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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) December 1, 2000
Physicians Resource Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-13778 76-0456864
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14800 Landmark Blvd., Suite 500, Dallas, TX 75240
Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 892-7200
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Item 3. Bankruptcy or Receivership
On December 1, 2000 (the "Confirmation Date"), the United States Bankruptcy
Court for the Northern District of Texas, Dallas Division entered an order (the
"Confirmation Order") confirming the Modified First Amended Joint Liquidating
Plan (the "Plan") proposed by Physicians Resource Group, Inc. (the "Company")
and EyeCorp, Inc. ("EyeCorp") under Chapter 11 of the United States Bankruptcy
Code (PRG and EyeCorp are collectively referred to in this report as the
"Debtors"). No appeal of the Confirmation Order has been filed, and the
deadline for filing a timely appeal has expired. It is anticipated that the
effective date of the Plan (the "Effective Date") will occur on or about
December 15, 2000.
The Plan contemplates the eventual liquidation of the Debtors. Many of the
Debtors' assets have been or are in the process of being liquidated, and the
Plan contemplates that the remaining unliquidated assets (primarily subsidiaries
of the Company and EyeCorp and causes of action of their respective bankruptcy
estates) will be liquidated after the Effective Date by the Liquidation Agent.
In accordance with the Plan, on the Confirmation Date, Michael W. Yeary was
appointed as the Debtors' Liquidation Agent and designated as the Debtor's
representative and individual responsible for overseeing the Debtors' post-
confirmation activities in accordance with the terms of the Plan. The
Liquidation Agent will receive compensation as further set forth in the Plan and
in the agreement among the Debtors and the Liquidation Agent governing the
Liquidation Agent's rights, duties, obligations and responsibilities.
On the Effective Date, an Oversight Committee will be formed consisting of
two holders of the Company's 6% Convertible Subordinated Debentures
("Debentures") willing to serve and one physician/stockholder. The initial
members of the Oversight Committee will be Byron Haney, Steven Audi and Dr.
William M. Aden. The Oversight Committee will be responsible for supervising
the Liquidation Agent with respect to the performance of certain of his
responsibilities, reviewing the prosecution of the Debtors' causes of action, if
any, including proposed settlements, reviewing objections to and proposed
settlements of disputed claims and appointing successor Liquidation Agent(s), if
necessary. Additionally, the Oversight Committee will be vested with the sole
discretion to pursue any claims or causes of action against the Debtors' former
officers, directors and professionals.
As further described in the Plan, on the Effective Date the Debtors
(through the Liquidation Agent) will place the Debtors' cash on hand into
accounts ("Accounts") established pursuant to the Plan for each Debtor. All
additional net proceeds from the liquidation of the Debtors' assets after the
Effective Date will also be placed into the Accounts. Funds generated from the
liquidation of the Debtors' assets will be paid to creditors as set forth in the
Plan. Holders of equity interests will not receive or retain any property under
the Plan in satisfaction of their allowed claims with respect to their holdings
unless and until all creditors have been paid in full. The allowed claim of the
holders of the Company's Debentures is $134,543,766.28.
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At this time, the Debtors do not anticipate a distribution to holders of
equity interests in the Company. Only holders of record of the Company's equity
interests on October 13, 2000 are entitled to distributions under the Plan.
Thirty (30) days after the Effective Date, all equity interests in the Company
will be canceled and represent only a right to receive payment, if any, under
the Plan.
Currently, PRG has 29,768,234 shares of common stock issued and
outstanding. No shares of PRG common stock are reserved for issuance pursuant
to the Plan.
Information as to the assets and liabilities of the Debtors is included in
the Monthly Operating Reports for the period ending October 31, 2000 previously
filed with the United States Bankruptcy Court of the Northern District of Texas,
Dallas Division and incorporated herein as Exhibit 99.1. The Company's Monthly
Operating Reports are not prepared on a consolidated basis and therefore do not
include the results of asset sales, income, expense, assets or liabilities of
the Company's subsidiaries. The Company's investment in subsidiaries of $76.9
million included in the Monthly Operating Report for the month of October 2000
consists of various assets including cash of approximately $38.0 million held by
the Company's subsidiaries.
The foregoing description of the Plan is qualified in its entirety by
reference to the complete Plan and the Confirmation Order filed as Exhibits 2.1
and 2.2 to this report, respectively.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
2.1 Modified First Amended Joint Liquidating Plan Under Chapter 11 of
Physicians Resource Group, Inc. and EyeCorp, Inc.
2.2 Order Confirming Modified First Amended Joint Liquidating Plan
under Chapter 11 of Physicians Resource Group, Inc. and EyeCorp,
Inc. entered December 1, 2000.
99.1 Monthly Operating Reports of Physicians Resource Group, Inc. and
EyeCorp, Inc. for the period October 1, 2000 through October 31,
2000 (incorporated herein by reference to Exhibits 99.1 and 99.2
of the Current Report on Form 8-K filed by the Company on
November 29, 2000).
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
PHYSICIANS RESOURCE GROUP, INC.
DATE: December 14, 2000 By: /s/ Michael Yeary
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Michael Yeary, President and
Chief Restructuring Officer
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