<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________________________________________________________________________
FORM 8-K/A
AMENDMENT NO. 1
FILED PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report: (Date of earliest event reported) February 11, 1994
_____________________________________________________________________________
HORIZON HEALTHCARE CORPORATION
(Exact name of registrant as specified in its charter)
_____________________________________________________________________________
DELAWARE 1-9369 91-1346899
(State or other jurisdiction (Commission File (IRS Employer
of incorporation or organization) Number) Identification
Number)
_____________________________________________________________________________
6001 INDIAN SCHOOL ROAD, N.E., SUITE 530
ALBUQUERQUE, NEW MEXICO 87110
(Address of principal executive offices) (Zip Code)
_____________________________________________________________________________
(505) 881-4961
(Registrant's telephone number, including area code)
<PAGE>
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial Statements of Businesses Acquired:
(1) Consolidated Balance Sheets of Greenery as of September
30, 1993 and 1992, and the related consolidated statements of
income, shareholders' equity and cash flow for each of the
three years in the period ended September 30, 1993 (as
previously filed as Exhibit 99.3 to Form 8-K dated
February 11, 1994).
(2) Manually signed Report of Ernst & Young, independent
auditors for Greenery, dated February 25, 1994 (as previously
filed as Exhibit 99.1 to Form 8-K dated February 11, 1994).
2
<PAGE>
(b) Pro Forma Financial Information:
Administrative and general expenses included in the original pro forma
condensed consolidated financial statements prepared to reflect Horizon's
acquisition of Greenery have been revised in this amendment to reflect
certain adjustments to the Greenery historical period from October 1, 1993
through the acquisition date, February 11, 1994. The pro forma was first
amended six months following the acquisition to properly reflect as a
reduction to net income in the unaudited pre-acquisition period adjustments
that Horizon made to predecessor company reserves that had not previously
been reflected in income. The reduction to income associated with these
adjustments totaled $7,777, pre-tax, and $4,705 net of tax. Further
adjustments were recorded related to errors discovered in the original
Greenery purchase accounting and the resolution of a pre-acquisition
contingency totaling $7,710 and $471, respectively, pre-tax, and $4,665 and
$285, respectively, net of taxes.
In addition to the above, further adjustments have been made to facility
lease, interest and depreciation expense in the amount of $373, $793 and
($297), respectively, related to the revisions of the application of pro
forma adjustments to the unaudited pro forma condensed consolidated statement
of earnings. The net of tax effect of these adjustments was a $526 reduction
to net income.
Furthermore, the effective tax rate of 40% used to estimate combined
federal and state taxes in the original pro forma condensed consolidated
statement of earnings for the twelve months ended May 31, 1994 has been
amended to reflect a 39.5% effective tax rate. All such adjustments have
been properly reflected in the accompanying condensed statement of earnings
for the nine months ended February 28, 1994.
3
<PAGE>
PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
During 1993 and the nine months ended February 28, 1994, the Company
implemented its strategic business plan by leasing or acquiring long-term
facilities and related specialty service businesses in target geographic
areas. The following unaudited Pro Forma Condensed Consolidated Statements of
Earnings (Statements) for the year ended May 31, 1993 and for the nine months
ended February 28, 1994 and 1993 give effect to:
a) all acquisitions and dispositions of the Company during the year
ended May 31, 1993, including the operations of a 180-bed long-term
care facility whose related assets were acquired on June 1, 1993,
b) the Merger of Greenery Rehabilitation Group, Inc. (Greenery) into the
Company (the Merger), including the transactions with Health and
Rehabilitation Properties Trust (HRP) and M&P Partners Limited
Partnership (M&P),
c) the issuance of 2,050,000 shares of the Company's common stock in
exchange for 8,200,000 shares of Greenery's common stock upon the
completion of the Merger on February 11, 1994,
as if the acquisitions and dispositions, issuance of common stock, and Merger
and related transactions had occurred as of June 1, 1992. Except for the
merger and related transactions noted above, there were no other significant
acquisitions, aggregated insignificant acquisitions, or dispositions during
the nine months ended February 28, 1994, that require disclosure.
