VENCOR INC /NEW/
8-K, 2000-09-07
NURSING & PERSONAL CARE FACILITIES
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                                 UNITED STATES
                       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):   September 7, 2000

                          ---------------------------


                                  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.)

                                One Vencor Place
                            680 South Fourth Street
                              Louisville, Kentucky
                    (Address of principal executive offices)
                                   40202-2412
                                   (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 Events

          Vencor, Inc. (the "Company") announced that the United States
Bankruptcy Court for the District of Delaware (the "Court") has approved the
Company's motion to extend the Company's exclusive right to file its plan of
reorganization through September 29, 2000.

          In support of its motion, the Company informed the Court that it has
continued to make progress in the reorganization.  The Company noted that
negotiations to finalize a consensual plan of reorganization have continued with
Ventas, Inc. (NYSE: VTR), the senior bank lenders, holders of the Company's $300
million 9 7/8% Guaranteed Senior Subordinated Notes due 2005 and the advisors to
the official committee of unsecured creditors.  The Company also reported to the
Court that it has continued its conversations with the Department of Justice
("DOJ") regarding the negotiation of the plan of reorganization.  The Company
informed the Court that it is optimistic that it soon will be in a position to
file a consensual plan of reorganization.

          The Company and the lenders under the debtor-in-possession financing
(the "DIP Financing") have agreed to extend the period of time for the Company
to file its plan of reorganization through September 29, 2000.

          The Company and its subsidiaries filed voluntary petitions for
reorganization under Chapter 11 with the Court on September 13, 1999.

          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, but not limited to,
statements containing words such as "anticipate," "believe," "plan," "estimate,"
"expect," "intend," "may" and similar expressions are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements are inherently uncertain, and stockholders must
recognize that actual results may differ materially from the Company's
expectations as a result of a variety of factors, including, without limitation,
those discussed below.  Such forward-looking statements are based on
management's current expectations and include 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 differ
materially from any future results or performance expressed or implied by such
forward-looking statements.  These statements involve risks, uncertainties and
other factors detailed from time to time in the Company's filings with the
Securities and Exchange Commission.  Factors that may affect the plans or
results of the Company include, without limitation, the ability of the Company
to continue as a going concern; the delays or the inability to complete the
Company's plan of reorganization; the ability of the Company to operate pursuant
to the terms of the DIP Financing; the ability of the Company to operate
successfully under the Chapter 11 cases; risks associated with operating a
business in Chapter 11; adverse actions which may be taken by creditors and the
outcome of various bankruptcy proceedings; adverse developments with respect

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to the Company's liquidity or results of operations; the Company's ability to
attract patients given its current financial position; the ability of the
Company to attract and retain key executives and other personnel; the effects of
healthcare reform and legislation on the Company's business strategy and
operations; the Company's ability to control costs, including labor costs in
response to the prospective payment system, implementation of its Corporate
Integrity Agreement and other regulatory actions; adverse developments with
respect to the Company's settlement discussions with the DOJ concerning ongoing
investigations; and the dramatic increase in the costs of defending and insuring
against alleged patient care liability claims. Many of these factors are beyond
the control of the Company and its management. 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 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 September 7, 2000.

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:  September 7, 2000        By: /s/ Richard A. Lechleiter
                                     ------------------------------
                                     Richard A. Lechleiter
                                     Vice President, Finance,
                                     Corporate Controller and
                                     Treasurer

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