Sierra Health Services Inc - Amended Statement of Ownership (SC 13G/A)
February 13 2008 - 3:44PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
Information
Statement Pursuant to Rules 13d-1 and 13d-2
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
Sierra
Health Services, Inc.
(Name
of
Issuer)
Common
Stock
(Title
of
Class of Securities)
826322109
(CUSIP
Number)
December
31, 2007
Date
of
Event Which Requires Filing of the Statement
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o
|
Rule
13d-1(b)
|
x
|
Rule
13d-1(c)
|
o
|
Rule
13d-1(d)
|
*The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities,
and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed
to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP
NO.
826322109
|
13G
|
Page 2
of 9
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Investment Group, L.L.C.
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
3.
|
SEC
USE ONLY
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
limited liability company
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
6.
|
SHARED
VOTING POWER
0
shares
|
7.
|
SOLE
DISPOSITIVE POWER
0
|
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(1)
as of December 31, 2007.
|
12.
|
TYPE
OF REPORTING PERSON
OO;
HC
|
(1)
|
Based
on 56,193,000 outstanding shares of the Common Stock of Issuer, as
reported in the Issuer’s Quarterly Report on Form 10-Q for the period
ended September 30, 2007, as filed with the Securities and Exchange
Commission on November 6, 2007.
|
CUSIP
NO.
826322109
|
13G
|
Page 3
of 9
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Limited Partnership
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3.
|
SEC
USE ONLY
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
limited partnership
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
6.
|
SHARED
VOTING POWER
0
shares
|
7.
|
SOLE
DISPOSITIVE POWER
0
|
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
o
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(2)
as of December 31, 2007.
|
12.
|
TYPE
OF REPORTING PERSON
PN;
HC
|
(2)
|
See
footnote 1 above.
|
CUSIP
NO.
826322109
|
13G
|
Page 4
of 9
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Kenneth
Griffin
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3.
|
SEC
USE ONLY
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
U.S.
Citizen
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
6.
|
SHARED
VOTING POWER
0
shares
|
7.
|
SOLE
DISPOSITIVE POWER
0
|
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
o
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(3)
as of December 31, 2007.
|
12.
|
TYPE
OF REPORTING PERSON
IN;
HC
|
(3)
|
See
footnote 1 above.
|
CUSIP
NO.
826322109
|
13G
|
Page 5
of 9
Pages
|
1.
|
NAME
OF REPORTING PERSON
S.S.
OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Citadel
Equity Fund Ltd.
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
x
(b)
o
|
3.
|
SEC
USE ONLY
|
4.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman
Islands company
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5.
|
SOLE
VOTING POWER
0
|
6.
|
SHARED
VOTING POWER
0
shares
|
7.
|
SOLE
DISPOSITIVE POWER
0
|
8.
|
SHARED
DISPOSITIVE POWER
See
Row 6 above.
|
9.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
See
Row 6 above.
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
o
|
11.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
(4)
as of December 31, 2007.
|
12.
|
TYPE
OF REPORTING PERSON
CO
|
(4)
|
See
footnote 1 above.
|
CUSIP
NO.
826322109
|
13G
|
Page 6
of 9
Pages
|
Item
1(a)
Name
of
Issuer:
SIERRA
HEALTH SERVICES, INC.
1(b)
Address
of Issuer’s Principal Executive Offices:
2724
North Tenaya Way,
Las
Vegas, NV 89128
Item
2(a)
Name
of
Person Filing
(5)
Item
2(b)
Address
of Principal Business Office
Item
2(c)
Citizenship
|
Citadel
Investment Group, L.L.C.
|
|
131
S. Dearborn Street
|
|
32nd
Floor
|
|
Chicago,
Illinois 60603
|
|
Delaware
limited liability company
|
|
|
|
Citadel
Limited Partnership
|
|
131
S. Dearborn Street
|
|
32nd
Floor
|
|
Chicago,
Illinois 60603
|
|
Delaware
limited partnership
|
|
|
|
Kenneth
Griffin
|
|
131
S. Dearborn Street
|
|
32nd
Floor
|
|
Chicago,
Illinois 60603
|
|
U.S.
Citizen
|
|
|
|
Citadel
Equity Fund Ltd.
|
|
c/o
Citadel Investment Group, L.L.C.
|
|
131
S. Dearborn Street
|
|
32nd
Floor
|
|
Chicago,
Illinois 60603
|
|
Cayman
Islands company
|
2(d)
Title
of
Class of Securities:
Common
Stock, par value $0.005.
