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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO
SECTION 14(D)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
COMMUNITY CARE OF AMERICA, INC.
(Name of Subject Company)
IHS ACQUISITION XXVI, INC.
A WHOLLY OWNED SUBSIDIARY OF
INTEGRATED HEALTH SERVICES, INC.
(Bidders)
COMMON STOCK, PAR VALUE $.0025 PER SHARE
(Title of Class of Securities)
20363B 10
(CUSIP Number of Class of Securities)
MARSHALL A. ELKINS, ESQ.
INTEGRATED HEALTH SERVICES, INC.
10065 RED RUN BOULEVARD
OWINGS MILLS, MARYLAND 21117
TELEPHONE: 410-998-8400
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidders)
COPIES TO:
Carl E. Kaplan, Esq. Leslie A. Glew, Esq.
Fulbright & Jaworski L.L.P. Integrated Health Services, Inc.
666 Fifth Avenue 10065 Red Run Boulevard
New York, New York 10103 Owings Mills, Maryland 21117
Telephone: (212) 318-3000 Telephone: (410) 998-8400
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This Amendment No. 1 (this "Amendment") is filed to supplement and
amend the information set forth in the Tender Offer Statement on Schedule 14D-1
filed by Integrated Health Services, Inc., a Delaware corporation ("IHS"), and
IHS Acquisition XXVI, Inc., a Delaware corporation and a wholly-owned subsidiary
of IHS (the "Purchaser"), on August 7, 1997 (the "Schedule 14D-1") with respect
to the shares of Common Stock, par value $.0025 per share, of Community Care of
America, Inc., a Delaware corporation (the "Company"). Unless otherwise
indicated, the capitalized terms used herein shall have the meanings specified
in the Schedule 14D-1, including the Offer to Purchase attached as Exhibit
(a)(1) thereto.
ITEM 10. ADDITIONAL INFORMATION.
Item 10(f) of the Schedule 14D-1 is hereby supplemented and amended by
adding the following information thereto:
The Expiration Date of the Offer which was scheduled for 12:00
midnight, New York City time on Thursday, September 4, 1997 has been extended to
5:00 p.m., New York City time on Thursday, September 18, 1997, unless the Offer
is further extended.
In addition, on September 5, 1997, IHS issued a press release
announcing the extension of the Expiration Date.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
(a)(8). Press Release dated September 5, 1997, issued by Integrated
Health Services, Inc.
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SIGNATURES
After due 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.
Dated: September 5, 1997
IHS ACQUISITION XXVI, INC.
By /s/ Brian Davidson
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Name: Brian Davidson
Title: Executive Vice President--Development
INTEGRATED HEALTH SERVICES, INC.
By /s/ Brian Davidson
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Name: Brian Davidson
Title: Executive Vice President--Development
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EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION
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99.1 Press Release, dated September 5, 1997, issued by Integrated Health
Services, Inc.
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FOR IMMEDIATE RELEASE: Contact: Robert N. Elkins, M.D.
Chairman & CEO
Marc B. Levin
Executive Vice President
Integrated Health Services, Inc.
(410) 998-8400
Ellen Gulczynski
MacKenzie Partners, Inc.
(212) 929-5500
IHS EXTENDS OFFER FOR COMMUNITY CARE OF AMERICA, INC.
Owings Mills, Maryland - September 5, 1997 - Integrated Health
Services, Inc. (NYSE:IHS) announced today that it has extended the expiration
date of its $4.00 per share cash tender offer to acquire all of the outstanding
shares of Community Care of America, Inc. (NASDAQ:CCAI) to 5:00 p.m., New York
City time, on Thursday, September 18, 1997, unless the tender offer is further
extended. The offer had previously been scheduled to expire at 12:00 midnight,
New York City time, on Thursday, September 4, 1997. As of 7:00 p.m., New York
City time on September 4, 1997, 7,072,842 shares of Community Care of America's
stock had been validly tendered and not withdrawn in the offer, representing
approximately 93.1% of Community Care of America's outstanding shares and
approximately 66.4% of Community Care of America's fully-diluted shares. The
extension has been made in order to receive all of the necessary approvals under
state change of ownership, healthcare licensure and certificate of need laws and
regulations and all other required consents of third parties.
Integrated Health Services is a highly diversified health services
provider, offering a broad spectrum of post-acute medical and rehabilitative
services through its nationwide healthcare network. IHS' post-acute services
include home nursing services, home infusion services, subacute care, inpatient
and outpatient rehabilitation, respiratory therapy, hospice care, and diagnostic
services. Supporting the full continuum of healthcare needs, IHS currently
operates over 1,000 post-acute service locations in 45 states throughout the
U.S.
