- Current report filing (8-K)
April 28 2011 - 7:53AM
Edgar (US Regulatory)
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): April 28, 2011 (April 28, 2011)
HEALTHSPRING, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-32739
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20-1821898
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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9009 Carothers
Parkway
Suite 501
Franklin, Tennessee
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37067
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
(615) 291-7000
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Not
Applicable
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(Former name or former address if changed since last report.)
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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:
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))
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Item 2.02. Results of
Operations and Financial Condition
.
On April 28,
2011, HealthSpring, Inc., a Delaware corporation (the “Company”),
issued a press release announcing its results of operations and financial
condition for and as of the quarter ended March 31, 2011. A copy of the
press release is attached hereto as
Exhibit 99.1
.
The attached press
release includes a presentation of certain financial measures not computed in
accordance with United States generally accepted accounting principles
(“GAAP”). The Company believes that the non-GAAP measures used in
the release, when presented in conjunction with comparable GAAP measures, are
useful to both management and investors in analyzing the Company’s
ongoing business and operating performance. These non-GAAP measures should be
considered in addition to, but not as a substitute for, items prepared in
accordance with GAAP that are presented in the release. A reconciliation of
these non-GAAP financial measures to the nearest comparable GAAP financial
measure has also been provided in the release.
The information
furnished pursuant to this Item 2.02 of Form 8-K shall not be deemed
to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and Section 11 of the Securities Act of
1933, as amended, or otherwise subject to the liabilities of those sections.
Item 9.01 Financial Statements
and Exhibits
.
(d) Exhibits.
Exhibit 99.1 Press Release issued
by HealthSpring, Inc. dated April 28, 2011.
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SIGNATURE
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.
HEALTHSPRING,
INC.
By:
/s/ J. Gentry
Barden
J. Gentry Barden
Senior Vice President
Date: April 28, 2011
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EXHIBIT INDEX
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No.
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Exhibit
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99.1
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Press Release issued by HealthSpring, Inc.
dated April 28, 2011.
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