The Statements which follow include: 1) the earnings of the Company for
its fiscal year ended May 31, 1993 and for the nine months ended February 28,
1994 and 1993, 2) the operations of Greenery for the twelve months ended June
30, 1993, the eight and half months ended February 10, 1994 and the nine
months ended March 31, 1993, and 3) the operations of the acquired and
disposed of businesses from June 1, 1992 to the date the individual
businesses were acquired or disposed of by the Company. The combined
historical amounts have been adjusted by giving effect to the assumptions and
adjustments included in the accompanying Notes to Pro Forma Condensed
Consolidated Financial Statements.
The statement of operations of Greenery for the twelve months ended
June 30, 1993 includes a $20,272,000 non-recurring expense related to the
write-off of certain capital costs. This non-recurring expense was reduced to
$11,788,000 in the pro forma financial statements to eliminate the effect of
that portion of the non-recurring expense applicable to Greenery assets sold
to M&P, a related party, and a facility sold to an unrelated party pursusnt to
the Merger. If this net non-recurring expense item were eliminated from the
unaudited Pro Forma Condensed Consolidated Statement of Earnings for the year
ended May 31, 1993, pro forma net earnings for that period would have been
$8,107 (assuming a 34% tax rate), or $0.59 per common and common equivalent
share and $0.57 per share-assuming full dilution.
The following pro forma financial information may not necessarily reflect
the results of operations of the Company which would have actually resulted
had the acquisitions, dispositions, issuance of common stock and the Merger,
including the related transactions, occurred as of the date and for the
periods indicated, or of future earnings of the Company. The pro forma
financial information should be read in conjunction with the accompanying
Notes to Pro Forma Condensed Consolidated Financial Statements and the
Financial Statements of the Company and Greenery and certain of the 1993
acquisitions previously filed.
4
<PAGE>
PRO FORMA CONDENSED CONSOLIDATED
STATEMENT OF EARNINGS (UNAUDITED)
FOR THE YEAR ENDED MAY 31, 1993
(IN THOUSANDS, EXCEPT PER SHARE EARNINGS)
<TABLE>
<CAPTION>
HORIZON FISCAL 1993
---------------------------- PRO FORMA
HORIZON GREENERY ACQUISITIONS DISPOSITIONS ADJUSTMENTS PRO FORMA
-------- -------- ------------ ------------ ----------- ---------
<S> <C> <C> <C> <C> <C> <C>
Operating revenues $232,199 $175,060 $28,753 $(2,588) $ (451)(a) $413,146
-------- -------- ------- ------- -------- --------
(9,986)(g)
(28,688)(h)
2,012 (h)
111 (i)
16,724 (k)
--------
(20,278)
--------
Operating expenses 165,716 126,241 20,145 (2,266) (648)(b) 294,064
(7,566)(g)
(19,477)(h)
11,919 (k)
Administrative and
general 25,489 29,149 5,641 (294) (457)(c) 51,261
(1,408)(g)
(2,216)(h)
(6,329)(j)
1,511 (k)
175 (i)
Facility leases 20,992 12,448 1,982 -- 94 (d) 35,178
198 (g)
(3,790)(h)
3,254 (k)
Interest 4,252 5,452 606 (214) (103)(e) 12,445
2,451 (g)
1 (k)
Depreciation and
amortization 4,008 2,552 494 (173) (25)(f) 7,915
1,101 (g)
(81)(h)
39 (k)
Non-recurring items -- 20,272 -- -- (8,484)(g) 11,788
-------- -------- ------- ------- -------- --------
Total operating
expenses 220,457 196,114 28,868 (2,947) (29,841) 412,651
-------- -------- ------- ------- -------- --------
Earnings (loss)
before taxes 11,742 (21,054) (115) 359 9,563 495
Income taxes 4,026 (3,150) 63 -- (771)(m) 168
-------- -------- ------- ------- -------- --------
Net earnings (loss) $ 7,716 $(17,904) $ (178) $ 359 $ 10,334 $ 327
======== ======== ======= ======= ======== ========
Earnings per common
and common
equivalent share $ 0.66 $ 0.02
======== ========
