AMERICAN HEALTHCORP, INC. SETS DISTRIBUTION DATE FOR AMSURG CORP. SPINOFF AS DECEMBER 3, 1997; ALSO ANNOUNCES RECORD DATE OF NOVEMBER 25, 1997.NASHVILLE Nashville, city (1990 pop. 487,969), state capital, coextensive with Davidson co., central Tenn., on the Cumberland River, in a fertile farm area; inc. as a city 1806, merged with Davidson co. 1963. , Tenn.--(BUSINESS WIRE)--Nov. 17, 1997--Thomas G. Cigarran, Chairman and Chief Executive Officer of American American, river, 30 mi (48 km) long, rising in N central Calif. in the Sierra Nevada and flowing SW into the Sacramento River at Sacramento. The discovery of gold at Sutter's Mill (see Sutter, John Augustus) along the river in 1848 led to the California gold rush of Healthcorp, Inc. (Nasdaq/NM:AMHC AMHC Association of Mental Health Clergy AMHC Aviation Structural Mechanic Hydraulics Chief ), today announced the distribution and record dates for its spinoff Spinoff A new, independent company created through selling or distributing new shares for an existing part of another company. Notes: Spinoffs may be done through a rights offering. of AmSurg Corp, its 58% owned subsidiary, by means of a distribution to American Healthcorp stockholders of all the Company's AmSurg common stock. The distribution is expected to take place on December 3, 1997 to American Healthcorp stockholders of record as of the close of business on November 25, 1997. American Healthcorp stockholders as of the record date will receive approximately 0.0921 share of AmSurg Class A Common Stock and .5936 share of AmSurg Class B Common Stock for each share of American Healthcorp common stock they own. The rights of the two classes of stock are identical in all respects, with the exception of the election or removal of directors, in which the shares of Class B Common Stock will have 10 votes per share and the shares of Class A Common Stock will have one vote per share. Both classes of common stock will have one vote per share on all other matters. Following the distribution, AmSurg will have approximately 4.7 million shares of Class A Common Stock outstanding and approximately 4.8 million shares of Class B Common Stock outstanding. The structure of the Class A and Class B Common Stock was required in order to accomplish the spinoff on a substantially tax- free basis. American Healthcorp stockholders are expected to be subject to federal income tax with respect to approximately 1.5% of the shares of AmSurg common stock received by them. On the date of the distribution, AmSurg shares will begin trading as a separate public company on the Nasdaq National Market, with the Class A and Class B Common Stock listed under the symbols AMSGA and AMSGB, respectively. AmSurg Corp is in the business of acquiring, developing and managing single specialty, practice-based ambulatory surgery centers ambulatory surgery center A free-standing center that performs various types of surgery and developing and managing specialty physician networks associated with the ambulatory surgery centers. American Healthcorp, Inc., through its wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. , Diabetes Treatment Centers of America, Inc., provides comprehensive diabetes disease management services to managed care organizations and third-party payors and is the nation's largest operator of hospital-based diabetes treatment and arthritis arthritis, painful inflammation of a joint or joints of the body, usually producing heat and redness. There are many kinds of arthritis. In its various forms, arthritis disables more people than any other chronic disorder. and osteoporosis osteoporosis (ŏs'tēō'pərō`sĭs), disorder in which the normal replenishment of old bone tissue is severely disrupted, resulting in weakened bones and increased risk of fracture; osteopenia treatment centers. CONTACT: American Healthcorp, Nashville Henry D. Herr, 615/665-1122 |
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