing Member of Oak Associates X, L.L.C., the General Partner of Oak X, L.P.; and a Managing Member of Oak X Affiliates, L.L.C., the General Partner of Oak X Affiliates, L.P. Oak X, L.P. and Oak X Affiliates, L.P. are no longer subject to Section 16 because the Reporting Persons are no longer 10% owners. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such Reporting Person, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any such securities for purposes of Section 16 or for any other purpose. Ann H. Lamont 2004-10-05 Ann H. Lamont, Managing Member of Oak Associates X, L.L.C., the General Partner of Oak Investment Partners X, Limited Partnership 2004-10-05 Ann H. Lamont, Managing Member of Oak X Affiliates, L.L.C., the General Partner of Oak X Affiliates Fund, Limited Partnership 2004-10-05 -----END PRIVACY-ENHANCED MESSAGE-----