UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of theSecurities Exchange
Act of 1934
Date of Report (Date of earliest event reported) May 21,
1999
COASTAL PHYSICIAN GROUP, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-13460 56-1379244
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
2828 CROASDAILE DRIVE, DURHAM, NC 27705
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code(919)383-0
355
N/A
(Former name or former address, if changed since last report
)
Item 5. - Other Events.
On May 21, 1999, the Registrant issued the news release
attached as an exhibit.
Item 7. Financial Statements and Exhibits.
Exhibits
Exhibit 99 - News Release dated May 21, 1999
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.
COASTAL PHYSICIAN GROUP, INC.
(Registrant)
Date: May 21, 1999 By: /S/ Steven M. Scott, M.D.
Steven M. Scott, M.D.
President and Chief
Executive Officer
Date: May 21, 1999 By: /S/ W. Randall Dickerson
W. Randall Dickerson
Executive Vice
President and Chief
Financial Officer
EXHIBIT INDEX
Exhibit 99 - News Release dated May 21, 1999
COASTAL PHYSICIAN GROUP, INC. AGREES TO ACQUIRE OPERATIONS
OF STERLING HEALTHCARE GROUP, INC.
AS PART OF FPA PLAN OF REORGANIZATION
DURHAM, NC, MAY 21, 1999 -- COASTAL PHYSICIAN GROUP,
INC. (OTC:ERDR) ("Coastal") today announced that it has
reached agreement to acquire the operations of Sterling
Healthcare Group, Inc. ("Sterling"). Sterling is a wholly
owned subsidiary of FPA Medical Management, Inc. ("FPA")
headquartered in Miami, Florida. The proposed asset
purchase agreement and subsequent closing of the acquisition
are subject to review and approval by the United States
Bankruptcy Court for the District of Delaware under a plan
of reorganization proposed by FPA. FPA filed for protection
from its creditors under Chapter 11 of the US Bankruptcy
Code in July 1998. Sterling currently provides emergency
medicine practice management services to approximately 124
hospitals primarily in the southeastern United States.
Based on the announcement in Court on May 20, 1999,
that all major creditor constituencies had approved the
proposed transaction in principle, Court approval is
expected as early as May 24, 1999. Closing of the
transaction is expected to occur in June 1999. The plan of
reorganization provides for the disposition of substantially
all of FPA's operations in a transaction valued at $108.2
million. The FPA assets include, in addition to Sterling,
certain physician practice management and clinical
operations in Charlotte, Atlanta, Kansas City, San Antonio
and throughout the state of Florida. The clinical
operations in Charlotte and Atlanta will be acquired by
Stoneybrook Capital, a separate entity owned by Steven M.
Scott, M.D., Chairman and Chief Executive Officer of
Coastal. The other clinical operations will be acquired by
unrelated parties.
As part of the proposed reorganization transaction,
Coastal will pay approximately $69 million and will assume
$20 million of certain current operating liabilities of
Sterling. National Century Financial Enterprises, Inc.,
Dublin, Ohio has committed to provide financing to Coastal.
Dr. Scott stated, "We believe that combining these two
organizations will create a powerful market presence. The
addition of Sterling nearly doubles the size of Coastal's
emergency medicine business and positions Coastal as one of
the largest emergency medicine physician practice management
companies in the nation. The driving force in both groups
has been providing outstanding care to patients, providing
the best possible services to our clients and maintaining
strong relationships with physicians. This combination is
the product of the diligent efforts of the management of FPA
and Coastal and also their respective advisors under
extraordinarily difficult circumstances and time
constraints."
Coastal Physician Group, Inc. is an emergency medicine
physician management company and provides certain core
competencies to physicians and hospitals throughout the
United States.
Forward-looking Information or Statements: Except
for statements of historical fact, certain
statements made herein are forward-looking in
nature and are inherently subject to
uncertainties. The actual results of the Company
may differ materially from those reflected in the
forward-looking statements based on a number of
important risk factors, including, but not limited
to: the level and timing of improvements in the
combined operations of the Company's businesses;
the possibility that the Company may not be able
to improve operations or execute its strategy as
planned; and other important factors discussed
above under "Other Trends and Uncertainties" and
disclosed from time to time in the Company's Form
10-K, Form 10-Q and other Securities and Exchange
Commission filings.