Earnings per common
share - assuming
full dilution $ 0.62 $ 0.02
======== ========
</TABLE>
5
<PAGE>
PRO FORMA CONDENSED CONSOLIDATED
STATEMENT OF EARNINGS (UNAUDITED)
FOR THE NINE MONTHS ENDED FEBRUARY 28, 1994
(IN THOUSANDS, EXCEPT PER SHARE EARNINGS)
<TABLE>
<CAPTION>
PRO FORMA
HORIZON GREENERY ADJUSTMENTS PRO FORMA
-------- -------- ----------- ---------
<S> <C> <C> <C> <C>
Operating revenues $242,500 $129,358 $ (3,695) (g) $352,000
-------- -------- --------
(17,429) (h)
1,220 (h)
46 (i)
--------
(19,858)
--------
Operating expenses 172,706 98,603 (2,577) (g) 254,398
(14,344) (h)
Administrative and general 25,376 32,228 (552) (g) 51,034
(1,402) (h)
(4,747) (j)
131 (l)
Facility leases 18,085 10,554 433 (g) 26,546
(2,526) (h)
Interest 4,051 3,473 1,599 (g) 9,123
Depreciation and
amortization 4,682 2,156 1,045 (g) 7,720
(163) (h)
Non-recurring items -- 5,881 (5,881) (g) --
-------- -------- -------- --------
Total operating expenses 224,900 152,895 (28,974) 348,821
-------- -------- -------- --------
Earnings (loss) before
taxes 17,600 (23,537) 9,116 3,179
Income taxes 6,800 (9,297) 3,753 (m) 1,256
-------- -------- -------- --------
Net earnings (loss) $ 10,800 $(14,240) $ 5,363 $ 1,923
======== ======== ======== ========
Earnings per common and
common equivalent share $ 0.74 $ 0.12
======== ========
Earnings per common share -
assuming full dilution $ 0.66 $ 0.12
======== ========
</TABLE>
6
<PAGE>
PRO FORMA CONDENSED CONSOLIDATED
STATEMENTS OF EARNINGS (UNAUDITED)
FOR THE NINE MONTHS ENDED FEBRUARY 28, 1993
(IN THOUSANDS, EXCEPT PER SHARE EARNINGS)
<TABLE>
<CAPTION>
HORIZON FISCAL 1993
-------------------------- PRO FORMA
HORIZON GREENERY ACQUISITIONS DISPOSITIONS ADJUSTMENTS PRO FORMA
-------- -------- ------------ ------------ ----------- ---------
<S> <C> <C> <C> <C> <C> <C>
Operating revenues $160,338 $126,934 $27,962 $(2,589) $ (451) (a) $297,220
-------- -------- ------- ------- --------
(7,189) (g)
(21,907) (h)
1,533 (h)
48 (i)
12,543 (k)
--------
(15,425)
--------
Operating expenses 114,665 90,980 19,633 (2,266) (848) (b) 211,720
(5,429) (g)
(14,155) (h)
8,940 (k)
Administrative and general 16,953 22,278 5,442 (294) (423) (c) 37,733
(1,089) (g)
(1,651) (h)
(4,747) (j)
1,133 (k)
131 (l)
Facility leases 15,262 8,498 1,976 -- 64 (d) 26,385
976 (g)
(2,832) (h)
2,441 (k)
Interest 2,822 4,332 549 (214) (96) (e) 9,113
1,720 (g)
Depreciation and
amortization 2,452 1,866 470 (173) (21) (f) 5,598
1,030 (g)
(55) (h)
29 (k)
Non-recurring items -- 20,272 -- -- (8,484) (g) 11,788
-------- -------- ------- ------- -------- --------
Total operating expenses 152,154 148,226 28,070 (2,947) (23,168) 302,337
-------- -------- ------- ------- -------- --------
Earnings (loss) before
taxes 8,184 (21,292) (108) 358 7,741 (5,117)
Income taxes 2,795 (3,150) 63 -- (1,448) (m) (1,740)
-------- -------- ------- ------- -------- --------
Net earnings (loss) $ 5,389 $(18,142) $ (171) $ 358 $ 9,189 $ (3,377)
======== ======== ======= ======= ======== ========
Earnings per common and
common equivalent share $ 0.46 $ (0.25)
======== ========
Earnings per common share -
assuming full dilution $ 0.44 $ (0.25)
======== ========
</TABLE>
7
<PAGE>
NOTES TO PRO FORMA CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS (UNAUDITED)
1. BASIS OF PRESENTATION.
The Pro Forma Condensed Consolidated Financial Statements are presented to
give effect to (i) the 1993 acquisitions and dispositions of the Company,
(ii) the issuance of 2,050,000 shares of the Company's common stock, on
February 11, 1994, in exchange for 8,200,000 shares of Greenery's common
stock (representing 100% of the total Greenery shares outstanding, excluding
treasury stock) upon completion of the Merger, and (iii) certain other
transactions with HRP and M&P.
2. PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS ADJUSTMENTS
(DOLLAR AMOUNTS IN THOUSANDS).
1993 ACQUISITION AND DISPOSITION ADJUSTMENTS (FOR THE YEAR ENDED MAY 31,
1993 AND NINE MONTHS ENDED FEBRUARY 28, 1993)
<TABLE>
<CAPTION>
NINE MONTHS
ENDED
YEAR ENDED FEBRUARY 28,
MAY 31, 1993 1993
------------ ------------
<S> <C> <C>
(a) Operating revenues are reduced to
reflect elimination of pre-acquisition,
non-recurring tax assessment revenue
of acquired facility $(591) $(591)
Operating revenues are increased to
reflect the effect of interest income on
promissory notes related to the sale
of assets 140 140
------ ------
Net decrease in operating revenues $(451) $(451)
====== ======
</TABLE>
(b) Operating expenses are reduced by $648 for the year ended May 31, 1993
and the nine months ended February 28, 1993, to reflect elimination of
county pension fund expense and a reduction of the work force resulting from
elimination of unions and union contracts of acquired facility.
(c) Administrative and general expenses are reduced by $457 and $423 for
the year ended May 31, 1993 and the nine months ended February 28, 1993,
respectively, for the reduction of administrative fees allocated to acquired
facilities by the prior owners, offset by additional administrative expenses
expected to be incurred as a result of acquiring these facilities.
(d) Facility leases expense is increased by $94 and $64 for the year
ended May 31, 1993 and the nine months ended February 28, 1993, respectively,
to reflect rental rates in new lease agreements, net of rental rates
in terminated lease agreements.
(e) Interest expense is reduced by $103 and $96 for the year ended May
31, 1993 and the nine months ended February 28, 1993, respectively, due to:
i) substituting the Company's interest rate on debt for that of the prior
owner/operator, ii) eliminating interest on debt not assumed by the Company,
and iii) adding back interest on the Company's 6.75% convertible subordinated
notes allocated to the facility dispositions.
8
<PAGE>
(f) Depreciation and amortization expense is reduced by $25 and $21 for
the year ended May 31, 1993 and the nine months ended February 28, 1993,
respectively, due to: i) substituting the Company's depreciable basis in
assets acquired with that of the prior owner, ii) eliminating depreciation on
assets not acquired, and iii) amortizing deferred lease purchase costs on
acquired facilities.
GREENERY MERGER ADJUSTMENTS
(g) In connection with the Merger, the Company purchased three facilities
previously leased by HRP to Greenery and incurred additional debt related to
a Greenery owned facility to raise additional cash. In addition, pursuant to
the Merger, two office buildings owned and operated by Greenery, for which a
non-recurring expense of $6,453 was included in Greenery's results of
operations for the twelve months ended June 30, 1993 and the nine months
ended March 31, 1993, has been sold to M&P, along with other assets for which
a write down of approximately $3,100 was recorded by Greenery during the nine
months ended February 28, 1994. Greenery also recorded a $775 loss on the
sale of one facility to HRP and expenses of $2,006 related to severance pay
and other Merger costs in preparation for the Merger during the nine months
ended February 28, 1994. Finally, in connection with the Merger, Greenery
sold to HRP one facility which incurred a write-off of unrealizable building
refurbishment costs of $2,031 during the twelve months ended June 30, 1993
and the nine months ended March 31, 1993; accordingly, the operations of that
facility (including the building refurbishment costs write-off) have been
eliminated. The impact of the above, as well as the additional depreciation
and amortization expense for the allocation of excess purchase price to
buildings and equipment and goodwill (assuming a 40 year amortization period
for goodwill), on earnings before income taxes is as follows:
<TABLE>
<CAPTION>
YEAR ENDED NINE MONTHS ENDED NINE MONTHS ENDED
MAY 31, 1993 FEBRUARY 28, 1994 FEBRUARY 28, 1993
------------ ----------------- -----------------
<S> <C> <C> <C>
Operating revenues $ (9,986) $(3,695) $ (7,189)
