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):
November 6, 1997
RES-CARE, INC.
(Exact name of registrant as specified in its charter)
Kentucky 0-20372 61-0875371
(State of Incorporation) (Commission File (IRS Employer
Number) Identification No.)
10140 Linn Station Road
Louisville, Kentucky 40223
(Address of principal executive offices) (Zip Code)
(502) 394-2100
(Registrant's telephone number)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On November 6, 1997, the Registrant issued a press release announcing that,
subject to market and other conditions, it intends to raise $100 million
(excluding 15% Initial Purchasers' over-allotment option) through a private
placement of convertible subordinated notes within the United States to
qualified institutional accredited investors and qualified institutional buyers,
and outside the United States to non-U.S. investors.
It is contemplated that the notes will have a term of seven years and be
convertible into Res-Care common stock. The Registrant intends to use the
proceeds from the sale of the Notes for repayment of debt and general corporate
purposes, including possible future acquisitions.
The foregoing summary is subject to the full text of the press release with
respect thereto, a copy of which is attached hereto as Exhibit 99.1, which
exhibit is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is filed with this Report:
99.1 - Press Release dated November 6, 1997.
<PAGE>
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 thereunto duly authorized.
Date: November 7, 1997 RES-CARE, INC.
By: /s/ Pamela M. Spaniac
-------------------------------
Pamela M. Spaniac
Executive Vice President,
Finance and Administration and
Chief Financial Officer
<PAGE>
EXHIBIT 99.1
RES-CARE, INCORPORATED
10140 Linn Station Road
Louisville, Kentucky 40223
(502) 394-2100
CONTACT: Communications Department
502/394-2100
http://www.rescare.com
RES-CARE ANNOUNCES PROPOSED PRIVATE OFFERING
OF $100 MILLION CONVERTIBLE SUBORDINATED NOTES
LOUISVILLE, KY (November 6, 1997) - Res-Care, Inc. (Nasdaq/NM:RSCR) today
announced that, subject to market and other conditions, it intends to raise $100
million (excluding 15% Initial Purchasers' over-allotment option) through a
private placement of convertible subordinated notes within the United States to
qualified institutional accredited investors and qualified institutional buyers,
and outside the United States to non-U.S. investors.
It is contemplated that the notes will have a term of seven years and be
convertible into Res-Care common stock. The Company stated that it intends to
use the net proceeds of the offering for repayment of debt and for general
corporate purposes, including possible future acquisitions.
The securities offered will not be registered under the Securities Act of 1933,
as amended, or applicable state securities laws, and may not be offered or sold
in the United States absent registration under the Securities Act of 1933 and
applicable state securities laws or available exemptions from registration.
The Company from time to time makes forward-looking statements in its public
disclosures, including statements relating to revenues that might be expected
from new or acquired programs and facilities, other statements regarding
development and acquisition activities, statements regarding reimbursement under
federal and state programs and statements regarding various trends favoring
downsizing, deinstitutionalization and privatization of government programs. In
the Company's filings under the federal securities laws, including its annual,
periodic and current reports, the Company identifies important factors that
could cause the Company's results to differ materially from those contained in
such forward-looking statements. Reference is hereby made to such disclosures.
