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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): February 24, 2021
 

 
DAVITA INC.
(Exact name of registrant as specified in its charter)
 

 
DE1-1410651-0354549
(State or other jurisdiction
of incorporation)
(Commission File Number)(IRS Employer
Identification No.)
 
2000 16th Street
Denver,CO80202
(Address of principal executive offices including Zip Code)
 
(720) 631-2100
(Registrant’s telephone number, including area code)
 
Not applicable
(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:
 
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 240.425)
 
    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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Trading symbol(s):Name of each exchange on which registered:
Common Stock, $0.001 par value DVANew York Stock Exchange




Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
    Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





Item 8.01.    Other Events.
On February 24, 2021, DaVita Inc. (the “Company”) issued a press release, made pursuant to Rule 135c promulgated under the Securities Act of 1933, as amended, announcing the commencement of a private add-on offering, subject to market and other conditions, of $750 million aggregate principal amount of its 4.625% Senior Notes due June 1, 2030 (the “Notes”). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The Company intends to use the net proceeds from the Notes offering (i) to pay down all $550 million of outstanding borrowings under its revolving credit facility, (ii) to pay all fees and expenses related to this offering and (iii) for general corporate purposes, which may include, without limitation, repayment of other indebtedness and repurchases of its common stock. Accordingly, the Company will have significant discretion over the use of any net proceeds from the add-on offering.

This Current Report on Form 8-K (and the exhibit hereto) shall not constitute an offer to sell or the solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
    
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits.
Exhibit
Number
Description
Press Release dated February 24, 2021.
104.1Cover Page Interactive Data File (embedded within the Inline XBRL document).






SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
DAVITA INC.
Date: February 24, 2021By:/s/ Joel Ackerman
Joel Ackerman
Chief Financial Officer and Treasurer