-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, asckp6RHnilkWiQ5uMHH98qCryTpPN9T6FDF0TxXU5LxNxmxgMlapLppWTw7rRq/ YKLUhrsMl9mJ+oz2KPqrnw== 0000860730-94-000024.txt : 19941003 0000860730-94-000024.hdr.sgml : 19941003 ACCESSION NUMBER: 0000860730-94-000024 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940930 ITEM INFORMATION: Other events FILED AS OF DATE: 19940930 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA HCA HEALTHCARE CORP/ CENTRAL INDEX KEY: 0000860730 STANDARD INDUSTRIAL CLASSIFICATION: 8062 IRS NUMBER: 752497104 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11239 FILM NUMBER: 94551159 BUSINESS ADDRESS: STREET 1: 201 WEST MAIN STREET CITY: LOUISVILLE STATE: KY ZIP: 40202- BUSINESS PHONE: (502)-572-2000 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA HEALTHCARE CORP DATE OF NAME CHANGE: 19930830 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA HOSPITAL CORP DATE OF NAME CHANGE: 19930328 8-K 1 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 September 16, 1994 (Date of Earliest Event Reported) COLUMBIA/HCA HEALTHCARE CORPORATION (Exact name of Registrant as specified in its Charter) DELAWARE (State of Incorporation) 001-11239 75-2497104 (Commission (I.R.S. Employer File Number) Identification 201 West Main Street, Louisville, Kentucky 40202 (Address of principal executive offices) (Zip Code) (502) 572-2000 (Registrant's telephone number, including area code) ITEM 5. Other Events On September 16, 1994, Columbia/HCA Healthcare Corporation ("Columbia") consummated the acquisition of Medical Care America, Inc. ("MCA"), by means of a merger (the "Merger") of a wholly-owned subsidiary of Columbia with and into MCA. As a result of the Merger, the holders of the outstanding shares of MCA Common Stock, $.01 par value, will receive 0.7042 of a share of the Common Stock, $.01 par value, of Columbia for each share of MCA Common Stock. Columbia is currently preparing pro forma financial statements to reflect the transaction. Columbia incorporates by reference into this Current Report on Form 8-K the additional information about the Merger set forth in the joint press release of Columbia and MCA, dated September 16, 1994, a copy of which is attached as Exhibit 99 hereto. 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. COLUMBIA/HCA HEALTHCARE CORPORATION By: Stephen T. Braun Senior Vice President and General Counsel DATE: September 30, 1994 EX-99 2 EXHIBIT-99 INVESTOR CONTACT: MEDIA CONTACT: Victor L. Campbell Eve Hutcherson 615/320-2053 502/580-1517 Lee A. Wood Lindy B. Richardson 502/572-2115 502/572-2153 COLUMBIA/HCA HEALTHCARE CORPORATION AND MEDICAL CARE AMERICA COMPLETE MERGER Louisville, KY and Dallas, TX, September 16, 1994 -- Columbia/HCA Healthcare Corporation (NYSE:COL) and Medical Care America, Inc. (NYSE:MRX) today announced that they have completed their previously announced merger transaction. Under terms of the merger, Medical Care shareholders will receive 0.7042 of a share of Columbia/HCA common stock for each share of Medical Care common stock held. First Union National Bank of North Carolina has been selected as exchange agent for the transfer. First Union expects to promptly send to Medical Care shareholders the documents required for exchanging their Medical Care stock certificates for Columbia/HCA certificates. Medical Care shareholders should not submit their certificates for transfer until they receive a letter of transmittal. "Completing this merger enhances our position in many of the communities we serve," said David T. Vandewater, Chief Operating Officer of Columbia/HCA. "Medical Care's surgery centers offer an efficient setting for the growing number of surgical procedures which can be provided on an outpatient basis. This merger also improves the geographic coverage and range of services offered by Columbia/HCA networks." Columbia/HCA Healthcare Corporation is the nation's largest healthcare services provider, with 195 acute-care and specialty hospitals, and over 100 complementary outpatient healthcare facilities in 31 states, England and Switzerland. With its comprehensive delivery networks, Columbia/HCA meets the healthcare needs of its communities in a cost- effective, quality manner. # # # -----END PRIVACY-ENHANCED MESSAGE-----