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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
January 7, 2002
Date of Report (Date of earliest event reported)
GENTIVA HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-15669 36-433-5801
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification No.)
3 Huntington Quadrangle 2S, Melville, New York 11747-8943
(Address of principal executive offices)
(631) 501-7000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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Item 5. Other events.
On January 2, 2002, Gentiva Health Services, Inc. ("Gentiva") announced it
had entered into a definitive agreement with Accredo Health, Incorporated to
sell the assets and business of Gentiva's specialty pharmaceutical services for
$415 million in cash and stock consideration, subject to certain conditions. The
consideration will be subject to certain adjustments based on the closing net
book value for the specialty pharmaceutical services business. The actual number
of shares of stock consideration will be determined by dividing the amount of
stock consideration by the twenty-day average trading price of Accredo Health
stock prior to closing, unless such trading price is less than $31 or more than
$41, in which case the average trading price will be deemed to be $31 or $41, as
applicable, for purposes of the calculation.
On January 2, 2002 Gentiva issued the press release attached as Exhibit 99
hereto and incorporated by reference herein.
Item 7. Exhibits.
(c) Exhibits. The following exhibit is filed herewith:
Exhibit No. Description
(99) Press Release dated January 2, 2002
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.
Dated: January 7, 2002
GENTIVA HEALTH SERVICES, INC.
By: /s/ Patricia C. Ma
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Patricia C. Ma
Senior Vice President, General Counsel
and Secretary