Form 8-K

 

 

UNITED STATES

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): November 5, 2013

 

 

KINDRED HEALTHCARE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-14057   61-1323993

(State or other jurisdiction

of incorporation or organization)

  

(Commission File

Number)

  

(IRS Employer

Identification No.)

 

680 South Fourth Street

Louisville, Kentucky

   40202-2412
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (502) 596-7300

Not Applicable

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 2.02. Results of Operations and Financial Condition.

On November 5, 2013, Kindred Healthcare, Inc. (the “Company”) issued a press release announcing its financial results for the third quarter ended September 30, 2013. The press release, dated November 5, 2013, is attached as Exhibit 99.1 to this Form 8-K. On November 5, 2013, the Company also made the press release available on its website at www.kindredhealthcare.com.

The information contained herein is being furnished pursuant to Item 2.02 of Form 8-K, “Results of Operations and Financial Condition.” This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01. Regulation FD Disclosure.

Incorporated by reference is Exhibit 99.1 attached hereto, a press release issued by the Company on November 5, 2013 announcing its financial results for the third quarter ended September 30, 2013. Also incorporated by reference is Exhibit 99.3 attached hereto, additional presentation materials being made available on November 5, 2013 in connection with the Company’s announcement of its financial results for the third quarter ended September 30, 2013. This information is being furnished under Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of such section.

Item 8.01. Other Events.

On November 5, 2013, the Company issued an additional press release announcing that its Board of Directors approved the payment of a quarterly cash dividend to its shareholders. A cash dividend of $0.12 per common share will be paid on December 9, 2013 to all shareholders of record as of the close of business on November 18, 2013. Future declarations of quarterly dividends will be subject to the approval of the Company’s Board of Directors. A copy of the press release is attached hereto as Exhibit 99.2 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit 99.1   

Press release (earnings) dated November 5, 2013.

Exhibit 99.2   

Press release (dividend) dated November 5, 2013.

Exhibit 99.3   

Additional presentation materials dated November 5, 2013.

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.

 

Date: November 6, 2013

   By:   /s/ Joseph L. Landenwich
    Joseph L. Landenwich
    Co-General Counsel and Corporate Secretary