SEC Filings

10-12G
AMSURG CORP filed this Form 10-12G on 03/11/1997
Entire Document
 
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               (d) The Corporation will have the right to preempt any Demand
          Registration or Preferred Demand Registration with a Primary
          Registration by delivering written notice of such intention to the
          holders of Registrable Shares who have requested such Demand
          Registration or Preferred Demand Registration within 15 days after the
          Corporation has received a request for such registration. In the
          ensuing Primary Registration, the holders of Registrable Shares will
          have such piggyback registration rights as are set forth in Section 3
          hereof. Upon the Corporation's preemption of a requested Demand
          Registration or Preferred Demand Registration, such requested
          registration will not count as the permitted Demand Registration or
          Preferred Demand Registration.

               (e) If a Demand Registration or Preferred Demand Registration or
          a Short-Form Registration is an underwritten public offering and the
          managing underwriters advise the Corporation in writing that in their
          opinion the number of Registrable Shares and other securities
          requested to be included exceeds the number of Registrable Shares and
          other securities which can successfully be sold in such offering
          without causing a diminution in the offering price or otherwise
          adversely affecting the offering, the Corporation will include in such
          registration, prior to the inclusion of any securities which are not
          Registrable Shares, the number of Registrable Shares requested to be
          included which in the opinion of such underwriters can successfully be
          sold without causing a diminution in the offering price or otherwise
          adversely affecting the offering, such Registrable Shares to be taken
          pro rata from the respective holders of such Registrable Shares on the
          basis of the number of Registrable Shares owned by such holders, with
          further successive pro rata allocation among the holders of
          Registrable Shares if any such holder of Registrable Shares has
          requested the registration of less than all such Registrable Shares it
          is entitled to register.

               (f) The Corporation may postpone for up to three months the
          filing or the effectiveness of a registration statement for a Demand
          Registration or Preferred Demand Registration or a Short-Form
          Registration if the Corporation reasonably determines that such Demand
          Registration or Preferred Demand Registration or Short-Form
          Registration would have any material adverse effect upon the
          Corporation or any of its material assets or operations or any
          material pending or proposed transaction, provided, however, that the
          Corporation may not postpone any such filing or effectiveness of a
          registration statement more than once in any consecutive 12 month
          period.

     3.   Section 4(a) of the Agreement is hereby amended by the insertion of 
the phrase "or Preferred Demand Registration" after the phrase "Demand 
Registration" in the fifth line thereof.


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