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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
Certification and Notice of Termination of Registration under Section 12(g) of
the Securities Exchange Act of 1934 or Suspension of Duty to File Reports
Under Sections 13 and 15(d) of the Securities Exchange Act of 1934
Commission File Number: 0-19186
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Genesis Health Ventures, Inc.
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(Exact name of registrant as specified in its charter)
101 East State Street
Kennett Square, Pennsylvania 19348
(610) 444-6350
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(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)
Common Stock, par value $.02 per share (1)(2)
Rights to purchase Series A Junior Participating Preferred Stock,
$.01 par value per share(1)(2)
9 1/4% Senior Subordinated Notes Due 2006(1)
Series G Cumulative Convertible Preferred Stock, $.01 par value(1)
9 7/8% Senior Subordinated Notes due 2009(1)
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(Title of each class of securities covered by this Form)
Common Stock, par value $.02 per share(3)
Warrants to purchase Common Stock, par value $.02 per share,
exercisable until October 2, 2002(3)
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(Titles of all other classes of securities for which a duty
to file reports under Section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:
Rule 12g-4(a)(1)(i) [ X ] Rule 12h-3(b)(1)(ii) [ ]
Rule 12g-4(a)(1)(ii) [ ] Rule 12h-3(b)(2)(i) [ ]
Rule 12g-4(a)(2)(i) [ ] Rule 12h-3(b)(2)(ii) [ ]
Rule 12g-4(a)(2)(ii) [ ] Rule 15d-6 [ ]
Rule 12h-3(b)(1)(i) [ X ]
Approximate number of holders of record as of the certification or notice date:
Zero
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Pursuant to the requirements of the Securities Exchange Act of 1934, Genesis
Health Ventures, Inc. has caused this certification/notice to be signed on its
behalf by the undersigned duly authorized person.
Genesis Health Ventures, Inc.
By: /s/ James V. McKeon
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Name: James V. McKeon
Title: Senior Vice President and Corporate
Controller
Date: October 2, 2001
(1) On June 22, 2000, Genesis Health Ventures, Inc. ("Genesis") and The
Multicare Companies, Inc. ("Multicare") each filed voluntary petitions with the
U.S. Bankruptcy Court in Delaware to reorganize their respective capital
structures under Chapter 11 of the U.S. Bankruptcy Code. Genesis and Multicare
filed a joint plan of reorganization (the "Plan") in the U.S. Bankruptcy Court
for the District of Delaware on June 5, 2001, calling for, among other things,
the merger of the two companies under the Genesis banner. The Plan provides that
Multicare will become a wholly-owned subsidiary of Genesis. The Plan also
provides for the cancellation of certain of Genesis' outstanding securities and
for the issuance by Genesis of new notes, new preferred stock and new common
stock to the Genesis and Multicare creditors. Certain of Genesis creditors will
also receive warrants to purchase the new common stock. Existing holders of
Genesis preferred stock and Genesis and Multicare common stock will receive no
distribution under the Plan. The Plan became effective on October 2, 2001.
(2) On June 21, 2000 Genesis' Common Stock, par value $.02 per share, and
Rights to purchase Series A Junior Participating Preferred Stock, $.01 par
value per share, were suspended from trading on the New York Stock Exchange.
(3) A Registration Statement on Form 8-A was filed with the SEC on October 2,
2001 related to these securities.