8-K 1 g09182e8vk.htm SYMBION, INC. Symbion, Inc.
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UNITED STATES
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): August 23, 2007
SYMBION, INC.
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware
(State or Other Jurisdiction
of Incorporation) 		  000-50574
(Commission
File Number) 		  62-1625480
(IRS Employer
Identification No.)
40 Burton Hills Boulevard, Suite 500
Nashville, Tennessee 37215
(Address of principal executive offices) (Zip Code)
(615) 234-5900
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

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Item 8.01. Other Events
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
Exhibit Index
Ex-99 Press Release

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Item 8.01. Other Events
     On August 23, 2007, Symbion, Inc. (“Symbion”), issued a press release, a copy of which is filed as Exhibit 99 to this Form 8-K, announcing that, pursuant to an Agreement and Plan of Merger, dated as of April 24, 2007, by and among Symbion, Symbion Holdings Corporation, as successor to Symbol Acquisition, L.L.C. (“Parent”), and Symbol Merger Sub, Inc., a wholly-owned subsidiary of Parent (“Merger Sub”), Merger Sub merged with and into Symbion (the “Merger”), and Symbion became a subsidiary of Parent. The Merger was approved by the stockholders of Symbion on August 15, 2007 and became effective on August 23, 2007.
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibits
     
99
  Press Release, dated August 23, 2007

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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 hereunto duly authorized.
         
Date: August 23, 2007 SYMBION, INC.
 		  
  By:  
/s/ Kenneth C. Mitchell  
  
   
Kenneth C. Mitchell 
  
   
Chief Financial Officer and
Senior Vice President of Finance 
  
 

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Exhibit Index
     
Exhibit Number   Description
99
  Press Release, dated August 23, 2007