Attached files
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): March 5, 2012
UNITED SURGICAL PARTNERS INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
| Delaware |
333-144337 |
75-2749762 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) | ||
| 15305 Dallas Parkway Suite 1600 Addison, Texas |
75001 | |||
| (Address of principal executive offices) |
(Zip code) | |||
Registrant’s telephone number, including area code: (972) 713-3500
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01 | Regulation FD Disclosure |
Attached hereto are excerpts of a Confidential Information Memorandum and presentation containing information not previously disclosed, which have been prepared in connection with a presentation made by senior officers of United Surgical Partners International, Inc. (the “Company”) on March 5, 2012 at a meeting with potential lenders related to the previously disclosed potential refinancing of the Company’s existing indebtedness. A copy of the excerpt of the Confidential Information Memorandum is attached hereto as Exhibit 99.1. A copy of the excerpt of the presentation is attached hereto as Exhibit 99.2. These materials are also available on the Company’s website at www.uspi.com.
In accordance with General Instruction B.2. of Form 8-K, the information furnished in this report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| 99.1 | Excerpt of a Confidential Information Memorandum issued by the Company on March 5, 2012 in connection with a presentation by the Company made on March 5, 2012 in New York, New York. | |
| 99.2 | Excerpt of a presentation made by the Company on March 5, 2012 in New York, New York. | |
SIGNATURE
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.
| UNITED SURGICAL PARTNERS INTERNATIONAL, INC. | ||
| By: | /s/ Mark A. Kopser | |
| Mark A. Kopser | ||
| Executive Vice President and | ||
| Chief Financial Officer | ||
| (Principal Financial Officer and duly authorized | ||
| to sign this report on behalf of the Registrant) | ||
Date: March 5, 2012
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Excerpt of a Confidential Information Memorandum issued by the Company on March 5, 2012 in connection with a presentation by the Company made on March 5, 2012 in New York, New York. | |
| 99.2 | Excerpt of a presentation made by the Company on March 5, 2012 in New York, New York. | |