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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 and Exchange Act of 1934
Date of Report (date of earliest event reported): June 5, 1997
PROMEDCO MANAGEMENT COMPANY
(Exact name of Registrant as specified in its charter)
DELAWARE 0-21373 75-2529809
(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
801 CHERRY STREET, SUITE 1450
FORT WORTH, TEXAS 76102
(Address of principal executive offices, including zip code)
(817)335-5035
(Registrant's telephone number, including area code)
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Item 2. Acquisition or Disposition of Assets
On June 5, 1997, ProMedCo Management Company ("ProMedCo" or the "Company"),
through it wholly owned subsidiary, ProMedCo of Abilene, Inc.,
("ProMedCo-Abilene"), completed the acquisition of substantially all of the
operating assets of Abilene Diagnostic Clinic, P.L.L.C. ("Abilene") including
accounts receivables, furniture and equipment and other miscellaneous assets.
The consideration for the transaction amounted to $15.1 million, consisting of
$2.5 million in cash and approximately 2.0 million shares of the Company's
common stock. The cash component consisted of $700,000 paid prior to closing and
$1.8 million paid at closing. The stock component will be issued in January
1998. Information concerning the Abilene acquisition was previously reported by
the Company in its registration statement on Form S-1 (File No. 333-10557) and
the related prospectus dated March 12, 1997.
Item 7. Financial Statements and Exhibits
Financial Statements
(a) and (b) Financial statements of Abilene and certain pro forma
financial information relating to the Abilene acquisition were previously
reported in the Company's registration statement on Form S-1 (File No.
333-10557) and its related prospectus dated March 12, 1997.
Exhibits
(c) The Asset Purchase Agreement by and amoung ProMedCo, Inc., ProMedCo of
Abilene, Inc. and Abilene Diagnostic Clinic, P.L.L.C. as of January 19, 1996 and
the Service Agreement by and between ProMedCo of Abilene, Inc. and Abilene
Diagnostic Clinic, P.L.L.C. as of January 19, 1996 are incorporated herein by
reference to Exhibit #2 and Exhibit #10.2, respectively, to the Company's
registration statement on Form S-1 (File No. 333-10557).
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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 hereunto duly authorized.
PROMEDCO MANAGEMENT COMPANY
By: /s/ Robert D. Smith
Robert D. Smith
Chief Accounting Officer
Date: June 19, 1997
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