AMSURG CORP
8-K, 2000-06-05
HOSPITALS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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): June 5, 2000 (May 19, 2000)
                                                    ---------------------------

                                  AMSURG CORP.
             (Exact Name of Registrant as Specified in its Charter)

                TENNESSEE                    000-22217           62-1493316
     (State or other jurisdiction of        (Commission       (I.R.S. employer
     incorporation or organization)         File Number)     identification no.)

        20 BURTON HILLS BOULEVARD
          NASHVILLE, TENNESSEE                                      37215
(Address of principal executive offices)                          (Zip code)

                                 (615) 665-1283
              (Registrant's Telephone Number, Including Area Code)



                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)


<PAGE>   2



ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.

       On May 19, 2000, AmSurg Holdings, Inc. ("AmSurg"), a subsidiary of AmSurg
Corp., purchased from PRG Nevada II, Inc. ("PRG"), a Nevada corporation, a 60%
membership interest in The Las Vegas East Ophthalmology ASC, LLC ("LLC"), a
Nevada limited liability company, which operates an ambulatory surgery center in
Las Vegas, Nevada.

       Pursuant to the terms of the Acquisition Agreement, dated January 31,
2000, by and among AmSurg Corp., Physicians Resource Group, Inc. and other
entities, AmSurg paid to PRG a purchase price of $5,199,667 in cash to PRG. The
cash used in the purchase transaction was provided primarily from borrowings
under the Company's revolving credit agreement with SunTrust Bank, Nashville.
The consideration paid to PRG was determined through arm's-length negotiations
between AmSurg and Physicians Resource Group, Inc.

ITEM 5. OTHER EVENTS.

       Simultaneous with the transaction described in Item 2 above, AmSurg
purchased from Manthei Ophthalmology Center Limited, a Nevada professional
corporation, a 5% membership interest in LLC for $137,939 in cash.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

       The business acquired did not meet the significant subsidiary tests
requiring financial reporting under Regulation S-X.

(c)    Exhibits:

       2.1      Acquisition Agreement, dated January 31, 2000, by and among
                Physicians Resource Group, Inc., AmSurg Corp. and other entities
                (incorporated by reference to Exhibit 99.1 of the Current Report
                on Form 8-K, dated February 15, 2000, of Physicians Resource
                Group, Inc.)



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<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 thereunto duly authorized.

                                    AMSURG CORP.

                                    By: /s/ Claire M. Gulmi
                                        ----------------------------------------
                                        CLAIRE M. GULMI

                                        Senior Vice President and Chief
                                        Financial Officer (Principal Financial
                                        and Duly Authorized Officer)

Date:  June 5, 2000



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<PAGE>   4

                                INDEX TO EXHIBITS

  EXHIBIT
  NUMBER                            DESCRIPTION
  ------                            -----------

    2.1         Acquisition Agreement, dated January 31, 2000, by and among
                Physicians Resource Group, Inc., AmSurg Corp. and other entities
                (incorporated by reference to Exhibit 99.1 of the Current Report
                on Form 8-K, dated February 15, 2000, of Physicians Resource
                Group, Inc.)





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