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):
Not Applicable
NATIONAL HEALTHCARE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 333-37185 52-2057472
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification
incorporation) Number)
100 Vine Street, Suite 1400, City Center, Murfreesboro, Tennessee 37130
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(Address of principal executive offices)
(615) 890-2020
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
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Exhibit Index on Page 3
<PAGE>
Item 5. Other Events.
On November 5, 1999 the Company disclosed that Lenox Healthcare, Inc.
and affiliates, one of which is a substantial debtor of NHC's rehabilitation
division, has filed for Chapter 11 Bankruptcy protection in the United States
Bankruptcy/District Court in Wilmington, Delaware. A copy of the press
release is attached hereto as Exhibit 99.
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.
NATIONAL HEALTHCARE CORPORATION
By: /s/Richard F. LaRoche, Jr.
Name: Richard F. LaRoche, Jr.
Title: Vice President
Date: November 8, 1999
<PAGE>
Exhibit Index
Exhibit No.
99. Press Release dated November 5, 1999.
National HealthCare Corporation Discloses Customer Restructuring
National HealthCare Corporation (Amex-NHC) has been informed
today that a substantial debtor of its rehabilitation division has filed for
Chapter 11 protection in the Untied States Bankruptcy/District Court in
Wilmington, Delaware. The debtor is an affiliate of Lenox Healthcare, Inc.
of Pittsfield, Mass. and the total debt owed is approximately $13,500,000.
The debt is collateralized by second mortgages on certain licensed nursing
facilities, a first lien on certain accounts receivables, and the assignment
of a number of limited partnership and corporate shareholder interests. NHC
continues to evaluate whether it has sufficient reserves to cover any write-off
of amounts due.
NHC also manages nine other nursing homes owned in part by Mr. Clarke,
the owner of Lenox Healthcare, Inc. Six of these properties are currently in
bankruptcy in the State of Florida and NHC has filed a plan of liquidation
which would result, if approved by the Court and other creditors, in NHC or
its designee acquiring title to these six properties for the assumption of the
outstanding debt and the payment of trade creditors. Two facilities managed
for affiliates of Mr. Clarke are in compliance with all the terms and
conditions of the Management Agreement. The management contract for one
remaining facility located in Carthage, Tenn., could be impacted by the
bankruptcy but the effect, at this time, is unknown.
NHC has been advised by the debtor that the disastrous revenue
reductions imposed by the Balanced Budget Act of 1997 have resulted in Lenox's
inability to reimburse its rehabilitation service providers such as NHC.
NHC operates 97 long-term health care centers with 12,754 beds. NHC
also operates 35 homecare programs, six independent living centers and
assisted living centers at 16 locations. NHC's other services include managed
care specialty medical units, Alzheimer's units and a rehabilitation services
company.
Statements in the press release that are not historical facts are
forward-looking statements. NHC cautions investors that any forward-looking
statements made involve risks and uncertainties and are not guarantees of
future performance. All forward-looking statements represent NHI's judgment
as of the date of this release.
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