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): November 21, 2018








DAVITA INC.


(Exact name of registrant as specified in its charter)








Delaware1-14106No. 51-0354549(State or other jurisdictionof incorporation)(CommissionFile Number)(IRS EmployerIdentification No.)


2000 16 th Street


Denver, CO 80202


(Address of principal executive offices including Zip Code)


(303) 405-2100


(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 230.425)


☐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))








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☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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. ☐

















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Item 1.01.Entry into a Material Definitive Agreement.


On November 21, 2018, DaVita Inc. (the “Company”), its subsidiary guarantors, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, entered into an amendment to the Company’s existing senior secured credit agreement that would permit the sale of the equity of DaVita Medical Holdings, LLC, and its direct and indirect subsidiaries, together with the assets thereof, and, until June 29, 2019, increase the maximum permitted leverage ratio from 4.50 to 1.00 to 5.00 to 1.00.


The foregoing description of the amendment to the senior secured credit agreement is qualified in its entirety by reference to the complete terms and conditions of the amendment to the senior secured credit agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.


Item 9.01.Financial Statements and Exhibits.


(d)Exhibits.


Exhibit NumberDescription10.1Amendment No. 1, dated as of November 21, 2018, to that certain Credit Agreement, dated as of June 24, 2014, by and among DaVita Inc., the guarantors party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, and the other agents from time to time party thereto.











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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: November 26, 2018/s/ Joel AckermanJoel AckermanChief Financial Officer