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): February 3, 2004
REHABCARE GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-19294 51-0265872
(State or other (Commission File (I.R.S. Employer
jurisdiction of Number) Identification
incorporation) Number)
7733 Forsyth Boulevard
17th Floor
St. Louis, Missouri 63105
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (314) 863-7422
Item 5. Other Events.
RehabCare Group, Inc. announced on February 3, 2004 that it had completed
the sale of StarMed Staffing Group to InteliStaf Healthcare, Inc.
The press release in its entirety is attached as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
(c) Exhibits. See Exhibit Index
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.
Dated: February 3, 2004
REHABCARE GROUP, INC.
By:/s/Vincent L. Germanese
-----------------------------------------------
Vincent L. Germanese
Senior Vice President, Chief Financial Officer
and Secretary
EXHIBIT INDEX
Exhibit No. Description
99.1 Press release dated February 3, 2004 announcing the completed sale of
StarMed Staffing Group to InteliStaf Healthcare, Inc.
Exhibit 99.1
CONTACT: RehabCare Group, Inc.
Vincent L. Germanese, CFO
Betty Cammarata, Director-Investor Relations
Press: David Totaro, Senior Vice President,
Corporate Marketing & Communications
(314) 863-7422
or
Financial Dynamics
Gordon McCoun
Press: Sean Leous
(212) 850-5600
For Immediate Release
Tuesday, February 3, 2004
REHABCARE GROUP, INC. COMPLETES SALE OF STARMED STAFFING GROUP TO
INTELISTAF HEALTHCARE, INC.
ST. LOUIS, MO February 3, 2004--RehabCare Group, Inc. (NYSE:RHB) today announced
the completion of the sale of StarMed Staffing Group to InteliStaf Healthcare,
Inc., a privately-held industry leader in healthcare staffing in a
stock-for-stock transaction on February 2, 2004. The definitive agreement had
been previously announced by both companies on December 30, 2003.
Upon the closing of the transaction, InteliStaf became the nation's largest
privately-held healthcare staffing company. RehabCare owns a 25 percent equity
position in InteliStaf and is represented on the Company's Board of Directors by
John H. Short Ph.D., Interim President and CEO of RehabCare, and C. Ray Holman,
a RehabCare director and formerly Chairman of the Board and CEO of Mallinckrodt,
Inc.
Dr. Short commented, "We are pleased to complete the sale of StarMed. This
unique transaction enabled RehabCare to maintain its commitment to the staffing
business while strategically placing StarMed with a company that has a superb
management team and is a leader in the staffing industry in both growth and
profitability. We look forward to our equity interest in InteliStaf becoming
increasingly more valuable with the success of the combined company."
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TO INTELISTAF HEALTHCARE Page 2
Dr. Short continued, "With the staffing business in capable hands, we can
now devote our full resources to building the best post-acute continuum of care
business possible. We have already begun to make significant progress in the
strategy we laid out in mid-2003, and continue to be in active discussions with
potential partners and acquisitions that will enable us to increase our
geographic footprint and expand our service offerings across the full continuum
of rehabilitative care."
RehabCare Group, Inc., headquartered in St. Louis, MO, is a leading
provider of rehabilitation program and management services in over 700
hospitals, nursing homes and other long-term care facilities throughout the
United States. It provides services in acute care, skilled nursing, outpatient
and home health settings to fit the clinical needs of patients in a
cost-effective manner. RehabCare is pleased to be included in the Russell 2000
and Standard and Poor's Small Cap 600 Indices.
This release contains forward-looking statements that are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking statements involve known and unknown risks and
uncertainties that may cause RehabCare's actual results in future periods to
differ materially from forecasted results. These risks and uncertainties may
include, but are not limited to, the future operating performance of InteliStaf,
and the rate of return that RehabCare will be able to achieve from its equity
interest in InteliStaf; changes in and compliance with governmental
reimbursement rates affecting RehabCare's other lines of business; RehabCare's
ability to attract new client relationships or to retain and grow existing
client relationships through expansion of RehabCare's hospital rehabilitation
and contract therapy service offerings and the development of alternative
product offerings that build stronger partnering relationships between RehabCare
and its clients; RehabCare's ability to identify and consummate, within the
expected timeframes, strategic acquisitions to accelerate growth in RehabCare's
hospital rehabilitation and contract therapy divisions; the adequacy and
effectiveness of RehabCare's operating and
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REHABCARE GROUP, INC. COMPLETES SALE OF STARMED STAFFING GROUP
TO INTELISTAF HEALTHCARE Page 3
administrative systems; litigation risks of RehabCare's past and future
business, including RehabCare's ability to predict the ultimate costs and
liabilities or the disruption of its operations; competitive and regulatory
effects on pricing and margins; and general economic conditions, including
efforts by governmental reimbursement programs, insurers, healthcare providers
and others to contain healthcare costs.
NOTE: More information on RehabCare can be found on the World Wide Web at
http://www.rehabcare.com.
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