--------- -------- ---------
Operating expenses (7,566) (2,577) (5,429)
Administrative and general (1,408) (552) (1,089)
Facility leases 198 433 976
Interest 2,451 1,599 1,720
Depreciation and amortization 1,101 1,045 1,030
Non-recurring write down to net
realizable value of assets sold
to M&P and HRP and other Merger
related costs and losses (8,484) (5,881) (8,484)
--------- -------- ---------
Total operating expenses (13,708) (5,933) (11,276)
--------- -------- ---------
Net increase in earnings
before taxes $ 3,722 $ 2,238 $ 4,087
========= ======== =========
</TABLE>
9
<PAGE>
(h) Pursuant to the Merger, HRP canceled three facility leases with
Greenery. Such leases were assumed by the former majority owners of Greenery
and the Company entered into a management agreement for such facilities. The
impact on earnings before taxes is as follows:
<TABLE>
<CAPTION>
YEAR ENDED NINE MONTHS ENDED NINE MONTHS ENDED
MAY 31, 1993 FEBRUARY 28, 1994 FEBRUARY 28, 1993
------------ ----------------- -----------------
<S> <C> <C> <C>
Operating revenues $(28,688) $(17,429) $(21,907)
--------- --------- ---------
Operating expenses (19,477) (14,334) (14,155)
Administrative and general (2,216) (1,402) (1,651)
Facility leases (3,790) (2,526) (2,832)
Depreciation and amortization (81) (163) (55)
--------- --------- ---------
Total operating expenses (25,564) (18,425) (18,693)
--------- --------- ---------
Net decrease in earnings before
taxes (3,124) 996 (3,214)
Pro forma management revenues 2,012 1,220 1,533
--------- --------- ---------
Net increase (decrease) in
earnings before taxes $ (1,112) $ 2,216 $ (1,681)
========= ========= =========
</TABLE>
(i) Interest income will be increased to reflect the impact of the
Company financing the $20,000 sale to M&P of certain Greenery assets,
including among other assets, the office buildings discussed in (g) above
and interest bearing notes receivable, as follows:
<TABLE>
<CAPTION>
YEAR ENDED NINE MONTHS ENDED
MAY 31, 1993 FEBRUARY 28, 1994 AND 1993
------------ --------------------------
<S> <C> <C>
Interest on the Company's $20,000
note receivable $ 1,138 $851
Less interest on notes receivable sold (1,027) 805
-------- ----
$ 111 $ 46
======== ====
</TABLE>
(j) As a result of the Merger, the corporate offices of Greenery were
closed and specifically identified duplicate corporate administrative and
general expenses at Greenery totaling $6,329 and $4,747 for the year ended
May 31, 1993 and the nine months ended February 28, 1994 and 1993,
respectively, will be eliminated.
(k) Included in Greenery's historical financial information from July 1,
1992 through September 30, 1992 is a management fee of $1,229 related to
facilities managed by Greenery until final government regulatory approvals
were received by Greenery to lease such facilities. Greenery financial
statements subsequent to September 30, 1992 reflect the operations of these
leased facilities. Pro forma results of operations for the year ended May 31,
1993 and the nine months ended February 28, 1993 have been reclassified to
reflect these operations as leased facilities from July 1, 1992 through
September 30, 1992 as follows:
10
<PAGE>
<TABLE>
<CAPTION>
NINE MONTHS
YEAR ENDED ENDED
MAY 31, 1993 FEBRUARY 28, 1993
------------ -----------------
<S> <C> <C>
Pro forma operating revenues $17,953 $13,465
Management fee revenue (1,229) (922)
------- -------
Net increase in operating revenues $16,724 $12,543
======= =======
Pro forma expenses:
Operating expenses $11,919 $ 8,940
Administrative and general 1,511 1,133
Facility leases 3,254 2,441
Interest 1 --
Depreciation and amortization 39 29
------- -------
Total pro forma expenses $16,724 $12,543
======= =======
</TABLE>
(l) The Company will enter into a management agreement with a director
of Greenery for a term of seven years at an annual rate of $175 ($131 for
nine months).
(m) An effective tax rate of 34% is used to estimate combined federal
and state taxes for the year ended May 31, 1993 and the nine months ended
February 28, 1993. An effective tax rate of 39.5% is used to estimate
combined federal and state taxes for the nine months ended February 28, 1994.
