-----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, OMtkTLLFNn19HtlFZIYYi0CMh8M0LKf+7tQYM/ecvsp38dtF3FwpFenZg7U4kPjA g4bL+g1bs4yLbZTfw3fKtA== 0000878736-07-000176.txt : 20071226 0000878736-07-000176.hdr.sgml : 20071225 20071226081642 ACCESSION NUMBER: 0000878736-07-000176 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071221 FILED AS OF DATE: 20071226 DATE AS OF CHANGE: 20071226 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MANOR CARE INC CENTRAL INDEX KEY: 0000878736 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 341687107 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 N. SUMMIT STREET CITY: TOLEDO STATE: OH ZIP: 43604-2617 BUSINESS PHONE: 4192525500 MAIL ADDRESS: STREET 1: P.O. BOX 10086 CITY: TOLEDO STATE: OH ZIP: 43699-0086 FORMER COMPANY: FORMER CONFORMED NAME: HCR MANOR CARE INC DATE OF NAME CHANGE: 19981001 FORMER COMPANY: FORMER CONFORMED NAME: HEALTH CARE & RETIREMENT CORP / DE DATE OF NAME CHANGE: 19930328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DAMICO JOSEPH F CENTRAL INDEX KEY: 0001023255 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10858 FILM NUMBER: 071324962 BUSINESS ADDRESS: BUSINESS PHONE: 847-739-3200 MAIL ADDRESS: STREET 1: ROUNDTABLE HEALTHCARE PARTNERS STREET 2: 272 E. DEERPATH ROAD, SUITE 350 CITY: LAKE FOREST STATE: IL ZIP: 60045 4 1 edgardoc.xml PRIMARY DOCUMENT X0202 4 2007-12-21 1 0000878736 MANOR CARE INC HCR 0001023255 DAMICO JOSEPH F HCR MANOR CARE 333 NORTH SUMMIT STREET TOLEDO OH 43604 1 0 0 0 Common Stock 2007-12-21 4 D 0 10705 67 D 0 D Non-Qualified Stock Option (right to buy) 18.75 2007-12-21 4 D 0 9000 67 D 2003-02-05 2013-02-06 Common Stock 9000 0 D This report relates to the exempt disposition of issuer securities by the reporting person pursuant to the Agreement and Plan of Merger, dated as of July 2, 2007, between MCHCR-CP Merger Sub Inc. and the issuer (the "Merger Agreement"). These securities were disposed pursuant to the Merger Agreement in exchange for a cash payment of $67.00 per share. This option to purchase issuer common stock (whether or not then exercisable) was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the product of the number of shares subject to the option as of the effective time of the merger, multiplied by the excess (if any) of the $67.00 per share cash merger consideration over the exercise price per share of the option. By: Matthew S. Kang, attorney-in-fact For: Joseph F. Damico 2007-12-24 -----END PRIVACY-ENHANCED MESSAGE-----