================================================================================
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 and Exchange Act of 1934
Date of Report (date of earliest event reported): November 2, 2006
PEDIATRIX MEDICAL GROUP, INC.
-----------------------------
(Exact Name of Registrant as Specified in Its Charter)
Florida 001-12111 65-0271219
---------------------------- ------------ -------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1301 Concord Terrace
Sunrise, Florida 33323
---------------------------------------
(Address of principal executive office)
Registrant's telephone number, including area code (954) 384-0175
--------------
================================================================================
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c
Item 2.02. Results of Operations and Financial Conditions.
On November 2, 2006, Pediatrix Medical Group, Inc. (the "Company") issued a
press release announcing revenues and other selected unaudited financial
information for the three and nine months ended September 30, 2006 (the
"Release"). A copy of the Release is attached hereto as Exhibit 99.1 and is
hereby incorporated in this Current Report by reference. The information
contained in this Item 2.02, including Exhibit 99.1, shall not be deemed "filed"
with the Securities and Exchange Commission nor incorporated by reference in any
registration statement or other document filed by the Company under the
Securities Act of 1933, as amended, except as shall be expressly set forth by
specific reference in such filing.
Item 8.01. Other Events.
The Audit Committee of Pediatrix's Board of Directors is continuing its review
of the Company's practices relating to its historical stock option grants. At
this time, Pediatrix does not anticipate that this review will be completed in
time for the filing deadline for its 2006 third quarter Form 10-Q.
ITEM 9.01 Financial Statements and Exhibits
(a) Financial Statements of Business Acquired.
Not applicable
(b) Pro Forma Financial Information.
Not applicable
(c) Exhibits
99.1 - Press Release dated November 2, 2006
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.
PEDIATRIX MEDICAL GROUP, INC.
Date: November 2, 2006 By: /s/ Karl B. Wagner
------------------------------
Name: Karl B. Wagner
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press Release dated November 2, 2006