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): October 7, 1996
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EQUIMED, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-27456 25-1668112
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(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Incorporation Identification No.)
3754 LaVista Road
Tucker, Georgia 30084-5637
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(Address of Principal (Zip Code)
Executive Offices)
(404)320-6211
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, If Changed Since Last Report)
Item 5. Other Events
On October 7, 1996, the Registrant entered into an Asset Purchase
Agreement (the "Purchase Agreement") with Physicians Resource Group, Inc., a
Delaware corporation ("PRG"), and PRG's wholly-owned subsidiary, PRG Georgia,
Inc., a Delaware corporation ("PRG Georgia"), providing for the sale by the
Registrant and the purchase by PRG Georgia of the ophthalmology physician
practice management and ambulatory surgery center business of the Registrant
(the "Ophthalmology Business"), including all items of personal property and
other assets used in connection with such business and the Registrant's
ownership interest in certain subsidiaries involved in the Ophthalmology
Business (the "Transaction"). The consideration to be provided by PRG Georgia to
the Registrant at closing is $54,563,000 in cash plus the assumption of an
estimated $14,500,000 of the Registrant's liabilities related to the
Ophthalmology Business, and a further cash amount to be provided no later than
May 15, 1997 based upon additional acquisitions of medical practices or centers
related to the Ophthalmology Business by the Registrant, PRG Georgia or another
wholly-owned subsidiary of PRG, which acquisitions are consummated by April 30,
1997 and satisfy certain conditions as provided in the Purchase Agreement. The
consummation of the Transaction is subject to receipt of all necessary
regulatory and other third party approvals and other customary conditions. Each
of the parties has certain rights to terminate the Transaction under certain
circumstances, including among others, the right of PRG Georgia to terminate at
any time prior to November 6, 1996 if, in its sole discretion, its due diligence
reveals certain material adverse conditions with respect to the Registrant, and
the right of either PRG Georgia or the Registrant to terminate the Transaction
if it is not consummated by November 30, 1996, as provided in the Purchase
Agreement.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
2.1 Asset Purchase Agreement dated as of October 7, 1996 by and among
EquiMed, Inc., Physicians Resource Group, Inc., and PRG Georgia,
Inc.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EQUIMED, INC.
(Registrant)
/s/ William E. Pritts II
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Date: October 10, 1996 By: William E. Pritts II
Title: Chief Financial Officer