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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): December 30, 1998
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VENCOR, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-14057 61-1323993
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation or organization) Identification No.)
3300 Aegon Center
400 West Market Street
Louisville, Kentucky
(Address of principal executive offices)
40202
(Zip Code)
Registrant's telephone number, including area code: (502) 596-7300
Not Applicable
(Former name or former address, if changed since last report.)
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ITEMS 1-4. NOT APPLICABLE.
ITEM 5. OTHER INFORMATION.
On December 30, 1998, Vencor, Inc. (the "Company") announced that it
intends to engage an independent investment adviser to appraise its equity
investment in Behavioral Healthcare Corporation ("BHC"), a privately held
operator of psychiatric hospitals headquartered in Nashville, Tennessee. In
connection with this appraisal, the Company anticipates that it will incur a
charge to earnings in the fourth quarter related to the expected write-down of
the value of its investment in BHC. The current net book value of the Company's
investment in BHC approximates $63 million. The Company is continuing to
explore alternatives to monetize its investment in BHC as part of its overall
strategy to reduce the Company's leverage.
A copy of the press release is included as an exhibit to this filing and is
incorporated herein by reference.
Certain statements set forth above, including, without limitation,
statements containing the words "anticipates," "expects," "will," and words of
similar import, constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are based on management's current expectations and involve known and
unknown risks, uncertainties and other factors, many of which the Company is
unable to predict or control, that may cause the Company's actual results or
performance to be materially different from any future results or performance
expressed or implied by such forward-looking statements. These statements
involve risks and uncertainties detailed from time to time in the Company's
filings with the Securities and Exchange Commission. The Company cautions
investors that any forward-looking statements made by the Company are not
guarantees of future performance. The Company disclaims any obligation to
update any such factors or to announce publicly the results of any revisions to
any of the forward-looking statements contained herein to reflect future events
or developments.
ITEM 6. NOT APPLICABLE.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
Exhibit 99.1 Press Release dated December 30, 1998.
ITEMS 8-9. NOT APPLICABLE.
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SIGNATURES
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.
VENCOR, INC.
Dated: December 31, 1998 By: /s/ Richard A. Schweinhart
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Richard A. Schweinhart
Senior Vice President and
Chief Financial Officer
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Exhibit 99.1
[Logo of Vencor, Inc. appears here]
CONTACT: Richard A. Schweinhart
Senior Vice President and
Chief Financial Officer
(502) 596-7379
Richard A. Lechleiter
Vice President of Finance, Corporate
Controller and Treasurer
(502) 596-7734
FOR IMMEDIATE RELEASE
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VENCOR TO SEEK APPRAISAL OF ITS INVESTMENT IN
BEHAVIORAL HEALTHCARE CORPORATION
Louisville, Ky. (Dec. 30, 1998) - Vencor, Inc. (NYSE: VC) today announced
that it intends to engage an independent investment adviser to appraise its
equity investment in Behavioral Healthcare Corporation ("BHC"), a privately held
operator of psychiatric hospitals headquartered in Nashville, Tenn. In
connection with this appraisal, the Company anticipates that it will incur a
charge to earnings in the fourth quarter related to the expected write-down of
the value of its investment in BHC. The current net book value of the Company's
investment in BHC approximates $63 million. The Company is continuing to
explore alternatives to monetize its investment in BHC as part of its overall
strategy to reduce the Company's leverage.
Vencor is a long-term healthcare provider operating hospitals, nursing
centers and contract ancillary services in 46 states.
Certain statements set forth above, including, without limitation,
statements containing the words "anticipates," "expects," "will," and words of
similar import, constitute forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are based on management's current expectations and involve known and
unknown risks, uncertainties and other factors, many of which the Company is
unable to predict or control, that may cause the Company's actual results or
performance to be materially different from any future results or performance
expressed or implied by such forward-looking statements. These statements
involve risks and uncertainties detailed from time to time in the Company's
filings with the Securities and Exchange Commission. The Company cautions
investors that any forward-looking statements made by the Company are not
guarantees of future performance. The Company disclaims any obligation to
update any such factors or to announce publicly the results of any revisions to
any of the forward-looking statements contained herein to reflect future events
or developments.
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