-----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, GxBV8/WyYlUVCag5Uvi3GZ3rwR/T+aKN95f+LwkJ36RGpxvSkwWC3+ptaX3xJRMI 9skO5CDSPKBV7xeBwANQlQ== 0000831967-03-000037.txt : 20030801 0000831967-03-000037.hdr.sgml : 20030801 20030801144207 ACCESSION NUMBER: 0000831967-03-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030731 ITEM INFORMATION: Other events FILED AS OF DATE: 20030801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KINETIC CONCEPTS INC /TX/ CENTRAL INDEX KEY: 0000831967 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 741891727 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09913 FILM NUMBER: 03817692 BUSINESS ADDRESS: STREET 1: 8023 VANTAGE DR CITY: SAN ANTONIO STATE: TX ZIP: 78230 BUSINESS PHONE: 210.524.9000 MAIL ADDRESS: STREET 1: P0 B0X 659508 CITY: SAN ANTONIO STATE: TX ZIP: 78265-9508 8-K 1 r20038k073103.htm KCI ANNOUNCED THE COMMENCEMENT OF A CONSENT SOLICITATION

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
____________________

August 1, 2003
(Date of earliest event reported)

 

KINETIC CONCEPTS, INC.
(Exact name of Registrant as specified in its charter)

 

 

 

Texas

001-09913

74-1891727

(State of incorporation or organization)

(Commission File No.)

(IRS Employer Identification No.)

 

8023 Vantage Drive
San Antonio, Texas 78230
Telephone Number: (210) 524-9000

(Address, including zip code, and telephone number, including area code,
of registrant's principal executive offices)

 

 

 

 

 

Item 5.   Other Events.

      The Registrant announced the commencement of a consent solicitation relating to its 9 5/8% senior subordinated notes due 2007 in a press release. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.

Item 7.   Exhibits.

99.1

Kinetic Concepts, Inc. press release, dated July 31, 2003.

 

 

 

 

 

 

 

 

 

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.

 

 

KINETIC CONCEPTS, INC.
(REGISTRANT)

 

Date: August 1, 2003

By:  /s/ Dennert O. Ware                   
             Dennert O. Ware
President and Chief Executive Officer

 

 

 

EXHIBIT INDEX

 

Exhibit No.

Description                                  

99.1

Kinetic Concepts, Inc. press release, dated July 31, 2003.

EX-99.1 CHARTER 3 r2003pr073103exh99_1.htm KCI ANNOUNCED THE COMMENCEMENT OF A CONSENT SOLICITATION

Exhibit 99.1

PRESS RELEASE
Contact: Martin J. Landon
(210) 255-6494

 

 

KINETIC CONCEPTS, INC. COMMENCES CONSENT SOLICITATION
RELATING TO 9 5/8% SENIOR SUBORDINATED NOTES DUE 2007

      San Antonio, Texas, July 31, 2003 - Kinetic Concepts, Inc. (the "Company") today announced that it is soliciting consents from the holders of its 9 5/8% Senior Subordinated Notes due 2007 (the "Notes"). The Company is seeking consents to proposed amendments of certain provisions of the indenture pursuant to which the Notes were issued. The solicitation is expected to remain open until 5:00 P.M., New York City time, on Thursday, August 7, 2003, unless extended to a later time or date.

      The proposed amendments will, among other things, shorten the minimum notice period for redemption of the Notes from 30 days to 3 days. If the proposed amendments become effective, holders that have validly delivered and not revoked their consent prior to the expiration of the consent solicitation will be entitled to receive a consent payment. Adoption of the proposed amendments, and payment of the consent payment, is conditioned upon, among other things, the receipt of the consent from the holders of a majority of the principal amount of the Notes.

      Consents will be solicited from holders of the Notes as of the close of business on June 30, 2003, and will be made on the terms and subject to the conditions of a Consent Solicitation Statement dated July 31, 2003, and related documents that the Company will supply to the holders of the Notes. Such documents should be consulted for additional information regarding consent delivery procedures and the conditions of the consent solicitation. Requests for consent solicitation documents and questions concerning the consent solicitation may be directed to U.S. Bank National Association, the Depository for the consent solicitation, at (800) 934-6802 (toll free).

      This announcement is not a solicitation of consents with respect to any securities. The consent solicitation will be made solely by the Consent Solicitation Statement dated July 31, 2003.

Kinetic Concepts, Inc. is a global medical device company with leadership positions in (i) advanced wound care and (ii) therapeutic surfaces that treat and prevent complications resulting from patient immobility. The Company designs, manufactures, markets and services a wide range of proprietary products that can significantly improve clinical outcomes while reducing the overall costs of patient care by accelerating the healing process or preventing complications. The Company has an infrastructure designed to meet the specific needs of medical professionals and patients across all health care settings including acute care hospitals, extended care facilities and patients' homes.

This press release contains "forward-looking statements" that reflect, when made, our expectations or beliefs concerning future events that involve risks and uncertainties, including our ability to consummate the offering of the notes described above. All statements other than statements of historical facts included in this press release are considered forward-looking statements, including those relating to the possible redemption of the Company's existing notes. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to have been correct. The proposed amendments and redemption of the Notes are part of a recapitalization of the Company involving a series of transactions. These transactions are subject to satisfaction or waiver of certain conditions, and there is no assurance that such transactions will be completed and that the Notes will be redeemed. We disclaim any int ention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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