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): February 12, 2013
TEAM HEALTH HOLDINGS, INC.
(Exact Name of Registrant as Specified in Charter)
Registrants telephone number, including area code: (865) 693-1000
(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:
Item 8.01. Other Events
On February 12, 2013, Team Health Holdings, Inc. (the Company), Ensemble Parent LLC and certain officers and directors of the Company (collectively, the Selling Stockholders) entered into an underwriting agreement (the Underwriting Agreement) with Barclays Capital Inc. and Citigroup Global Markets Inc. (the Underwriters), pursuant to which the Selling Stockholders agreed to sell to the Underwriters 9,633,117 shares of the Companys common stock, par value $0.01 per share, in a registered public offering pursuant to the Companys registration statement on Form S-3, as amended, filed on June 28, 2012 (File No. 333-182406). The closing of the transaction occurred on February 15, 2013. The executed Underwriting Agreement, an Opinion of Simpson Thacher & Bartlett LLP, the pricing press release and the closing press release are filed herewith as Exhibits 1.1, 5.1, 99.1 and 99.2, respectively.
Item 9.01. Financial Statements and Exhibits
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.