SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
February 26, 2003
SIERRA HEALTH SERVICES, INC.
(Exact Name of Registrant as Specified in Its Charter)
Nevada 1-8865
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(State or Other Jurisdiction (Commission File Number)
of Incorporation)
88-0200415
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(IRS Employer
Identification No.)
2724 North Tenaya Way
Las Vegas, Nevada 89128
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (702) 242-7000
Item 9. Regulation FD Disclosure
On Tuesday, February 25, 2003, Sierra Health Services, Inc., or Sierra, issued a
press release announcing pricing of $100 million aggregate principal amount of
its 2.25% senior convertible debentures. The company has also granted the
initial purchasers an option to purchase up to an additional $15 million
aggregate principal amount of debentures. A copy of that press release is filed
as Exhibit 99 to this report and incorporated herein by reference.
Item 9. Regulation FD Disclosure
Exhibits Description
99 Press Release Dated February 25, 2003
Statements in the press release referred to above that are not historical facts
are forward-looking and based on management's projections, assumptions and
estimates; actual results may vary materially. Forward-looking statements are
subject to certain risks and uncertainties, which include but are not limited
to: 1) potential adverse changes in government regulations, contracts and
programs, including TRICARE, Medicare, Medicaid and legislative proposals to
eliminate or reduce ERISA pre-emption of state laws that would increase
potential managed care litigation exposure; 2) competitive forces that may
affect pricing, enrollment and benefit levels; 3) unpredictable medical costs,
malpractice exposure, reinsurance costs and inflation; 4) impact of economic
conditions; 5) changes in healthcare and workers' compensation reserves; 6) our
failure to win the competitive procurement for the North Region TRICARE Next
Generation contract; and 7) the amount of actual proceeds realized upon the
final disposition of the workers' compensation insurance operation or the
inability to dispose of such business. Further factors concerning financial
risks and results are contained in our Annual Report on Form 10-K for the year
ended December 31, 2001. Such statements are made pursuant to the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995 and identify
important risk factors that could cause our actual results to differ materially
from those expressed in any projected, estimated or forward-looking statements
relating to Sierra.
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.
SIERRA HEALTH SERVICES, INC.
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(Registrant)
Date: February 26, 2003 /S/ PAUL H. PALMER
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Paul H. Palmer
Senior Vice President
Chief Financial Officer and Treasurer
(Chief Accounting Officer)