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PROSPECTUS SUPPLEMENT NO. 10
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Filed pursuant to Rule 424(b)(3) |
(To Prospectus Dated August 15, 2006)
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File Number 333-136651 |
$250,000,000
Manor Care, Inc.
2% Convertible Senior Notes due 2036
Shares of Common Stock Issuable Upon Conversion of the Notes
This prospectus supplement no. 10 supplements the prospectus dated August 15, 2006 relating to the resale from time to time by
certain securityholders of up to $250,000,000 of our 2% Convertible Senior Notes due 2036 and the shares of common stock issuable
upon conversion of the notes. You should read this prospectus supplement in conjunction with the prospectus. This prospectus
supplement no. 10 is qualified by reference to the prospectus, except to the extent that the information in this prospectus
supplement no. 10 supersedes the information contained in the prospectus.
The information appearing under the heading Selling Securityholders in the prospectus is hereby amended by the addition or
substitution, as applicable, of the following:
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Principal |
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Amount of Notes |
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Beneficially Owned |
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Percentage |
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Percentage of |
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Common |
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and Offered |
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of Notes |
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Common Stock |
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Stock Offered |
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Name |
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Hereby |
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Outstanding |
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Outstanding(1) |
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Hereby(2) |
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Castle Convertible Fund, Inc.
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$500,000 |
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0.20% |
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0.02% |
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11,055 |
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(1) |
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Calculated based on 73,661,336 shares of our common stock outstanding as of July 31, 2006. In calculating this amount for each holder,
we treated as outstanding the number of shares of our common stock issuable upon conversion of all that holderss notes, but we did not assume
conversion of any other holders notes. |
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(2) |
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Represents the maximum number of shares of our common stock issuable upon conversion of all of the holders notes, based on the maximum
conversion rate of 22.1091 shares of our common stock per $1,000 principal amount at maturity of the notes. This conversion rate is subject to
adjustment, however, as described in the prospectus under Description of NotesConversion RightsConversion Rate Adjustments. As a result,
the maximum number of shares of our common stock issuable upon conversion of the notes may increase or decrease in the future. |
You should carefully consider matters discussed under the caption Risk Factors beginning on page 5 of the prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this prospectus supplement or the accompanying prospectus. Any
representation to the contrary is a criminal offense.
The date of this prospectus supplement is October 4, 2007