PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3)
(to Prospectus dated August 29, 2003) Registration No. 333-105403
SIERRA HEALTH SERVICES, INC.
$115,000,000
2 1/4% Senior Convertible Debentures due 2023
and Shares of Common Stock Issuable
Upon Conversion or Payment of the Debentures
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We are distributing this Prospectus Supplement for the sole purpose of amending
information with respect to one of our Selling Securityholders.
Principal
Amount of
Debentures Number of Shares of
Beneficially Common Stock Percentage of
Owned That Percentage of Underlying the Common Stock
Name of Selling May Be Sold in Debentures Debentures that May Outstanding
Securityholder (1) dollars) Outstanding Be Sold (2)(3) (4)
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LLT Limited............ $153,000 * 8,365 *
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*Less than 1%
(1) Also includes any sale of the Debentures and the underlying common stock by
pledgees, donees, transferees or other successors in interest that receive
such securities by pledge, gift, distribution or other non-sale related
transfer from the named selling securityholders. Information about other
selling securityholders will be set forth in prospectus supplements or in
other documents that we file from time to time with the Securities and
Exchange Commission that are incorporated by reference in this prospectus,
if required. See "Where You Can Find More Information."
(2) Assumes conversion of all of the selling securityholder's Debentures at a
conversion rate of 54.6747 per $1,000 principal amount at maturity of
Debentures and a cash payment in lieu of the issuance of any fractional
share interest. However, this conversion rate is subject to adjustment as
described under "Description of Debentures-Conversion Rights." As a result,
the number of shares of common stock issuable upon conversion of the
Debentures may increase or decrease in the future.
(3) Reflects rounding down of fractional common stock issuable upon conversion
of the Debentures.
(4) Calculated based on Rule 13d-3 of the Securities Exchange Act of 1934 using
28,587,000 shares of common stock outstanding as of September 5, 2003. In
calculating this amount, we treated as outstanding the number of shares of
common stock issuable upon conversion of all of that particular holder's
Debentures. However, we did not treat as outstanding the common stock
issuable upon conversion of any other holder's Debentures.
Our common stock is traded on the New York Stock Exchange under the symbol
"SIE." On September 8, 2003, the last reported sale price of our common stock
was $20.95 per share.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined that
this Prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.
This Prospectus Supplement is dated September 9, 2003.