UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Vitalink Pharmacy Services, Inc.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
92846E104
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(CUSIP Number)
James H. Rempe, Esq. Copy to:
Senior Vice President,
General Counsel & Secretary W. Leslie Duffy, Esq.
Manor Care, Inc. Cahill Gordon & Reindel
11555 Darnestown Road 80 Pine Street
Gaithersburg, Maryland 20878 New York, New York 10005
(301) 979-4000 (212) 701-3000
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(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
October 15, 1997
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box 0.
Check the following box if a fee is being paid with the statement 0.
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1; and (2) has filed
no amendment subsequent thereto reporting beneficial ownership of five
percent or less of such class.) (See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom
copies are to be sent.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).
Page 1 of 4 Pages
Exhibit Index begins on page 4
<PAGE>
This Amendment No. 3 to Schedule 13D relates to shares of common
stock, par value $.01 per share (the "Shares"), of Vitalink Pharmacy
Services, Inc., a Delaware corporation (the "Company"). This Amendment
No. 3 supplements and amends the initial statement on Schedule 13D dated
April 24, 1997, as amended by Amendment No. 1 thereto dated May 22, 1997
and Amendment No. 2 thereto dated May 30, 1997, filed by Manor Care,
Inc., a Delaware corporation ("Manor Care").
Item 4. Purpose of Transaction
Item 4 is hereby amended and restated as follows: Manor Care acquired
beneficial ownership of the Shares for the purpose of increasing its
ownership interest in the Company from approximately 45% to above 50% in
order to consolidate the Company for financial reporting purposes. On
October 15, 1997, Manor Care announced that it is exploring strategic
alternatives with respect to its 51% ownership interest in the Company.
Alternatives under consideration include strategic mergers, joint ventures
or other business combinations that will enhance the strategic position of
the Company in the marketplace, better enable it to serve its customers and
increase shareholder value. There can be no assurance, however, that any
such transaction will be effected. The implementation of any strategy will
depend on market conditions, available opportunities and other factors
deemed relevant by Manor Care.
Item 7. Materials to Be Filed as Exhibits
Exhibit 1 Press release dated October 15, 1997.
Page 2 of 4 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is
true, complete and correct.
October 20, 1997 MANOR CARE, INC.
By: /s/ James H. Rempe
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Name: James H. Rempe
Title: Senior Vice President,
General Counsel & Secretary
Page 3 of 4 Pages
<PAGE>
EXHIBIT INDEX
Exhibit Description
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1 Press Release dated October 15, 1997.
Page 4 of 4 Pages
<PAGE>
Exhibit 1
Manor Care, Inc. [Manor Care Logo]
11555 Darnestown Road
Gaithersburg, MD 20878-3200
(301) 979-4000
NEWS RELEASE
Contact: Leigh C. Comas, Vice President, Finance and Treasurer
Kimberly A. Holland, Director, Investor Relations
FOR IMMEDIATE RELEASE
MANOR CARE ANNOUCES EXPLORATION OF STRATEGIC ALTERNATIVES WITH RESPECT TO
51%-OWNED VITALINK PHARMACY SERVICES SUBSIDIARY
Gaithersburg, Maryland, October 15, 1997, Manor Care, Inc. (NYSE: MNR), a
national health care provider, today announced that it is exploring strategic
alternatives with respect to its 51% ownership interest in Vitalink Pharmacy
Services, Inc. Alternatives under consideration include strategic mergers,
joint ventures or other business combinations that will enhance Vitalink's
strategic position in the marketplace, better enable it to serve its customers
and increase shareholder value. There can be no assurance, however, that any
such transaction will be effected. Manor Care operates 206 health care
facilities containing 27,836 beds in 29 states. Manor Care also owns 51% of
Vitalink Pharmacy Services (NYSE: VTK) and holds a controlling interest in In
Home Health, Inc. (NASDAQ: IHHI).
