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UNITED STATES
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) November 18, 1997
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TOTAL RENAL CARE HOLDINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-4034 51-0354549
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
21250 Hawthorne Boulevard, Suite 800, Torrance, California 90503
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(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code (310) 792-2600
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N/A
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(Former name or former address, if changed since last report.)
Item 5. Other Events.
On November 18, 1997, Total Renal Care Holdings, Inc. ("TRCH") and
Nevada Acquisition Corp., a wholly owned subsidiary of TRCH ("Newco"),
entered into an Agreement and Plan of Merger dated as of November 18,
1997 by and among TRCH, Newco, and Renal Treatment Centers, Inc.
("RTC"). Pursuant to and subject to the terms and conditions of the
Merger Agreement, Newco will be merged with and into RTC, and each
share of RTC common stock will be converted into 1.335 shares of TRCH
common stock (the "Merger"). The Merger will require the approval of
the stockholders of TRCH and RTC and is subject to other customary
closing conditions. The Merger is expected to be consummated in the
first quarter of 1998; however, no assurance can be given that the
consummation of the Merger will occur or will occur on this timetable.
A copy of the press release issued by TRCH on November 19, 1997, with
respect to the Merger, is attached hereto as Exhibit 99.1 and is
incorporated by reference herein.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
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99.1 Press Release dated November 19, 1997
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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 hereunto duly authorized.
Total Renal Care Holdings, Inc.
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(Registrant)
Date November 21, 1997 By: /s/ John E. King
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(Signature)*
John E. King
*Print name and title of the Vice President, Finance and Chief
signing officer under his signature. Financial Officer
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