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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): August 26, 2002
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KINDRED HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-14057 61-1323993
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation or
organization)
680 South Fourth Street
Louisville, Kentucky 40202-2412
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (502) 596-7300
Not Applicable
(Former name or former address, if changed since last report.)
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Item 5. Other Events and Regulation FD Disclosure.
Kindred Healthcare, Inc. ("Kindred" or the "Company") today announced that
its Board of Directors has approved the repurchase of up to $35 million of the
Company's common stock. The authorization includes both open market purchases
as well as private transactions from time to time. Kindred currently has
approximately 17.7 million shares of common stock outstanding.
Kindred also announced that it has amended the terms of its revolving credit
facility and senior secured notes to allow it the flexibility to proceed with
the repurchase program. As part of these amendments, the Company prepaid $50
million of the senior secured notes. The amendments also allow for a $10
million increase in the Company's annual capital expenditure limits beginning
in fiscal 2003. In addition, the Company agreed to certain revised financial
covenants, none of which are expected to materially affect its financial
flexibility.
At June 30, 2002, the Company's consolidated cash balances aggregated $212
million, approximately the same amount as its funded long-term debt. Since its
reorganization in April 2001, the Company has not had any outstanding
borrowings under its revolving credit facility.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
Exhibit 99.1 --Amendment No. 3 dated as of August 15, 2002, under the $120,000,000 Credit Agreement
dated as of April 20, 2001 among Kindred Healthcare Operating, Inc., the Company, the
Lenders, Swingline Bank and LC Issuing Banks party thereto, JPMorgan Chase Bank
(formerly The Chase Manhattan Bank, successor-by-merger to Morgan Guaranty Trust
Company of New York), as Administrative Agent and Collateral Agent, and General Electric
Capital Corporation, as Documentation Agent and Collateral Monitoring Agent.
Exhibit 99.2 --Amendment No. 3 dated as of August 15, 2002, under the $300,000,000 Credit Agreement
dated as of April 20, 2001 among Kindred Healthcare Operating, Inc., the Company, the
Lenders party thereto and JPMorgan Chase Bank (formerly The Chase Manhattan Bank,
successor-by-merger to Morgan Guaranty Trust Company of New York), as Administrative
Agent and Collateral Agent.
Exhibit 99.3 --Press Release dated August 26, 2002.
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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 hereto duly authorized.
KINDRED HEALTHCARE, INC.
By: /s/ RICHARD A. LECHLEITER
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Richard A. Lechleiter
Senior Vice President, Chief
Financial
Officer and Treasurer
Date: August 27, 2002
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