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UGHS > SEC Filings for UGHS > Form 8-K on 4-Dec-2012All Recent SEC Filings

Show all filings for UNIVERSITY GENERAL HEALTH SYSTEM, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for UNIVERSITY GENERAL HEALTH SYSTEM, INC.


4-Dec-2012

Entry into a Material Definitive Agreement, Financial Stat


ITEM 1.01 Entry Into Material Definitive Agreement

Earnest Money Contract to Acquire South Hampton Community Hospital Complex in Dallas, Texas

On November 29, 2012, UGHS Dallas Hospitals, Inc., a wholly-owned subsidiary of University General Health System, Inc. (the "Company"), executed an Earnest Money Contract with Duane Rossmann (the "South Hampton Acquisition Agreement") to acquire 100% of the capital stock of Dufek Massif Hospital Corporation, the owner of South Hampton Community Hospital and a medical office building on the medical complex located at 2929 South Hampton Road in Dallas, Texas. The hospital is a 111-bed general acute care hospital that provides health services across multiple specialties. The medical office building contains approximately 22,000 square feet of rentable office space, approximately 55% of which is currently under lease.

The purchase price for the acquisition is $30 million, $1.5 million of which is payable at closing, with the balance expected to be financed by Texas-based First National Bank pursuant to a $28.5 million installment promissory note and related loan documentation. The parties expect the installment note will provide for a fixed interest rate of 4.25% per annum, monthly principal and interest payments amortized on a 20-year basis, and a maturity date that is 10 years from the date of issuance.

The South Hampton Acquisition Agreement and the transactions contemplated thereby are subject to the completion of definitive loan documentation. The closing is expected to occur on or before December 31, 2012.

The foregoing description of the South Hampton Acquisition Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the document. A copy of the South Hampton Acquisition Agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.



Item 9.01 - Financial Statements and Exhibits

EXHIBIT       DESCRIPTION

10.1          Earnest Money Contract dated as of November 29, 2012 between UGHS
              Dallas Hospitals, Inc. and Duane Rossmann

99.1          Press Release of December 4, 2012


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