3. PRO FORMA WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING (IN THOUSANDS).
The calculation of pro forma weighted average number of shares outstanding is
as follows:
<TABLE>
<CAPTION>
MAY 31, 1993
-----------------------------------
WEIGHTED AVERAGE WEIGHTED AVERAGE
NUMBER OF SHARES NUMBER OF SHARES
FOR EARNINGS PER FOR EARNINGS PER
COMMON AND COMMON SHARE -
COMMON EQUIVALENT ASSUMING FULL
SHARE DILUTION
----------------- ----------------
<S> <C> <C>
Prior to the Merger 11,712 16,276
Shares issued in connection with the
Merger 2,050 2,050
------ ------
Pro Forma after Merger 13,762 18,326
====== ======
</TABLE>
11
<PAGE>
<TABLE>
<CAPTION>
FEBRUARY 28, 1994
-----------------------------------
WEIGHTED AVERAGE WEIGHTED AVERAGE
NUMBER OF SHARES NUMBER OF SHARES
FOR EARNINGS PER FOR EARNINGS PER
COMMON AND COMMON SHARE -
COMMON EQUIVALENT ASSUMING FULL
SHARE DILUTION
----------------- ----------------
<S> <C> <C>
Prior to the Merger 14,651 18,539
Shares issued in connection with the
Merger 2,050 2,050
------ ------
Pro Forma after Merger 16,701 20,589
====== ======
</TABLE>
<TABLE>
<CAPTION>
FEBRUARY 28, 1993
-----------------------------------
WEIGHTED AVERAGE WEIGHTED AVERAGE
NUMBER OF SHARES NUMBER OF SHARES
FOR EARNINGS PER FOR EARNINGS PER
COMMON AND COMMON SHARE -
COMMON EQUIVALENT ASSUMING FULL
SHARE DILUTION
----------------- ----------------
<S> <C> <C>
Prior to the Merger 11,683 16,246
Shares issued in connection with the
Merger 2,050 2,050
------ ------
Pro Forma after Merger 13,733 18,296
====== ======
</TABLE>
12
<PAGE>
(c) Exhibits:
2.1 Agreement and Plan of Merger dated as of August 2, 1993
by and between the Company and Greenery (incorporated
herein by reference to the same exhibit number in the
Company's Registration Statement on Form S-1,
No. 33-67754).
2.1(a) First Amendment to Agreement and Plan of Merger, by and
between the Company and Greenery (incorporated herein
by reference to the same exhibit number in the Company's
Registration Statement on Form S-4, No. 33-67856)
2.2 Agreement dated July 30, 1993 between the Company,
Health and Rehabilitation Properties Trust ("HRPT"),
and Greenery (incorporated herein by reference to the
same exhibit number in the Company's Registration
Statement on Form S-1, No. 33-67754).
2.2(a) Letter agreement between the Company, Greenery and
HRPT, amending Exhibit 2.2 above (incorporated herein
by reference to the same number in the Company's
Registration Statement on Form S-4, No. 33-67856).
2.3 Purchase Agreement, dated as of July 30, 1993 between
M&P Partners Limited Partnership, Greenery and 99-111
Chestnut Hill Avenue Corp. (incorporated herein by
reference to the same exhibit number in the Company's
Registration Statement on Form S-1, No. 33-67754).
2.4 Letter Agreement, dated October 29, 1993, by and among
the Company, Greenery and HRPT (as previously filed in
Form 8-K dated February 11, 1994).
2.5 First Amendment to Purchase Agreement, dated as of
October 29, 1993, by and among M&P Partners Limited
Partnership and Greenery (as previously filed in
Form 8-K dated February 11, 1994).
99.1 Report of Ernst & Young (as previously filed in
Form 8-K dated February 11, 1994).
99.2 Joint Proxy Statement and Prospectus dated October 15,
1993 of the Company and Greenery, as supplemented by
Letter dated November 8, 1993, of the Company to the
shareholders of the Company and Greenery (as previously
filed in Form 8-K dated February 11, 1994).
99.3 Consolidated Balance Sheets of Greenery as of
September 30, 1993 and 1992, and the related
Consolidated Statements of Income, Shareholders'
Equity and Cash Flows for each of the three years in
the period ended September 30, 1993 (from Greenery's
Annual Report on Form 10-K for the fiscal year ended
September 30, 1993; as previously filed in
Form 8-K dated February 11, 1994).
13
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this Amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
HORIZON HEALTHCARE CORPORATION
Date: June 2, 1995 By /s/ ERNEST A. SCHOFIELD
-------------------------------------
Ernest A. Schofield
Senior Vice President and
Chief Financial Officer
