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: February 21, 1995
HEALTHSOUTH Corporation
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-10315 63-0860407
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(State or Other (Commission (I.R.S. Employer
Jurisdiction of Incorporation File Number) Identification No.)
or Organization)
Two Perimeter Park South
Birmingham, Alabama 35243
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(Address of Principal (Zip Code)
Executive Offices)
Registrant's Telephone Number, (205) 967-7116
Including Area Code:
ITEM 5. OTHER EVENTS
On February 3, 1995, HEALTHSOUTH Corporation, a Delaware corporation
(the "Company"), entered into a Stock Purchase Agreement with NovaCare, Inc., a
Delaware corporation ("NovaCare"), pursuant to which the Company will purchase
the operations of NovaCare's rehabilitation hospital division. Under the terms
of the Stock Purchase Agreement, the Company will purchase all of the issued and
outstanding capital stock of Rehab Systems Company, a subsidiary of NovaCare,
for $215 million in cash and $20 million in assumed liabilities for a total
consideration of $235 million. This acquisition is to be funded by an increase
in the Company's existing bank credit facilities. As a result of this
transaction, the Company will acquire 11 rehabilitation hospitals in 7 states,
12 other rehabilitation facilities and two Certificates of Need. The
consummation of the transaction is subject to certain regulatory and
governmental reviews and approvals, including clearance under the
Hart-Scott-Rodino Antitrust Improvements Act. Subject to such approvals, the
transaction is expected to close early in the second quarter of 1995.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
21. Form of press release issued by HEALTHSOUTH
Corporation in connection with the above-described
transaction.
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.
Date: February 21, 1995.
HEALTHSOUTH Corporation
By /s/ ANTHONY J. TANNER
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Anthony J. Tanner
Executive Vice President
and Secretary