<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): December 6, 2000
(November 20, 2000)
------------------------------
PROVINCE HEALTHCARE COMPANY
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 0-23639 62-1710772
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
105 WESTWOOD PLACE
SUITE 400
BRENTWOOD, TENNESSEE 37027
(Address of Principal Executive Offices) (Zip Code)
(615) 370-1377
(Registrant's telephone number, including area code)
================================================================================
<PAGE> 2
ITEM 5. OTHER EVENTS
On December 5, 2000, Province Healthcare Company (the
"Company") completed the issuance and sale of $150,000,000 aggregate principal
amount of the Company's 4 1/2% Convertible Subordinated Notes due 2005 for
purchase by qualified institutional buyers under Rule 144A of the Securities Act
of 1933 (the "Notes"), $25,000,000 of which were issued and sold solely to cover
over-allotments. The Notes were sold in a private transaction to the initial
purchasers, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Suisse
First Boston Corporation, UBS Warburg LLC, First Union Securities, Inc. and
Robertson Stephens, Inc. The Notes are convertible, at the election of the
holder, into shares of the Company's Common Stock at a conversion price of
$39.67 per share.
The net proceeds of the offering will be used to repay
existing indebtedness, thereby increasing amounts available for borrowing to
fund future acquisitions, for working capital and for general corporate
purposes.
The Notes and the Common Stock issuable upon the conversion of
the Notes have not been registered under the Securities Act, or any state
securities laws, and may be offered for resale only to qualified institutional
buyers in reliance on Rule 144A under the Securities Act or pursuant to another
available exemption from the registration requirements of the Securities Act.
The Company has agreed to file a registration statement for the resale of the
Notes and the shares of Common Stock issuable upon conversion of the Notes
within 90 days after the initial closing of the offering.
<PAGE> 3
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.
PROVINCE HEALTHCARE COMPANY
By: /s/ Richard D. Gore
----------------------------------------------------
Richard D. Gore
Executive Vice President and Chief Financial Officer
Date: December 6, 2000
