Amendment No. 2
Filed October 9, 1997
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K / A
/ X / ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 1997
OR
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________________to____________________
Commission file number 1-9848
CARETENDERS HEALTH CORP.
(Exact name of registrant as specified in its charter)
Delaware 06-1153720
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
100 Mallard Creek Road, Suite 400, Louisville, Kentucky 40207
(Address of principal executive offices) (Zip Code)
(502) 899-5355
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Title of each class Name of each exchange on which registered
------------------- -----------------------------------------
Common stock, Nasdaq National Market
par value $.10 per share
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes / X / No/ /.
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of regulation S-K is not contained herein, and will not be
contained, to the best of the registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. / X /
As of July 25, 1997, 3,129,413 shares of the registrant's common stock
were outstanding. The aggregate market value of Registrant's voting common
stock held by non-affiliates of the registrant as of July 25,
1997 was approximately $23,801,122 (based on the last sale price of a
share of the common stock as of July 25, 1997 ($7.63), as reported by
the National Association of Securities Dealers, Inc. Automated
Quotation ("NASDAQ")system).
DOCUMENTS INCORPORATED BY REFERENCE
None.
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this Item is set forth the in
Registrants definitive proxy materials relating to the annual meeting to be
held November 24, 1997, except for the information regarding executive
officers of the Company, which is contained herein. The information
required by this Item contained in such definitive proxy materials is
incorporated herein by reference.
The following table sets forth certain information with respect to
the Company's directors and executive officers.
<TABLE>
<CAPTION>
Name Age Position with the Company
- ------------------------ --- --------------------------------------
<S> <C> <C>
William B. Yarmuth (1) 45 Chairman of the Board, President
and Chief Executive Officer
C. Steven Guenthner (2) 36 Senior Vice President and
Chief Financial Officer
Mary A. Yarmuth (3) 50 Senior Vice President and
President - SeniorCare Solutions
W. Timothy Luckett (4)* 40 Vice President - Human Resources
Helen Salvate-Simms (5)* 40 Vice President - SeniorCare Solutions
Brenda S. Gaines (6)* 40 Vice President - SeniorCare Solutions
Anne Liechty (7)* 45 Vice President - Infusion Services
Michael D. Seltzer (8)* 33 Vice President - HME Services
Stan C. Abromaitis (9)* 50 Vice President - Government Relations
Mark R. Nail (10)* 38 Vice President - Controller
Steven B. Bing (11) 50 Director
Patrick B. McGinnis (12) 50 Director
Donald G. McClinton (13) 63 Director
Tyree G. Wilburn (14) 45 Director
Jonathan Goldberg (15) 45 Director
Wayne T. Smith (16) 51 Director
</TABLE>
*Such individuals are not deemed to be executive officers of the
Company pursuant to Rule 16-a(1)(f) promulgated under Section 16 of
the Securities Exchange Act of 1934
<PAGE>
SIGNATURES
Pursuant to the requirements to the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf
by the undersigned, thereunto duly authorized.
Date: October 9, 1997 Caretenders Health Corp.
----------------------------
(Registrant)
By:/s/ C. Steven Guenthner
---------------------------
(Signature)
C. Steven Guenthner
Senior Vice President, Chief
Financial Officer, and
Secretary/Treasurer
