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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 20, 2000
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HealthGrades.com, Inc.
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(Exact Name of Registrant Specified in Charter)
Delaware 0-22019 62-1623449
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(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
44 Union Boulevard, Suite 600
Lakewood, Colorado 80228
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (303) 716-0041
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Item 5. Other Events
On March 20, 2000, HealthGrades.com, Inc. issued a press release related to the
closing of a previously announced financing transaction. A copy of the press
release is attached to this filing as Exhibit 99.1 and is incorporated herein by
reference.
Item 7. Exhibits
99.1 Press Release dated March 20, 2000
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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.
HEALTHGRADES.COM, INC.
(Registrant)
By: /s/ D. Paul Davis
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D. Paul Davis
Executive Vice President of
Finance/Chief Financial Officer
Dated: March 21, 2000
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EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
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99.1 Press Release dated March 20, 2000
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EXHIBIT 99.1
[healthgrades.com LOGO]
CONTACT: PATRICK JAECKLE
PRESIDENT
(303) 716-0041
HEALTHGRADES.COM, INC. CLOSES $18 MILLION FINANCING
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LAKEWOOD, CO - March 20, 2000 - HealthGrades.com, Inc. (Nasdaq - HGRD) today
stated that its previously announced financing has closed. Under the terms of
the financing, HealthGrades.com, Inc. raised a total of $18 million through
investments by Essex Woodlands Health Ventures Fund IV, L.P. ("Essex"),
Chancellor V, L.P. ("Chancellor"), a fund managed by INVESCO Private Capital,
Inc., Punk, Ziegal & Company Investors, LLC and an affiliate and certain
executive officers of HealthGrades. Chancellor invested $8.43 million and
received 4,215,000 shares of HealthGrades common stock and warrants to purchase
1,475,250 shares of common stock. Essex invested $6 million and received
3,000,000 shares of common stock and warrants to purchase 1,050,000 shares of
common stock. Punk, Ziegal & Company Investors LLC and an affiliate invested a
total of $370,000 and received 185,000 shares of common stock and warrants to
purchase 64,750 shares of common stock. Finally, certain executive officers of
HealthGrades cancelled $3.2 million in indebtedness owed to them by HealthGrades
and received 1.6 million shares of common stock and warrants to purchase 560,000
shares of common stock. Each of the warrants issued to the investors will have a
five-year term and an exercise price of $4.00 per share.
Kerry R. Hicks, chief executive of HealthGrades.com, Inc. stated, "The Company
is pleased to have partnered with two of the most respected names in healthcare
financing. Through this equity infusion, we have substantially strengthened our
financial position. We are excited about the opportunity to continue to build
the HealthGrades.com brand into the nationally recognized site for health care
rating information."
The securities issued in the transaction have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from the registration
requirements.
HealthGrades.com, Inc. operates two healthcare Internet sites. HealthGrades.com
provides quality ratings on healthcare providers and facilities. ProviderWeb.net
is a subscription-based site focused on providing articles, tools and other
resources to physician practice administrators and managers.
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