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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): March 14, 2006
(EMS LOGO)
EMERGENCY MEDICAL SERVICES CORPORATION
EMERGENCY MEDICAL SERVICES L.P.
(Exact name of each registrant as specified in its charter)
         
Delaware

(State or other jurisdiction
of incorporation)
  001-32701
333-127115

(Commission
File Numbers)
  20-3738384
20-2076535

(IRS Employer
Identification Nos.)
     
6200 S. Syracuse Way, Suite 200, Greenwood Village, Colorado
(Address of principal executive offices)
  80111
(Zip Code)
(303) 495-1200
(Registrants’ telephone number, including area code)
 
(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 registrants 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))
 
 

 


 

Section 7 — Regulation FD
Item 7.01 Regulation FD Disclosure.
On March 14, 2006, the Los Angeles County Board of Supervisors (the “Board of Supervisors”) awarded 9-1-1 contracts for seven geographic zones in the County of Los Angeles, California to four 9-1-1 service providers. Currently, American Medical Response (“AMR”) provides services to the majority of the geographic area covered by such zones.
The Board of Supervisors awarded zones 1, 2 and 5 to AMR in the County of Los Angeles pursuant to the county’s Request for Proposal process for 9-1-1 services. AMR anticipates that the contracts awarded will become effective on June 1, 2006. AMR will continue to provide non-emergency services in all zones in the County of Los Angeles.
EMSC is currently reviewing the potential economic effects of the award by the Board of Supervisors. EMSC expects a revenue impact for the year ended December 31, 2006 in the range of $17 million to $20 million as a result of the reduction in the number of 9-1-1 zones serviced. EMSC expects to limit the earnings impact via expense mitigation. EMSC therefore reaffirms its previous guidance for the year ended December 31, 2006.
The information in this report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
Certain statements and information in this Form 8-K may be deemed to be “forward-looking statements” within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Forward-looking statements may include, but are not limited to, statements relating to our objectives, plans and strategies, and all statements (other than statements of historical facts) that address activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. These statements are often characterized by terminology such as “believe,” “hope,” “may,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy” and similar expressions, and are based on assumptions and assessments made by EMSC management in light of their experience and their perception of historical trends, current conditions, expected future developments, and other factors they believe to be appropriate. Any forward-looking statements in this Form 8-K are made as of the date hereof, and EMSC undertakes no duty to update or revise any such statements, whether as a result of new information, future events or otherwise. Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties. Important factors that could cause actual results, developments and business decisions to differ materially from forward-looking statements are described in EMSC’s filings with the SEC from time to time, including the section entitled “Risk Factors” in the most recent Registration Statement on Form S-1.

 


 

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.
         
  EMERGENCY MEDICAL SERVICES CORPORATION
(Registrant)

 
 
March 16, 2006  By:   /s/ Todd G. Zimmerman    
    Todd G. Zimmerman   
    Executive Vice President and General Counsel   
 

 


 

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.
             
    EMERGENCY MEDICAL SERVICES L.P.    
    (Registrant)    
 
           
 
  By:   Emergency Medical Services Corporation,    
 
      its General Partner    
 
           
March 16, 2006
  By:   /s/ Todd G. Zimmerman
 
Todd G. Zimmerman
   
 
      Executive Vice President and General Counsel