1 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): MARCH 3, 2000 MANOR CARE, INC. (Exact name of registrant as specified in its charter) DELAWARE 1-10858 34-1687107 (State or other jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification Number) 333 NORTH SUMMIT STREET TOLEDO, OHIO 43604-2617 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (419) 252-5500 Page 1 of 6 Pages 2 ITEM 5. OTHER EVENTS. On March 3, 2000, the Company announced that in response to an expression of interest, a Special Committee of its Board of Directors is exploring various strategic alternatives, including a possible sale of the Company. The Company emphasized that there can be no assurance that any transaction will result from this process. A copy of this press release is filed herewith as Exhibit 99. On March 11, 2000, the Board of Directors adopted an amendment to the Company's Rights Agreement, dated as of May 2, 1995, as amended. A copy of the form of this amendment is filed herewith as Exhibit 4.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits 4.1. Form of Third Rights Amendment, dated as of March 11, 2000 99. Company Press Release, dated March 3, 2000 Page 2 of 6 Pages 3 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. MANOR CARE, INC. March 13, 2000 By: /s/R. Jeffrey Bixler ------------------------------- R. Jeffrey Bixler Vice President, General Counsel Page 3 of 6 Pages