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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 15, 2003
Omnicare, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-8269 31-1001351
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1600 RiverCenter II
100 East RiverCenter Boulevard 41011
Covington, Kentucky (Zip Code)
(Address of principal executive offices)
(859) 392-3300
(Registrant's telephone number, including area code)
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This Form 8-K/A amends Item 7 of the Form 8-K filed with the Securities
and Exchange Commission on January 30, 2003 by Omnicare, Inc., a Delaware
corporation (the "Company"), to provide the financial information required in
connection with the merger of NCS Acquisition Corp., a Delaware corporation and
wholly-owned subsidiary of the Company (the "Acquisition Subsidiary"), with and
into NCS HealthCare, Inc. ("NCS") upon the terms and conditions set forth in the
Agreement and Plan of Merger, dated as of December 17, 2002, by and among the
Company, the Acquisition Subsidiary and NCS.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements of Business Acquired.
(i) Consolidated Financial Statements of NCS as of June 30, 2002
are incorporated by reference herein.
(ii) Unaudited Condensed Consolidated Financial Statements of NCS
as of December 31, 2002 and June 30, 2002, and for each of the
three and six months ended December 31, 2002 and 2001, are
attached hereto as Exhibit 99.2.
(b) Pro Forma Financial Information.
Pro forma financial information related to the Company's
acquisition of NCS is attached hereto as Exhibit 99.3.
(c) Exhibits.
Exhibit 23.1 Consent of Independent Auditors - Ernst & Young
LLP.
Exhibit 99.1 Financial Statements of NCS (incorporated by
reference to NCS' Annual Report on Form 10-K for the
year ended June 30, 2002).
Exhibit 99.2 Unaudited Condensed Consolidated Financial
Statements of NCS as of December 31, 2002 and June
30, 2002, and for each of the three and six months
ended December 31, 2002 and 2001, respectively.
Exhibit 99.3 Pro forma financial information related to the
Company's acquisition of NCS.
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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 thereunto duly authorized.
OMNICARE, INC.
By: /s/ David W. Froesel, Jr.
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David W. Froesel, Jr.
Senior Vice President and
Chief Financial Officer
Dated: March 27, 2003
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
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23.1 Consent of Ernst & Young LLP.
99.1 Financial Statements of NCS (incorporated by reference
to NCS' Annual Report on Form 10-K for the year ended
June 30, 2002).
99.2 Unaudited Condensed Consolidated Financial Statements of
NCS as of December 31, 2002 and June 30, 2002, and for
each of the three and six months ended December 31, 2002
and 2001, respectively.
99.3 Pro forma financial information related to the Company's
acquisition of NCS.
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