Pediatric Services of America 8-K 2007
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 25, 2007
PEDIATRIC SERVICES OF AMERICA, INC.
(Exact Name Of Registrant As Specified In Charter)
Registrants Telephone Number, Including Area Code: (770) 441-1580
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
On April 25, 2007, Pediatric Services of America, Inc. (the Company) and Mellon Investor Services LLC (formerly ChaseMellon Shareholder Services, LLC) (the Rights Agent) entered into the Second Amendment to the Rights Agreement (the Second Amendment), which amends the Rights Agreement dated as of September 22, 1998 between the Company and the Rights Agent, as amended (the Rights Agreement). The Second Amendment amends the Rights Agreement in order to render it inapplicable to the execution, delivery and announcement of the Agreement and Plan of Merger dated as of April 25, 2007 by and among the Company, Portfolio Logic LLC and Pointer Acquisition Co., Inc., and the consummation of the transactions thereby contemplated.
The Second Amendment is attached hereto as Exhibit 4.1 and is incorporated herein by reference. The description of the Second Amendment set forth above does not purport to be complete and is qualified in its entirety by reference to the provisions of the Second Amendment.
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.