AMERICAN HOMEPATIENT INC
8-K, 1999-09-03
HOME HEALTH CARE SERVICES
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<PAGE>   1
                       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):
                               September 1, 1999


                           AMERICAN HOMEPATIENT, INC.
             (Exact name of registrant as specified in its charter)


   Delaware                        0-19532                     62-1474680
   --------                        -------                     ----------------
   (State or other               (Commission                   (I.R.S. Employer
   jurisdiction of               File Number)                  Identification
   incorporation)                                              Number)


          5200 Maryland Way, Suite 400, Brentwood, Tennessee 37027-5018
          -------------------------------------------------------------
                    (Address of principal executive offices)



                                 (615) 221-8884
               --------------------------------------------------
              (Registrant's telephone number, including area code)


                                 Not Applicable
               --------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)
- --------------------------------------------------------------------------------



                             Exhibit Index on Page 2
                                   Page 1 of 4



<PAGE>   2



ITEM 5.       OTHER EVENTS.

         The Registrant reports that the Nasdaq National Market has de-listed
the Registrant's common stock from the Nasdaq National Market System effective
at the close of business on September 1, 1999. Beginning September 2, 1999,
trading of the Registrant's common stock is being conducted on the
Over-The-Counter Electronic Bulletin Board using the company's trading symbol,
AHOM.

         The Registrant has issued two (2) press releases regarding these
events, copies of which are attached as Exhibits 99.1 and 99.2 and incorporated
herein by reference.


                                    SIGNATURE


         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.

                                  AMERICAN HOMEPATIENT, INC.



                                  By: /s/ Marilyn O'Hara
                                     ------------------------------------------

                                  Name: Marilyn O'Hara
                                        ---------------------------------------

                                  Title: Chief Financial and Accounting Officer
                                         --------------------------------------

Date:    September 3, 1999



                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.       Description                                            Page
- -----------       -----------                                            ----
<S>               <C>                                                    <C>
    99.1          Press Release dated July 28, 1999                        3

    99.2          Press Release dated August 12, 1999                      4
</TABLE>






                                   Page 2 of 4

<PAGE>   1

                                                                    EXHIBIT 99.1



AMERICAN HOMEPATIENT                                                NEWS RELEASE
- --------------------------------------------------------------------------------

Contacts:      Joseph F. Furlong           or        Kathey S. Palmer
               President and CEO                     Sr. Vice President
               (615) 221-8884                        (615) 221-8884

FOR IMMEDIATE RELEASE


           AMERICAN HOMEPATIENT DE-LISTED FROM NASDAQ NATIONAL MARKET
- --------------------------------------------------------------------------------

BRENTWOOD, Tn. (July 28, 1999) - American HomePatient, Inc. (NASDAQ: AHOM)
received notification that the Nasdaq National Market will de-list the
company's common stock effective at the close of business on August 31, 1999
because the company failed to meet the minimum bid price requirement of $5.00.
The company previously announced that Nasdaq was considering this matter and
that the company was exploring other listing options. Currently, American
HomePatient is pursing the listing of its common stock on the American Stock
Exchange (AMEX).

Unless Amex has approved the company for trading, beginning September 1, 1999
trading of American HomePatient's common stock will be conducted on the
over-the-counter market, also know as the "OTC" or, on application by
broker-dealers, in the NASD's Electronic Bulletin Board. The company's trading
symbol will remain AHOM.

American HomePatient is one of the largest home health care companies in the
country with over 300 centers in 38 states. Its primary product and service
offerings include home respiratory services, infusion therapy, parenteral and
enteral nutrition, and home medical equipment. The company's common stock
currently trades on the Nasdaq stock market under the symbol AHOM.

Certain statements made in the press release may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements are based on management's current
expectations and include known and unknown risks, uncertainties and other
factors, many of which the company's unable to predict or control, that may
cause the company's actual results or performance to materially differ from any
future results or performance expressed or implied by such forward-looking
statement. These statements involve risks, uncertainties and other factors
detailed from time to time in the company's filing with the Securities and
Exchange Commission. Such factors may include the increased cost of borrowing
under the company's credit agreement, changes to the company's business
strategy and operation, the effect of healthcare legislation and regulation,
the ability to obtain business, and the outcome of ongoing governmental
investigations. The company cautions investors that any forward-looking
statements made by the company are not necessarily indicative of the future
performance.



                                      XXX




                                  Page 3 of 4

<PAGE>   1



                                                                    EXHIBIT 99.2



AMERICAN HOMEPATIENT                                                NEWS RELEASE
- --------------------------------------------------------------------------------

Contacts:      Joseph F. Furlong           or        Kathey S. Palmer
               President and CEO                     Sr. Vice President
               (615) 221-8884                        (615) 221-8884

FOR IMMEDIATE RELEASE


                  AMERICAN HOMEPATIENT DECIDES ON OTC TRADING;
                          WILL NOT PURSUE AMEX LISTING
- --------------------------------------------------------------------------------

BRENTWOOD, Tn. (August 12, 1999) - American HomePatient, Inc. (NASDAQ: AHOM)
today announced it is no longer pursuing the listing of its common stock on the
American Stock Exchange (AMEX).


On July 28, 1999, the company announced that it had received notification that
the Nasdaq National Market will de-list the company's common stock effective at
the close of business on August 31, 1999 because the company failed to meet the
minimum bid price requirement of $5.00. At that time, American HomePatient also
announced it was considering listing its common stock on the American Stock
Exchange. The company's board of directors has since decided not to pursue
that alternative.

Beginning September 1, 1999 trading of American HomePatient's common stock
will be conducted on the over-the-counter market, also know as the "OTC" or, on
application by broker-dealers, in the NASD's Electronic Bulletin Board. The
company's trading symbol will remain AHOM.

American HomePatient is one of the largest home health care companies in the
country with over 300 centers in 38 states. Its primary product and service
offerings include home respiratory services, infusion therapy, parenteral and
enteral nutrition, and home medical equipment. The company's common stock
currently trades on the Nasdaq stock market under the symbol AHOM.

Certain statements made in the press release may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements are based on management's current
expectations and include known and unknown risks, uncertainties and other
factors, many of which the company's unable to predict or control, that may
cause the company's actual results or performance to materially differ from any
future results or performance expressed or implied by such forward-looking
statement. These statements involve risks, uncertainties and other factors
detailed from time to time in the company's filing with the Securities and
Exchange Commission. Such factors may include the increased cost of borrowing
under the company's credit agreement, changes to the company's business
strategy and operation, the effect of healthcare legislation and regulation,
the ability to obtain business, and the outcome of ongoing governmental
investigations. The company cautions investors that any forward-looking
statements made by the company are not necessarily indicative of the future
performance.



                                      XXX




                                  Page 4 of 4


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