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As filed with the Securities and Exchange Commission on October 13, 1998
Registration No. 333-58297
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-4
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
--------------------------
PHYCOR, INC.
(Exact Name of Registrant as Specified in its Charter)
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<S> <C> <C>
TENNESSEE 8099 62-1344801
(State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer
Incorporation or Organization) Classification Code Number) Identification Number)
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30 BURTON HILLS BLVD., SUITE 400
NASHVILLE, TENNESSEE 37215
(615) 665-9066
(Address, Including Zip Code, and Telephone Number
Including Area Code, of Registrant's Principal Executive Offices)
JOSEPH C. HUTTS
CHAIRMAN OF THE BOARD,
PRESIDENT AND CHIEF EXECUTIVE OFFICER
PHYCOR, INC.
30 BURTON HILLS BOULEVARD, SUITE 400
NASHVILLE, TENNESSEE 37215
(615) 665-9066
(Name, Address, Including Zip Code, and Telephone Number
Including Area Code, of Agent for Service)
--------------------
COPIES TO:
J. CHASE COLE, ESQ. SCOTT L. GELBAND, ESQ.
WALLER LANSDEN DORTCH & DAVIS, PERKINS COIE LLP
A PROFESSIONAL LIMITED LIABILITY COMPANY 1201 THIRD AVENUE
NASHVILLE CITY CENTER 40TH FLOOR
511 UNION STREET, SUITE 2100 SEATTLE, WASHINGTON 98101-3099
NASHVILLE, TENNESSEE 37219 (206) 583-8888
(615) 244-6380
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If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, check the following box and
list the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [X] 333-45017
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THIS POST-EFFECTIVE AMENDMENT SHALL BECOME EFFECTIVE IN ACCORDANCE WITH
SECTION 8(A) OF THE SECURITIES ACT OF 1933.
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DEREGISTRATION OF COMMON STOCK
This Post-Effective Amendment is being filed by PhyCor, Inc. (the
"Company") for the purpose of deregistering 176 shares of Common Stock, no par
value per share, of the Company registered pursuant to this Registration
Statement on Form S-4 which became effective on July 1, 1998 and is being filed
in accordance with the undertaking of the Company contained in Part II of the
Registration Statement. The shares being deregistered were not issued in the
transaction covered by the Registration Statement because of the payment of cash
in lieu of fractional shares.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant has duly caused this Post-Effective Amendment No. 1 to Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Nashville, State of Tennessee, on October 12, 1998.
PHYCOR, INC.
By: /s/ Joseph C. Hutts
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Joseph C. Hutts
Chairman of the Board, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 1 to Registration Statement has been signed by the
following persons in the capacities and on the dates indicated.
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NAME TITLE DATE
- ---- ----- ----
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/s/ Joseph C. Hutts Chairman of the Board, President, Chief October 12, 1998
- ------------------------------- Executive Officer (Principal Executive
Joseph C. Hutts Officer) and Director
/s/ John K. Crawford Chief Financial Officer (Principal October 12, 1998
- ------------------------------- Financial and Accounting Officer)
John K. Crawford
- ------------------------------- Director October __, 1998
Ronald B. Ashworth
* Director October 12, 1998
- -------------------------------
Sam A. Brooks, Jr.
* Executive Vice President, Operations October 12, 1998
- ------------------------------- and Director
Thompson S. Dent
* Director October 12, 1998
- -------------------------------
Winfield Dunn
Director October __, 1998
- -------------------------------
C. Sage Givens
* Director October 12, 1998
- -------------------------------
Joseph A. Hill, M.D.
* Director October 12, 1998
- -------------------------------
Kay Coles James
* Director October 12, 1998
- --------------------------------
James A. Moncrief, M.D.
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* Executive Vice President, Development October 12, 1998
- -------------------------------- and Director
Derril W. Reeves
* Executive Vice President, Corporate October 12, 1998
- --------------------------------- Services and Director
Richard D. Wright
*By: /s/ Joseph C. Hutts
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Joseph C. Hutts, as Attorney-in-Fact
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