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 20, 2002
CONCENTRA OPERATING CORPORATION
(Exact name of Registrant as specified in its charter)
Nevada | | 001-15699 | | 75-2822620 |
(State or other
jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification Number) |
|
5080 Spectrum Drive Suite 400—West Tower Addison, Texas | | | | 75001 |
(Address of principal
executive offices) | | | | (Zip code) |
Registrant’s telephone number, including area code:(972) 364-8000
Not Applicable
(former address if changed since last report)
Item 7. Financial Statements and Exhibits
(c) Exhibits
|
| 99.1 | | Press Release of the Registrant dated November 20, 2002 |
|
| 99.2 | | Schedule containing description of amended leverage ratio and interest coverage ratio covenants under the Registrant’s $475 Million Senior Credit Agreement |
Item 9. Regulation FD Disclosure
See the press release attached hereto as Exhibit 99.1 dated November 20, 2002, announcing (1) the completion of the sale by Concentra Inc., parent company of Concentra Operating Corporation, of $25,000,000 in common stock, (2) the contribution of the proceeds of that equity sale to Concentra Operating Corporation and Concentra Operating Corporation’s planned prepayment of $25,000,000 of senior term indebtedness, (3) approval from Concentra Operating Corporation’s senior lenders for its requested changes to future leverage and interest coverage ratio requirements, and (4) the Company’s planned December 1, 2002, acquisitions of OccMed Systems, Inc. and Em3 Corporation.
See the schedule attached hereto as Exhibit 99.2 containing a description of the amended leverage ratio and interest coverage ratio covenants under Concentra Operating Corporation’s $475 Million Senior Credit Agreement.
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.
| CONCENTRA OPERATING CORPORATION (Registrant) |
|
| By: | | /s/ Richard A. Parr II
|
| Name: | | Richard A. Parr II |
| Title: | | Executive Vice President, General Counsel & Secretary |
Date: November 21, 2002
INDEX TO EXHIBITS
EXHIBIT
NUMBER | | |
|
| 99.1 | | Press Release of the Registrant dated November 5, 2002 |
|
| 99.2 | | Schedule containing description of amended leverage ratio and interest coverage ratio covenants under the Registrant’s $475 Million Senior Credit Agreement |
