Davita Healthcare Partners Inc. – ‘POS AM’ on 3/5/02

On:  Tuesday, 3/5/02   ·   Accession #:  1021408-2-3086   ·   File #:  333-69227

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Post-Effective Amendment
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: POS AM      Form S-3 Post-Effective Amendment #1                   3     16K 

POS AM
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================================================================================

UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  

----------------  

POST-EFFECTIVE AMENDMENT NO. 1  
TO FORM S-3 
REGISTRATION STATEMENT  
UNDER 
THE SECURITIES ACT OF 1933  

----------------  

DAVITA INC. 
(Former name: Total Renal Care Holdings, Inc.)  

----------------  

Delaware                                   51-0354549   
(State of Incorporation)            (I.R.S. Employer Identification No.)

21250 Hawthorne Boulevard, Suite 800  
Torrance, California 90503-5517 
Telephone # (310) 792-2600  
(Address, including zip code, and telephone number, including area code of  
registrant's principal executive offices) 

----------------  

Steven J. Udicious  
Vice President, General Counsel and Secretary 
DaVita Inc. 
21250 Hawthorne Boulevard, Suite 800  
Torrance, California 90503  
(310) 792-2600  
(Name, address, including zip code, and telephone number, including area code,
of agent for service) 

----------------  

Copies to:  
James W. Loss, Esq. 
Riordan & McKinzie  
600 Anton Boulevard, Suite 1800 
Costa Mesa, California 92626  
(714) 433-2900  

----------------  

Approximate date of commencement of proposed sale to the public:  
Not Applicable  

If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the following 
box. [_]                                                                        

     If any of the securities being registered on this form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of  
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box. [_]                                

 If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act of 1933, please check the      
following box and list the Securities Act registration statement number of the  
earlier effective registration statement for the same offering. [_]             

  If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act of 1933, check the following box and list the          
Securities Act registration statement number of the earlier effective           
registration statement for the same offering. [_]                               

    If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [_]                                             

================================================================================

POS AM
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DEREGISTRATION OF SECURITIES

  This Post-Effective Amendment No. 1 amends the Registration Statement on
Form S-3, as amended by Form S-3/A (Registration No. 333-69227) (the            
"Registration Statement"), which registers the resale of $345,000,000 aggregate 
principal amount of the registrant's 7% Convertible Subordinated Notes due 2009 
(the "Notes") issued in a private placement on November 18, 1998, and the resale
of an indeterminable number of shares of the registrant's common stock issuable 
upon conversion of the Notes (the "Shares"). The Registration Statement does not
cover the issuance of shares of common stock upon the conversion of the Notes   
into shares of common stock. The Securities and Exchange Commission declared the
Registration Statement effective on February 1, 2000.                           

   Pursuant to the terms of the Registration Rights Agreement dated November
18, 1998, by and among the registrant and Donaldson, Lufkin & Jenrette          
Securities Corporation, BNY Capital Markets, Inc., Credit Suisse First Boston   
Corporation and Warburg Dillon Read LLC, the registrant's obligation to maintain
the effectiveness of the Registration Statement has expired. In addition, the   
Notes and the Shares are no longer restricted securities and are therefore no   
longer required to be offered by the holders thereof in registered resale       
transactions described in the prospectus filed as part of the Registration      
Statement. Accordingly, this Post-Effective Amendment No. 1 is being filed to   
deregister the Notes and the Shares and to terminate the Registration Statement.

POS AM
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SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the    
requirements for filing on Form S-3 and has duly caused this Post-Effective     
Amendment No. 1 to the Registration Statement No. 333-69227 to be signed on its 
behalf by the undersigned, thereunto duly authorized in the City of Torrance,   
State of California, on January 14, 2002.                                       

     DAVITA INC.

                             By:          /s/ Steven J. Udicious
                                        ----------------------------------------
                  Steven J. Udicious
              Vice President

 Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to the Registration Statement No. 333-69227 
has been signed by the following persons in the capacities and on the dates     
indicated:                                                                      

                                                        [Enlarge/Download Table]

          Signature                                 Title                           Date       
          ---------                                 -----                           ----       
                                                                                               
      /s/ Kent J. Thiry         Chairman, Chief Executive Officer (Principal  January 14, 2002 
------------------------------                                                                 
        Kent J. Thiry           Executive Officer) and Director                                

    /s/ Richard K. Whitney      Chief Financial Officer (Principal Financial  January 14, 2002 
------------------------------                                                                 
      Richard K. Whitney        Officer)                                                       

         /s/ Gary Beil          Vice President and Chief Accounting Officer   January 2, 2002  
------------------------------                                                                 
           Gary Beil            (Principal Accounting Officer)                                 

     /s/ Nancy-Ann DeParle      Director                                      January 14, 2002 
------------------------------                                                                 
       Nancy-Ann DeParle                                                                       

    /s/ Richard B. Fontaine     Director                                      January 14, 2002 
------------------------------                                                                 
      Richard B. Fontaine                                                                      

______________________________  Director                                      ___________, 2002
       Peter T. Grauer                                                                         

______________________________  Director                                      ___________, 2002
    C. Raymond Larkin, Jr.                                                                     

     /s/ William L. Roper       Director                                      January 10, 2002 
------------------------------                                                                 

      /s/ John M. Nehra         Director                                      January 14, 2002 
------------------------------                                                                 
        John M. Nehra                                                                          

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘POS AM’ Filing		Date		First		Last			Other Filings
Filed on:		3/5/02
		1/14/02		3
		1/10/02		3					4
		1/2/02		3
		2/1/00		2					424B3
		11/18/98		2
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