2(e)
CUSIP
Number:
826322109
(5)
Citadel Holdings Ltd., a Cayman Islands company (“CH”), is majority owned by
Citadel Kensington Global Strategies Fund Ltd., a Bermuda company (“CKGSF”).
Citadel Equity Fund Ltd. (“CEF”) is a subsidiary of CH. CKGSF and CH do not have
control over the voting or disposition of securities held by CEF.
CUSIP
NO.
826322109
|
13G
|
Page 7
of 9
Pages
|
Item
3
If
this
statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether
the person filing is a:
|
(a)
|
[__]
|
Broker
or dealer registered under Section 15 of the Exchange
Act;
|
|
(b)
|
[__]
|
Bank
as defined in Section 3(a)(6) of the Exchange
Act;
|
|
(c)
|
[__]
|
Insurance
company as defined in Section 3(a)(19) of the Exchange
Act;
|
|
(d)
|
[__]
|
Investment
company registered under Section 8 of the Investment Company
Act;
|
|
(e)
|
[__]
|
An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
|
(f)
|
[__]
|
An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
|
|
(g)
|
[__]
|
A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
|
|
(h)
|
[__]
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
|
|
(i)
|
[__]
|
A
church plan that is excluded from the definition of an investment
company
under Section 3(c)(14) of the Investment Company
Act;
|
|
(j)
|
[__]
|
Group,
in accordance with Rule
13d-1(b)(1)(ii)(J).
|
If
this
statement is filed pursuant to Rule 13d-1(c), check this box.
x
Item
4
Ownership:
CITADEL
INVESTMENT GROUP, L.L.C.
CITADEL
LIMITED PARTNERSHIP
KENNETH
GRIFFIN
CITADEL
EQUITY FUND LTD.
(a)
Amount
beneficially owned:
0
shares
(b)
Percent
of Class:
0.0%
(6)
as of
December 31, 2007.
(c)
Number
of
shares as to which such person has:
(i)
sole
power to vote or to direct the vote:
(6)
See
footnote 1 above.
CUSIP
NO.
826322109
|
13G
|
Page 8
of 9
Pages
|
(ii)
shared
power to vote or to direct the vote:
See
Item
4(a) above.
(iii)
sole
power to dispose or to direct the disposition of:
(iv)
shared
power to dispose or to direct the disposition of:
See
Item
4(a) above.
Item
5
Ownership
of Five Percent or Less of a Class:
If
this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following:
x
Item
6
Ownership
of More than Five Percent on Behalf of Another Person:
Not
Applicable.
Item
7
Identification
and Classification of the Subsidiary which Acquired the Security Being Reported
on by the Parent Holding Company:
See
Item
2 above.
Item
8
Identification
and Classification of Members of the Group:
Not
Applicable.
Item
9
Notice
of
Dissolution of Group:
Not
Applicable.
Item
10
Certification:
By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer
of
the securities and were not acquired and are not held in connection with or
as a
participant in any transaction having that purpose or effect.
*
John C.
Nagel is signing on behalf of Kenneth Griffin as attorney-in-fact pursuant
to a
power of attorney previously filed with the Securities and Exchange Commission
on February 24, 2006, and hereby incorporated by reference herein. The power
of
attorney was filed as an attachment to a filing by Citadel Limited Partnership
on Schedule 13G for Morgans Hotel Group Co.
CUSIP
NO.
826322109
|
13G
|
Page
9 of 9
Pages
|
After
reasonable inquiry and to the best of its knowledge and belief, the undersigned
certify that the information set forth in this statement is true, complete
and
correct.
Dated
this 13th day of February, 2008.
KENNETH
GRIFFIN
By:
/s/
John C. Nagel
John
C. Nagel, attorney-in-fact*
CITADEL
LIMITED PARTNERSHIP
By:
Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel
John
C. Nagel, Authorized Signatory
CITADEL
INVESTMENT GROUP, L.L.C.
By:
/s/
John C. Nagel
John
C. Nagel, Authorized Signatory
|
CITADEL
EQUITY FUND LTD.
By:
Citadel
Limited Partnership,
its
Portfolio Manager
By:
Citadel
Investment Group, L.L.C.,
its
General Partner
By:
/s/
John C. Nagel
John
C. Nagel, Authorized Signatory
|
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