-----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, NXUE7kyN76cR982UzIogmJZSZtkWfQDk9p4VNrGCNRnBzqtI8kU+mSHxLo3GNHuX 6l7T+8ZbI+mVQswJMgGvuw== 0000950123-11-008943.txt : 20110204 0000950123-11-008943.hdr.sgml : 20110204 20110204060206 ACCESSION NUMBER: 0000950123-11-008943 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110131 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Other Events FILED AS OF DATE: 20110204 DATE AS OF CHANGE: 20110204 FILER: COMPANY DATA: COMPANY CONFORMED NAME: US ONCOLOGY INC CENTRAL INDEX KEY: 0000943061 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 841213501 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26190 FILM NUMBER: 11572404 BUSINESS ADDRESS: STREET 1: 16825 NORTHCHASE DR STREET 2: STE 1300 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: 2818732674 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN ONCOLOGY RESOURCES INC /DE/ DATE OF NAME CHANGE: 19950327 FILER: COMPANY DATA: COMPANY CONFORMED NAME: US Oncology Holdings, Inc. CENTRAL INDEX KEY: 0001333191 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOSPITALS [8060] IRS NUMBER: 200873619 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-126922 FILM NUMBER: 11572403 BUSINESS ADDRESS: STREET 1: 16825 NORTHCHASE DRIVE, SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77060 BUSINESS PHONE: (832) 601-8766 MAIL ADDRESS: STREET 1: 16825 NORTHCHASE DRIVE, SUITE 1300 CITY: HOUSTON STATE: TX ZIP: 77060 8-K 1 f58194e8vk.htm FORM 8-K e8vk
 
 
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 31, 2011
US Oncology Holdings, Inc.
US Oncology, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
Delaware
(State or other jurisdiction of
incorporation) 		  333-126922
0-26190
(Commission File Number) 		  90-0222104
84-1213501
(I.R.S. Employer Identification No.)
     
10101 Woodloch Forest, The Woodlands, Texas
(Address of principal executive offices) 		  77380
(Zip Code)
Registrant’s telephone number, including area code: (281) 863-1000
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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 1.02   Termination of a Material Definitive Agreement.
On January 31, 2011, US Oncology Holdings, Inc. (“Holdings”) completed its previously disclosed redemption of all of its outstanding Senior Unsecured Floating Rate Toggle Notes due 2012 (the “Floating Rate Notes”). The Floating Rate Notes were redeemed for a total of approximately $540 million, consisting of the principal amount, together with the accrued and unpaid interest thereon, thereby terminating and discharging all of Holdings’ obligations under the Floating Rate Notes and the related indenture, dated as of March 13, 2007, among Holdings, the subsidiary guarantors party thereto, and Wilmington Trust FSB (as successor to LaSalle Bank National Association), as trustee.
The Floating Rate Notes were redeemed under the terms of the previously disclosed Agreement and Plan of Merger, dated as of November 1, 2010, by and among McKesson Corporation (“McKesson”), Holdings, Utah Acquisition Corporation, a wholly owned subsidiary of McKesson, and Utah Stockholders’ Agent LLC, as Stockholders’ Agent, pursuant to which Holdings became a direct wholly owned subsidiary of McKesson.
Item 8.01   Other Events.
As previously announced, US Oncology, Inc. (the “Company”), the wholly owned subsidiary of Holdings, called for redemption all of its outstanding 9.125% Senior Secured Notes due 2017 (the “9.125% Notes”) and all of its outstanding 10.75% Senior Subordinated Notes due 2014 (the “10.75% Notes”), which is scheduled to occur on February 16, 2011 for the 9.125% Notes and February 17, 2011 for the 10.75% Notes. In accordance with the terms of the indenture, the redemption of the 9.125% Notes is subject to a “make-whole” premium, which will be computed using a discount rate equal to a Treasury rate (which is equal to the yield to maturity of the United States Treasury security selected by an independent investment bank as having a maturity comparable to the remaining term of the 9.125% Notes, which are due August 15, 2017) plus 50 basis points. The actual redemption price for the 9.125% Notes, including the “make-whole” premium, will be determined shortly before their redemption. In accordance with the terms of the indenture, the redemption of the 10.75% Notes is subject to a specified redemption price, which, in the case of any optional redemption prior to August 15, 2011, is equal to 103.583% of the outstanding principal amount of 10.75% Notes. As disclosed in Financial Note 9 to the Unaudited Condensed Consolidated Financial Statements included in McKesson’s Form 10-Q for the fiscal quarter ended December 31, 2010, McKesson determined the fair value of the 9.125% Notes to be approximately $923 million, including the associated redemption premium which was computed using a United States Treasury security maturing in August 2017, and the fair value of the 10.75% Notes to be approximately $288 million.

 

 

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 4, 2011
         
  US ONCOLOGY HOLDINGS, INC. and
US ONCOLOGY, INC.
 		  
  By:   /s/ Willie C. Bogan    
    Willie C. Bogan   
    Vice President and Secretary   
 

 

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