-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Pnp2bre8XdsGHqew7kcSGNT8SJijqnA2dxsBAN3hfnVen6J/JmnjjWxtSSD8xaxZ 2sdD0v/XtEm0rJITsb7hHQ== 0000742112-10-000038.txt : 20101116 0000742112-10-000038.hdr.sgml : 20101116 20101116162035 ACCESSION NUMBER: 0000742112-10-000038 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101116 ITEM INFORMATION: Other Events FILED AS OF DATE: 20101116 DATE AS OF CHANGE: 20101116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INVACARE CORP CENTRAL INDEX KEY: 0000742112 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 952680965 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15103 FILM NUMBER: 101196751 BUSINESS ADDRESS: STREET 1: ONE INVACARE WAY STREET 2: P O BOX 4028 CITY: ELYRIA STATE: OH ZIP: 44036 BUSINESS PHONE: 4403296000 8-K 1 form8k.htm form8k.htm
 

 
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 16, 2010

INVACARE CORPORATION
__________________________________________________________________________________________
(Exact name of registrant as specified in its charter)

Ohio
1-15103
95-2680965
__________________________________________________________________________________________
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

One Invacare Way, P.O. Box 4028, Elyria, Ohio
44036
____________________________________________________________
______________________________
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:  (440) 329-6000

 
__________________________________________________________________________________________
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 
 

 

Item 8.01.
Other Events.
 
On November 16, 2010, Invacare Corporation (the “Company”) issued a press release announcing that it will redeem all $3,055,000 outstanding principal amount of its 9 ¾% Senior Notes due 2015 (the “Notes”) on December 31, 2010, at a redemption price equal to 100% of the principal amount of the Notes, plus the applicable premium calculated in accordance with the terms of the indenture governing the Notes and accrued and unpaid interest on the Notes to, but not including, the redemption date.  A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.                      Financial Statements and Exhibits.
 
(d) Exhibits.
 
Exhibit Number
Description
99.1
Press Release, dated November 16, 2010.
 

 

 
 
 

 

SIGNATURE
 
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.

 
Invacare Corporation
 
(Registrant)
   
Date:  November 16, 2010
By:  /s/ Robert K. Gudbranson
        Robert K. Gudbranson
        Senior Vice President and
        Chief Financial Officer
 
   



 
 
 

 


Exhibit Index

 
Exhibit Number
Description
99.1
Press Release, dated November 16, 2010.
 
   
   
   
   
   


EX-99.1 2 exhibit.htm exhibit.htm
Exhibit 99.1

 
News Release
Contact:  Lara Mahoney
440-329-6393


INVACARE CORPORATION ANNOUNCES FULL REDEMPTION OF 9¾% SENIOR NOTES DUE 2015
 

 
ELYRIA, Ohio — (November 16, 2010) — Invacare Corporation (NYSE: IVC) (“Invacare” or the “Company”) announced today that it will redeem all $3,055,000 outstanding principal amount of its 9¾% Senior Notes due 2015 (CUSIP No. 461203AB7) (the “Notes”) on December 31, 2010, the redemption date.
 
 
The redemption price is equal to 100% of the principal amount of the Notes, plus the applicable premium calculated in accordance with the terms of the indenture governing the Notes and accrued and unpaid interest on the Notes to, but not including, the redemption date.  The redemption is being made pursuant to the terms of the Notes with a portion of the proceeds from the senior secured credit facility recently entered into by Invacare.
 
 
A notice of redemption containing information required by the terms of the indenture governing the Notes is being distributed to the holders of the Notes by Wells Fargo Bank, N.A., the trustee under the indenture governing the Notes.  Questions regarding the redemption should be directed to Wells Fargo Bank, N.A. by telephone at 800-344-5128 or by facsimile at 612-667-6282.
 
 
Invacare Corporation (NYSE: IVC), headquartered in Elyria, Ohio, is the global leader in the manufacture and distribution of innovative home and long-term care medical products that promote recovery and active lifestyles.  The Company has 6,300 associates and markets its products in approximately 80 countries around the world.  The Company was named to the 2010 Fortune 1000 list and to the 2010 IndustryWeek U.S. Manufacturing 500.  For more information about the Company and its products, visit Invacare's website at www.invacare.com.
 
 
This press release contains forward-looking statements within the meaning of the “Safe Harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Terms such as “will,” “should,” “could”, “plan,” “intend,” “expect,” “continue,” “forecast,” “believe,” “anticipate” and “seek,” as well as similar comments, are forward-looking in nature.  Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict.  Examples of forward-looking statements include, but are not limited to, statements made regarding the Company’s guidance for 201 0 earnings (or adjusted earnings) or earnings (or adjusted earnings) per share.  Actual results and events may differ significantly from those expressed or anticipated as a result of risks and uncertainties which include, but are not limited to, the following: adverse changes in government and other third-party payor reimbursement levels and practices (such as, for example, the Medicare bidding program covering nine metropolitan areas beginning in 2011 and an additional 91 metropolitan areas beginning in 2013), impacts of the U.S. health care reform legislation that was recently enacted (such as, for example, the excise tax beginning in 2013 on medical devices, together with further regulations to be promulgated by the U.S. Secretary of Treasury, if adopted, could have an adverse impact on the Company); the uncertain impact on the Company’s providers, on the Company’s suppliers and on the demand for the Company’s products resulting from the current global economic conditions and g eneral volatility in the credit and stock markets; loss of key health care providers; exchange rate and tax rate fluctuations; inability to design, manufacture, distribute and achieve market acceptance of new products with higher functionality and lower costs; consolidation of health care providers and the Company’s competitors; lower cost imports; uncollectible accounts receivable; difficulties in implementing/upgrading Enterprise Resource Planning systems; risks inherent in managing and operating businesses in many different foreign jurisdictions; ineffective cost reduction and restructuring efforts; potential product recalls; legal actions or regulatory proceedings and governmental investigations; product liability claims; possible adverse effects of being leveraged, which could impact the Company’s ability to raise capital, limit its ability to react to changes in the economy or the health care industry or expose the Company to interest rate or event of default risks; increased freight costs; inadequate patents or other intellectual property protection; extensive government regulation of the Company’s products; failure to comply with regulatory requirements or receive regulatory clearance or approval for the Company’s products or operations in the United States or abroad; incorrect assumptions concerning demographic trends that impact the market for the Company’s products; decreased availability or increased costs of materials which could increase the Company’s costs of producing or acquiring the Company’s products, including possible increases in commodity costs; the loss of the services of the Company’s key management and personnel; inability to acquire strategic acquisition candidates because of limited financing alternatives; increased security concerns and potential business interruption risks associated with political and/or social unrest in foreign countries where the Company’s facilities or assets are located; provisions of Ohio law or in the Com pany’s debt agreements, shareholder rights plan or charter documents that may prevent or delay a change in control, as well as the risks described from time to time in Invacare’s reports as filed with the Securities and Exchange Commission.  Except to the extent required by law, we do not undertake and specifically decline any obligation to review or update any forward-looking statements or to publicly announce the results of any revisions to any of such statements to reflect future events or developments or otherwise.
 
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