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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 14, 2006 (March 13, 2006) National HealthCare Corporation (Exact name of Registrant as specified in its charter) Delaware 001-13489 52-2057472 (State of Incorporation) (Commission File No.) (IRS Employer Identification Number) 100 Vine Street Murfreesboro, TN 37130 (Address of principal executive offices, including zip code) (615) 890-2020 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report)
SECURITIES AND EXCHANGE COMMISSION
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On March 13, 2006, National HealthCare Corporation (NHC) issued a press release announcing that it reached an agreement with National Health Investors, Inc. (NHI) to end the use of NHC's senior officers as advisors to NHI.
Highlights of the new agreement include the resignation of two NHI officers, who previously held dual posts at NHC and NHI. Charlotte A. Swafford, senior vice president and treasurer of NHC and NHI, and Donald K. Daniel, senior vice president and controller of NHC and NHI will discontinue serving in those capacities at NHI effective on or before December 31, 2006. However, both will continue as valued officers at NHC. In addition, Kenneth D. DenBesten, senior vice president of finance at both companies, will continue his position with NHI and resign his post at NHC on or about December 31, 2006.
A copy of the press release is filed as Exhibit 99 to this Current Report on Form 8-K and is incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
National HealthCare Corporation | |
By: /s/ Robert G. Adams | |
Name: Robert G. Adams | |
Title: President | |
Date: March 14, 2006 |
Exhibit Index
Number | Exhibit |
99 | Press release, dated March 13, 2006 |
Exhibit 99
For Release: March 13, 2006
Contact: Gerald Coggin, Senior VP of Corporate Relations
Phone: (615) 890-9100
NHC changes advisory management
MURFREESBORO, Tenn. -- National HealthCare Corporation (AMEX:NHC), one of the nation's oldest long-term health care companies, announced today that it reached an agreement with National Health Investors, Inc. (NYSE:NHI) to end the use of NHC's senior officers as advisors to NHI.
Highlights of the new agreement include the resignation of two NHI officers, who previously held dual post at NHC and NHI. Charlotte Swafford, senior vice president and treasurer of NHC and NHI, and Donald Daniel, senior vice president and controller of NHC and NHI will discontinue serving in those capacities at NHI effective on or about Dec 31, 2006. However, both will continue as valued officers at NHC. In addition, Kenneth DenBesten, senior vice president of finance at both companies, will continue his position with NHI and resign his post at NHC, on or about Dec. 31, 2006.
"The two companies have grown significantly since the initial advisory agreement was put in place in 1991," said NHC President Robert Adams. "NHC's Board believes it to be in the best interest of NHC to accentuate its independence from NHI, its largest landlord. We also want to give these two valued senior officers more time to focus on NHC as we prepare for a generation of aging baby boomers."
NHC provides services to 74 long-term health care centers with 9,177 beds. NHC also operates 30 homecare programs, six independent living centers and assisted living centers in 22 locations. NHC's other services include managed care specialty medical units, Alzheimer's units, hospice and a rehabilitation services company. In order to understand in all material respects the financial condition, results of operations and cash flows of NHC, the investors must review our most recent Form 10-Q quarterly report, Form 10-K annual report and press releases which are available on our web site at www.NHCcare.com.
Statements in this press release that are not historical facts are forward-looking statements. NHC cautions investors that any forward-looking statements made involve risks and uncertainties and are not guarantees of future performance. All forward-looking statements represent NHC's judgment as of the date of this release.
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