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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) June 5, 1996
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PEDIATRIX MEDICAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
FLORIDA
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(State or other jurisdiction of incorporation)
0-26762 65-0271219
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(Commission File Number) (IRS Employer Identification No.)
1455 NORTHPARK DRIVE
FT. LAUDERDALE, FLORIDA 33326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (954) 384-0175
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On June 5, 1996, Pediatrix Medical Group of California, P.C., a
California professional corporation ("Buyer"), which is a separate legal entity
that contracts with Pediatrix Medical Group, Inc., a Florida corporation (the
"Registrant"), acquired the Purchased Assets (as defined) of Infant Care
Specialists Medical Group, Inc., a California professional corporation ("ICS"),
for an aggregate purchase price of $6.0 million, including payments for
signing bonuses and covenants not to compete. The amount of consideration
paid for the Purchased Assets was determined through arms' length negotiations
among representatives of the Registrant and ICS. The foregoing summary is
qualified in its entirety by the copy of the Asset Purchase Agreement attached
hereto as an exhibit.
The source of the consideration paid was a portion of the
proceeds from the Registrant's initial public offering completed in September
1995.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION
Not applicable.
(C) EXHIBITS
2.1 Agreement for Purchase and Sale of Assets,
dated June 5, 1996, among Buyer, ICS and the
shareholders of ICS.
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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 thereunto duly authorized.
PEDIATRIX MEDICAL GROUP, INC.
Dated: June 14, 1996 By: /s/ Lawrence M. Mullen
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Lawrence M. Mullen
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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2.1 Agreement for Purchase and Sale of Assets, dated June 5,
1996, among Buyer, ICS and the shareholders of ICS.
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