OLSHAN OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP PARK AVENUE TOWER 65 EAST 55TH STREET NEW YORK, NEW YORK 10022 TELEPHONE: 212.451.2300 May 1, 2006 FACSIMILE: 212.451.2222 WWW.OLSHANLAW.COM DIRECT DIAL: 212-451-2333 EMAIL: SWOLOSKY@OLSHANLAW.COM BY FACSIMILE AND FEDERAL EXPRESS Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Mara L. Ransom Re: LifePoint Hospitals, Inc. PRRN14A filed on April 20, 2006 DFAN14A filed on April 21, 2006 Filed by Accipiter Life Sciences Fund, LP et al. File No. 0-51251 Dear Ms. Ransom: We acknowledge receipt of the letter of comment dated April 24, 2006 from the Staff (the "Comment Letter") with regard to the above-referenced matter. We have reviewed the Comment Letter with Accipiter Life Sciences Fund, LP ("Accipiter") and provide the following supplemental response on its behalf. Our responses are numbered to correspond to your comments. SCHEDULE 14A 1. The Staff has asked Accipiter to provide support for the statement that the multiple for the acquisition of the HCA Hospitals is equal to 10x EBITDA. During LifePoint's January 9, 2006 conference call, management estimated that EBITDA for the nine months they expected to own the facilities would be $24 to $27 million, or $34 million annualized. In LifePoint's Form 10-Q for the second fiscal quarter of 2005, LifePoint reported that the purchase price for the HCA Hospitals was $285 million plus $45 million of working capital, or a total purchase price of $330 million. The quotient obtained by dividing $330 million by $34 million is 9.7x, or approximately 10x EBITDA. See attached support for these statements. NEW JERSEY OFFICE 2001 ROUTE 46 / SUITE 202 PARSIPPANY, NEW JERSEY 07054 TELEPHONE: 973.335.7400 FACSIMILE: 973.335.8018DEFINITIVE ADDITIONAL MATERIALS FILED ON APRIL 21, 2006 2. Accipiter ensures that it will refrain from making the type of statements referred to in this comment in future communications. 3. See attached support for the peer group average as compared to LifePoint for executive compensation. * * * * * The Staff is invited to contact the undersigned with any comments or questions it may have. Very truly yours, /s/ Steven Wolosky --------------------------- Steven Wolosky Enclosures cc: Gabe Hoffman
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Accipiter Capital Management CORRESPCorrespondence with SEC
Filed: 1 May 06, 12:00am