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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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JULY 27, 2000
INTEGRATED HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 001-12306 23-2428312
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
910 Ridgebrook Road
Sparks, Maryland 21152
(Address of Principal Executive Offices)
(410) 773-1000
(Registrant's telephone number, including area code)
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Item 5. Other Events
Joseph A. Bondi of the turnaround consulting firm of Alvarez & Marsal, Inc., has
been named as the Chief Restructuring Officer of the Company. In connection with
this appointment, Robert N. Elkins, a founder of IHS, has agreed to step down as
Chairman, CEO and President upon approval by the U.S. Bankruptcy Court for the
District of Delaware of an agreement between Dr. Elkins and IHS. At such time,
Mr. Bondi will be named as CEO.
Mr. Bondi and Alvarez & Marsal, Inc. have extensive experience in the field of
restructuring and reorganization. Mr. Bondi's prior experience includes serving
as Chairman-Restructuring of MobilMedia, Inc., Chief Restructuring Officer of
Iridium LLC and Senior Vice President of Republic Health Corporation.
If Dr. Elkins' agreement is approved by the Bankruptcy Court, Dr. Elkins will
resign as an officer and director of the Company and surrender to the Company
his equity interests in the Company, Dr. Elkins will become a consultant to the
Company, and the Company will forgive the repayment of loans made to Dr. Elkins,
make certain payments to Dr. Elkins and release Dr. Elkins from certain
potential claims. In addition, certain loans made by the Company to its senior
executives will automatically be forgiven. As a result, the Company will incur a
charge of approximately $70 million (of which approximately $10 million relates
to loans to senior executives) in the quarter in which the agreement is approved
by the Bankruptcy Court.
Item 7. Exhibits
(c) Exhibits
10.1 Agreement between Robert N. Elkins and Integrated Health Services, Inc.
10.2 Indemnification Agreement between Alvarez and Marsal, Joseph A. Bondi and
Integrate Health Services, Inc.
10.3 Engagement Agreement between Alvarez and Marsal Inc., Joseph A Bondi and
Integrated Health Services, Inc.
SIGNATURES
Pursuant to the requires of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereuto duly authorized.
INTEGRATED HEALTH SERVICES, INC.
Dated: July 31, 2000 By: /s/ C. Taylor Pickett
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C. Taylor Pickett
Executive Vice President and
Chief Financial Officer