UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) June 18, 2004
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BEVERLY ENTERPRISES, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-9550 62-1691861
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
One Thousand Beverly Way
Fort Smith, Arkansas 72919
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number including area code (479) 201-2000
INFORMATION TO BE INCLUDED IN THE REPORT
Item 9. Regulation FD Disclosure.
On June 18, 2004, Beverly Enterprises, Inc. (the "Company") issued a press
release announcing that in connection with its cash tender offer for any and all
of its $200 million principal amount outstanding 9-5/8% Senior Notes Due 2009
and the related consent solicitation, it has received the required consents to
amend the indenture governing the 9-5/8% Notes as detailed in the Offer to
Purchase and Consent Solicitation Statement dated June 9, 2004. The Company
issued a second press release announcing that it has priced $215 million
aggregate principal amount of 7-7/8% Senior Subordinated Notes due 2014,
pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as
amended. A copy of each of the press releases is attached to this report as
Exhibit 99.1 and Exhibit 99.2, respectively, and each is incorporated herein by
reference.
Exhibit 99.1* - Press Release of Beverly Enterprises, Inc. dated June 18, 2004.
Exhibit 99.2* - Press Release of Beverly Enterprises, Inc. dated June 18, 2004.
*Furnished with this document
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.
Dated: June 21, 2004 BEVERLY ENTERPRISES, INC.
By: /s/ PAMELA H. DANIELS
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Name: Pamela H. Daniels
Title: Senior Vice President, Controller
and Chief Accounting Officer
EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release of Beverly Enterprises, Inc. dated June
18, 2004.
99.2 Press Release of Beverly Enterprises, Inc. dated June
18, 2004.