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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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):
April 28, 1999 (April 12, 1999)
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PROVINCE HEALTHCARE COMPANY
(Exact name of registrant as specified in its charter)
Delaware 0-23639 62-1710772
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification
Number)
105 Westwood Place
Suite 400
Brentwood, Tennessee 37027
(Address of principal executive offices) (Zip Code)
(615) 370-1377
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
As of April 12, 1999, Province Healthcare Company (the "Company")
through its wholly-owned subsidiary PHC-Belle Glade, Inc. acquired substantially
all of the assets used in the conduct and operation of the business of Glades
General Hospital in Belle Glade, Florida from the Palm Beach County Health Care
District (the "District"). The aggregate purchase price was approximately
$15,301,000. The hospital reported net revenues of approximately $25,000,000 for
its most recent fiscal year.
Pursuant to the terms of the Asset Purchase Agreement, PHC-Belle Glade,
Inc. acquired substantially all of the assets of Glades General Hospital. These
assets included the 73-bed general acute care hospital facility, the real
property on which the facility is located and related facilities. The
approximate aggregate purchase price of $15,301,000 included a $10,301,000 cash
payment at closing and a contractual obligation to pay the District $1,000,000
on each anniversary of the closing date for five years thereafter.
In order to finance the acquisition, the Company borrowed $13,500,000
pursuant to the terms of its Revolving Credit Facility with a syndicate of banks
led by First Union National Bank, as Agent.
The Company plans to continue operating the assets acquired in the
acquisition as a 73-bed general acute care hospital. The Asset Purchase
Agreement also requires the Company to develop, construct and complete a
replacement hospital following the fifth fiscal year after the closing at a cost
of not less than $25,000,000. This commitment is contingent on Glades General
Hospital's meeting certain financial targets following the closing.
As a result of the acquisition, the Company now owns and leases 12
hospitals in eight states with a total of 881 licensed beds. The Company also
has management agreements for 52 hospitals in 19 states and Puerto Rico for a
total of 3,726 licensed beds.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired
The Company anticipates that the audited financial statements
of Glades General Hospital as of and for the fiscal year ended
September 30, 1998, will be filed by amendment.
(b) Pro Forma Financial Information.
The Company anticipates that pro forma financial statements,
giving effect to the asset purchase as if it had occurred on
March 31, 1999, as to the balance sheet, and on January 1,
1998, as to the income statement, will be filed by amendment.
(c) Exhibits:
99.1 Copy of the press release, dated April 12, 1999, relating
to the execution of a definitive agreement to acquire Glades General Hospital.
99.2 Copy of the press release, dated April 15, 1999, relating
to the completion of the Glades General Hospital acquisition.
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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 hereunto duly authorized.
PROVINCE HEALTHCARE COMPANY
By: /s/ BRENDA B. RECTOR
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Brenda B. Rector
Vice President and Controller
Date: April 28, 1999