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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): June 22, 2000
THE MULTICARE COMPANIES, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 34-22090
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(State or other jurisdiction of (Commission File Number)
incorporation or
organization)
101 East State Street
Kennett Square, Pennsylvania 19348
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: 610-444-6350
Item 3. Bankruptcy or Receivership.
On June 22, 2000, The Multicare Companies, Inc. (the "Company") and certain
affiliates (collectively with the Company, the "Debtors") filed voluntary
petitions for relief under chapter 11 of title 11 of the United States Code (the
"Bankruptcy Code") with the United States Bankruptcy Court for the District of
Delaware (the "Bankruptcy Court"). The Debtors' chapter 11 cases have been
assigned to the Honorable Peter J. Walsh and are being jointly administered for
procedural purposes in the Bankruptcy Court under Case Nos. 00-2494 through
00-2690 (the "Chapter 11 Cases"). On the same date, Genesis Health Ventures,
Inc., ("GHV") 43.6% owner of Multicare, and certain of its direct and indirect
subsidiaries (the "GHV Debtors") also filed voluntary petitions for relief under
chapter 11 of the Bankruptcy Code with the Bankruptcy Court. The GHV Debtors'
chapter 11 cases have also been assigned to the Honorable Peter J. Walsh and are
being jointly administered for procedural purposes in the Bankruptcy Court under
Case Nos. 00-2691 through 00-2842.
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On June 23, 2000 the Bankruptcy Court entered an order authorizing the Debtors
to pay certain prepetition wages, salaries, benefits and other employee
obligations, as well as to continue in place the Debtors' various employee
compensation programs and procedures. On that date, the Bankruptcy Court also
authorized the Debtors to pay, among other claims, the prepetition claims of
certain critical vendors and patients. The Debtors intend to remain in
possession of the management and operation of their properties and businesses
and to pay the post petition claims of their various vendors and providers in
the ordinary course of business.
By orders dated June 23, 2000 and June 28, 2000 the Bankruptcy Court also
approved, on an interim basis, borrowings of up to $30 million in respect of the
Debtors' $50 million debtor in possession financing facility (the "DIP
Facility") with Mellon Bank, N.A. as Agent. By orders dated June 23, 2000 and
June 28, 2000, the Bankruptcy Court authorized, on an interim basis, the Debtors
to use the cash collateral of certain third party lenders. A hearing to consider
approval of the DIP Facility, and the use of cash collateral, on a final basis
has been scheduled to take place on July 18, 2000. The Debtors intend to utilize
the DIP Facility and existing cash flows to fund ongoing operations during the
Chapter 11 Cases. See press release attached hereto as Exhibit 99.1.
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Item 7. Financial Statements and Exhibits.
(a) Financial Statements
None.
(b) Pro Forma Financial Information
None.
(c) Exhibits
99.1 Press release dated June 22, 2000
Certain statements set forth above, including, but not limited to, statements
containing the words "anticipates", "believes", "expects", "intends", "will",
"may" and similar words constitute forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are based on the Company's current expectations and include known and
unknown risks, uncertainties and other factors, many of which the Company is
unable to predict or control, that may cause the Company's actual results or
performance to differ materially from any future results or performance
expressed or implied by such forward-looking statements. These statements
involve risks, uncertainties and other factors detailed from time to time in the
Company's filings with the Securities and Exchange Commission. Such factors may
include, without limitation, the delays or the inability to complete the
Company's plan of reorganization; the availability and terms of capital in light
of recent losses, cash flow shortfalls and the Company's chapter 11 bankruptcy
filing; adverse actions which may be taken by creditors and the outcome of
various bankruptcy proceedings; the Company's ability to attract patients given
its current financial position; and the effects of healthcare reform and
legislation on the Company's business strategy and operations. The Company
cautions investors that any forward-looking statements made by the Company are
not guarantees of future performance. The Company disclaims any obligation to
update any such factors or to announce publicly the results of any revisions to
any of the forward-looking statements included herein to reflect future events
or developments.
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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 hereunto duly authorized.
THE MULTICARE COMPANIES, INC.
By: /s/ George V. Hager, Jr.
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George V. Hager, Jr.
Executive Vice President and
Chief Financial Officer
Date: July 7, 2000
