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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
(RULE 14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
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[_] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12
National Surgery Centers, Inc.
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(Name of Registrant as Specified In Its Charter)
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NATIONAL SURGERY CENTERS, INC.
30 South Wacker Drive, Suite 2302
Chicago, Illinois 60606
NOTICE OF POSTPONEMENT
OF
ANNUAL MEETING OF STOCKHOLDERS
NOTICE IS HEREBY GIVEN that the 1998 Annual Meeting of Stockholders of
National Surgery Centers, Inc. (the "Company") scheduled for May 21, 1998, has
been postponed until further notice.
On May 6, 1998, the Company announced that a definitive agreement had been
signed to merge the Company with a subsidiary of HEALTHSOUTH Corporation (the
"Merger"). Due to the significance of the Merger and the timing of a proposed
special meeting of stockholders relating thereto (the "Special Meeting"), the
Board of Directors of the Company has determined that it is advisable and in the
best interests of the Company to postpone the Annual Meeting until after the
Special Meeting.
If the Merger is completed, HEALTHSOUTH Corporation will be the sole
stockholder of the Company and there will be no Annual Meeting involving public
stockholders. If the Merger is not completed, the Board will take such further
action following the Special Meeting as it deems appropriate to call and convene
the 1998 Annual Meeting, including the establishment of a new record date for
purposes of determining the stockholders entitled to vote at the Annual Meeting.
Proxies solicited pursuant to the Company's Notice and Proxy Statement
dated April 17, 1998, relating to the Annual Meeting will not be given any
effect at the Annual Meeting.
By Order of the Board of Directors
Bryan S. Fisher
Senior Vice President of Finance,
Chief Financial Officer, Treasurer and
Secretary
