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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: December 6, 1996
MedPartners, Inc.
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(Exact Name of Registrant as Specified in its Charter)
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<S> <C> <C>
Delaware 0-27276 63-1151076
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of Incorporation File Number) Identification No.)
or Organization)
3000 Galleria Tower, Suite 1000
Birmingham, Alabama 35244
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's Telephone Number, (205) 733-8996
Including Area Code:
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ITEM 5. OTHER EVENTS
On November 30, 1996, MedPartners, Inc., a Delaware corporation ("the
Company"), acquired Drs. Sheer, Ahearn and Associates, P.A., a Florida
professional association based in Tampa, Florida ("Sheer Ahearn"). Pursuant
to the Plan and Agreement of Merger, dated as of November 30, 1996, by and
among the Company, SA Merger Corporation, a wholly owned subsidiary of the
Company, and Sheer Ahearn, SA Merger Corporation was merged with and into Sheer
Ahearn, with Sheer Ahearn surviving the merger as a wholly owned subsidiary of
the Company. Sheer Ahearn shareholders received shares of the Company's Common
Stock, par value $.001 per share (the "Common Stock"), having a total value of
$49 million.
On November 21, 1996, the Company acquired Cardinal Healthcare, P.A.,
a North Carolina professional association based in Raleigh, North Carolina
("Cardinal"). Pursuant to the Amended and Restated Plan and Agreement of
Merger, dated as of October 24, 1996, by and between the Company and Cardinal,
Cardinal was merged with and into the Company. Cardinal shareholders received
shares of Common Stock having a total value of $43 million.
For the month of October 1996, the Company's consolidated revenues and net
income were approximately $421.1 million and $11.7 million, respectively.
These results have not been restated to reflect the consummation of the
Cardinal or Sheer Ahearn transactions.
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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.
Date: December 6, 1996
MedPartners, Inc.
By /s/ Harold O. Knight, Jr.
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Harold O. Knight, Jr.
Executive Vice President
and Chief Financial Officer