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 22, 1995
THE HILLHAVEN CORPORATION
(Exact name of registrant as specified in its charter)
Nevada 1-10426 91-1459952
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1148 Broadway Plaza, Tacoma, Washington 98402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(206) 572-4901
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Item 5. Other Events.
On September 22, 1995, The Hillhaven Corporation (the
"Company") announced operating results for its first quarter
ended August 31, 1995. A copy of the Company's press release is
attached as Exhibit 99.01 hereto and by this reference is
incorporated herein.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registration has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
THE HILLHAVEN CORPORATION
By: _________________________
Richard P. Adcock
Senior Vice President,
Secretary and General
Counsel
Dated: September 26, 1995
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EXHIBIT INDEX
Exhibit 99.01 Press Release dated September 22, 1995
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EXHIBIT 99.01
CONTACT:
Tim Carroll
Vice President, Investor Relations
The Hillhaven Corporation
(206) 502-3914
HILLHAVEN REPORTS RECORD FIRST QUARTER OPERATING RESULTS
TACOMA, Washington (September 22, 1995) -- The Hillhaven
Corporation (NYSE:HIL) announced today record operating results
for its first quarter ended August 31, 1995. Earnings per share,
excluding nonrecurring items, were up 28% in the first quarter
on record revenues.
Net income, excluding nonrecurring items, grew to $15,722,000 or
$.37 per share during the first quarter, up from $12,038,000 or
$.29 per share in the year-earlier period. Reported net income
was $9,648,000, or $.22 per share as compared to $11,916,000, or
$.29 per share, in the prior year. Fiscal 1996 results included
merger costs in the amount of $9,518,000 related to the
acquisition of Nationwide Care, Inc.
"We are extremely pleased that our strategy of focusing on high
quality subacute medical and rehabilitative services continues to
produce excellent results, both for our patients and our
shareholders," said Bruce L. Busby, Hillhaven's Chairman and
Chief Executive Officer. "During the quarter, the mix of more
profitable private and Medicare revenues continued to improve as
our subacute care services are increasingly recognized as a lower
cost, quality health care alternative by a growing number of
insurance companies and HMO's."
All Aspects of Business Strong
The Company posted record net operating revenues for the first
quarter, increasing 9% over the prior year to $449,064,000.
Nursing center revenues increased 11% to $392,908,000 and
retirement housing revenues rose 22% to $11,627,000. Pharmacy
revenues, as expected, declined 9% to $44,529,000 due to the
divestiture of lower margin retail business last year.
Subacute care revenues continue to show significant growth,
increasing 29% to $122,634,000 in the first quarter. Subacute
care programs now represent 32% of all patient care revenues and
account for over 70% of admissions to Hillhaven's nursing
centers. Adding pharmacy sales and Alzheimer's care services,
total revenues from specialty services increased 17% to
$185,589,000 for the quarter and represent 41% of net operating
revenues.
Merger Activity Proceeding
Also during the quarter, Hillhaven completed the acquisition of
Nationwide Care, Inc., an operator of long term and subacute
care centers in Indiana, Ohio, and Florida for five million new
shares of Hillhaven common stock.
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On April 24th, Hillhaven and Vencor, Inc. (NYSE:VC) announced the
signing of a definitive merger agreement under which Vencor
would acquire Hillhaven. Hillhaven said that the merger is
progressing as planned, and that all regulatory reviews have been
completed. On September 27, 1995, both Hillhaven and Vencor will
hold special meetings of their respective shareholders to vote on
the merger.
The Hillhaven Corporation is one of the nation's largest
diversified health care providers. Hillhaven operates 389
nursing centers, retirement housing communities and pharmacy
outlets in 36 states. Hillhaven offers an extensive array of
quality health care services including subacute care, inpatient
and outpatient rehabilitation, orthopedic and stroke recovery
programs, post-operative care, long term nursing care,
specialized care for Alzheimer's disease, hospice care, pharmacy
services and retirement and assisted living services.
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THE HILLHAVEN CORPORATION - QUARTERLY FINANCIAL UPDATE
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
(In thousands, except per share information)
<CAPTION>
Three Months Ended
August 31,
1995 1994<F1>
----------- --------
<S> <C> <C>
Net operating revenues $ 449,064 $413,202
General and administrative 388,596<F2> 354,293
Interest 12,775 13,579
Depreciation and amortization 15,893 14,811
Rent 15,058 15,672
----------- --------
Total expenses 432,322 398,355
----------- --------
Income from operations 16,742 14,847
Interest income 3,477 3,403
----------- --------
Income before income taxes
and extraordinary charge 20,219 18,250
Income tax expense 8,183 6,212
----------- --------
Income before extraordinary charge 12,036 12,038
Extraordinary charge - early
extinguishment of debt, net of
income taxes (2,388)<F3> (122)
------------ ---------
Net income $9,648 $11,916
============ =========
Net income per common share:
Primary $.23 $.30
Fully diluted .22 .29
Net income per share, before
extraordinary charge and
acquisition costs:
Primary $.41 $.31
Fully diluted .37 .29
Weighted average common shares and
equivalents outstanding:
Primary 33,956 33,635
Fully diluted 41,818 41,694
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<FN>
<F1> Amounts for periods prior to June 1, 1995 have been
restated to reflect the acquisition in June 1995 of Nationwide
Care, Inc. The transaction was accounted for as a pooling of
interests.
<F2> General and administrative expenses include merger costs in
the amount of $5.6 million related to the acquisition of
Nationwide Care, Inc.
<F3> Includes pretax charges in the amount of $3.9 million
related to the acquisition of Nationwide Care, Inc.
</FN>
</TABLE>
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<TABLE>
THE HILLHAVEN CORPORATION - QUARTERLY FINANCIAL UPDATE - Page 2
SELECTED FINANCIAL DATA AND OPERATING STATISTICS
(Dollars In thousands)
<CAPTION>
Three Months Ended
August 31,
1995 1994<F1>
<S> <C> <C>
Net operating revenues:
Nursing centers
Long term care $ 270,274 $259,751
Subacute medical and
rehabilitation 122,634 95,108
------------ --------
392,908 354,859
Pharmacies 44,529 48,843
Retirement housing 11,627 9,500
$ 449,064 $413,202
============ ========
Operating income before property
related expenses: <F2> <F3>
Nursing centers $ 49,540 $48,033
Pharmacies 6,950 7,866
Retirement housing 3,978 3,010
------------ --------
$ 60,468 $58,909
============ ========
Nursing centers owned/leased
and operated at end of period 295 295
Number of licensed beds 37,412 37,419
Nursing centers managed
on behalf of others 16 16
Pharmacy outlets at end of period 55 61
Retirement housing communities
at end of period 23 23
<FN>
<F1> Amounts for periods prior to June 1, 1995 have been
restated to reflect the acquisition in June 1995 of Nationwide
Care, Inc. The transaction was accounted for as a pooling of
interests.
<F2> General and administrative expenses include merger costs in
the amount of $5.6 million related to the acquisition of
Nationwide Care, Inc.
<F3> Property-related expenses include depreciation and
amortization, interest and rent.
</FN>
</TABLE>
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