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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): AUGUST 4, 2000
RAMSAY YOUTH SERVICES, INC.
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(Exact name of Registrant as Specified in its Charter)
DELAWARE 0-13849 63-087532
(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
Columbus Center 33134
One Alhambra Plaza, Suite 750 (Zip Code)
CORAL GABLES, FLORIDA
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(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (305) 569-6993
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On August 4, 2000, Ramsay Youth Services, Inc. (the "Company")
consummated the acquisition of the operating assets of Charter Behavioral Health
System of Manatee Palms, L.P. ("Manatee Palms") and the corresponding real
estate (collectively the "Acquired Assets") from Charter Behavioral Health
Systems, LLC and Crescent Real Estate Funding VII, L.P., respectively, (the
"Sellers") for a cash purchase price of $7,700,000. The purchase price for the
Acquired Assets was based on arms length negotiations between the Company and
the Sellers. The purchase was financed with proceeds from the Company's amended
senior credit facility with Fleet Capital Corporation. Manatee Palms used the
Acquired Assets to provide education, treatment and aftercare services for
at-risk and troubled youth, the Company intends to use these assets in the same
manner.
Included as Exhibits 2.17, 2.18, 2.19 and 2.20 are the Asset Purchase
Agreement, First Amendment to Asset Purchase Agreement, Second Amendment to
Asset Purchase Agreement and Real Estate Purchase Agreement and as such, the
foregoing description is qualified in its entirety by reference to and
incorporation of the terms and provisions thereof.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(a) Financial Statements of Business Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Exhibits.
Exhibit 2.17 Asset Purchase Agreement dated as of May 19, 2000 by
and among the Company, Charter Behavioral Health
Systems, LLC, the Charter Subsidiaries, Charter
Advantage, LLC and Charter Managed Care Services, LLC
(incorporated by reference to Exhibit 2.17 to the
Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 2000)
Exhibit 2.18 First Amendment to Asset Purchase Agreement dated as
of June 28, 2000 by and among the Company, Charter
Behavioral Health Systems, LLC, Charter Behavioral
Health System of Manatee Palms, LP, Charter
Behavioral Health System at Manatee Adolescent
Treatment Services, LP, Charter Advantage, LLC and
Charter Managed Care Services, LLC (incorporated by
reference to Exhibit 2.18 to the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30,
2000)
Exhibit 2.19 Second Amendment to Asset Purchase Agreement dated
July 18, 2000 by and among the Company, Charter
Behavioral Health Systems, LLC, Charter Behavioral
Health System of Manatee Palms, LP, Charter
Behavioral Health System at Manatee Adolescent
Treatment Services, LP, Charter Advantage, LLC and
Charter Managed Care Services, LLC (incorporated by
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reference to Exhibit 2.19 to the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30,
2000)
Exhibit 2.20 Real Estate Purchase Agreement dated June 22, 2000 by
and among the Company and Crescent Real Estate
Funding VII, L.P. (incorporated by reference to
Exhibit 2.20 to the Company's Quarterly Report on
Form 10-Q for the quarter ended June 30, 2000)
Exhibit 10.146 Sixth Amendment to Loan and Security Agreement dated
as of August 4, 2000 by and among the Company, the
subsidiaries of the Company and Fleet Capital
Corporation, as agent and lender. Pursuant to Reg.
S-K, Item 601(b)(2), the Company agrees to furnish a
copy of the Schedules and Exhibits to such Agreement
to the Commission upon request (incorporated by
reference to Exhibit 10.146 to the Company's
Quarterly Report on Form 10-Q for the quarter ended
June 30, 2000)
Exhibit 99.16 Press release dated August 4, 2000 (incorporated by
reference to Exhibit 99.16 to the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30,
2000
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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.
RAMSAY YOUTH SERVICES, INC.
Date: August 14, 2000 BY: /s/ MARCIO C. CABRERA
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Name: Marcio C. Cabrera
Title: Executive Vice President and
Chief Financial Officer
