-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TtXLbRpGVwQDXQeB25QBtITwTZy50bLDwQyQkFXnArlv7m9PEPbnWAAd8yluqujw H15USV+Z6xMMddj2gbRIWg== 0001157523-06-006750.txt : 20060711 0001157523-06-006750.hdr.sgml : 20060711 20060710192541 ACCESSION NUMBER: 0001157523-06-006750 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060710 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060711 DATE AS OF CHANGE: 20060710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN RETIREMENT CORP CENTRAL INDEX KEY: 0000787784 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 621674303 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13031 FILM NUMBER: 06954941 BUSINESS ADDRESS: STREET 1: 111 WESTWOOD PLACE STREET 2: SUITE 202 CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6152212250 8-K 1 a5184919.txt AMERICAN RETIREMENT CORPORATION 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 10, 2006 AMERICAN RETIREMENT CORPORATION - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Tennessee 01-13031 62-1674303 - ---------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) 111 Westwood Place, Suite 200 Brentwood, Tennessee 37027 - ---------------------------------------- ------------------- (Address of Principal Executive Offices) (Zip Code) (615) 221-2250 - -------------------------------------------------------------------------------- (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 (see General Instruction A.2. below): |_| 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)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition. On July 10, 2006, Brookdale Senior Living Inc. ("Brookdale") filed with the Securities and Exchange Commission Amendment No. 1 to its Registration Statement on Form S-1 (No. 333-135030) in which Brookdale provided certain preliminary financial and operating data about American Retirement Corporation in the section entitled "Prospectus Summary -- Recent Developments" regarding the quarter ended June 30, 2006, a copy of which is furnished as Exhibit 99.1 and incorporated herein by reference in its entirety. Item 9.01 Financial Statements and Exhibits. (c) Exhibits 99.1 Excerpt from the prospectus of Brookdale Senior Living Inc. included in Amendment No.1 to its Registration Statement on Form S-1 (No. 333-135030) under the caption "Prospectus Summary -- Recent Developments". 2 SIGNATURES 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. AMERICAN RETIREMENT CORPORATION By: /s/ Bryan D. Richardson --------------------------------------- Bryan D. Richardson Executive Vice President - Finance and Chief Financial Officer Date: July 10, 2006 3 EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99.1 Excerpt from the prospectus of Brookdale Senior Living Inc. included in Amendment No.1 to its Registration Statement on Form S-1 (No. 333-135030) under the caption "Prospectus Summary -- Recent Developments". 4 EX-99.1 2 a5184919ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Excerpt from the prospectus of Brookdale Senior Living Inc. included in Amendment No.1 to its Registration Statement on Form S-1 (No. 333-135030) under the caption "Prospectus Summary -- Recent Developments" is included herewith as Exhibit 99.1. Recent Results of Operations for ARC - ------------------------------------ The following preliminary unaudited consolidated financial data of ARC summarizes certain of ARC's results of operations for the three months ended June 30, 2006. The following operating results for the period are subject to completion of certain procedures which may result in changes to these results, and further, ARC's independent registered accounting firm makes no comment whatsoever regarding this financial data. The assumptions and estimates underlying the estimated financial information are subject to a wide variety of significant business, economic and competitive risks and uncertainties, including those described under "Risk Factors" and "Special Note Regarding Forward-Looking Statements". Accordingly, there can be no assurance that the estimated financial information is indicative of future performance or that actual results will not differ materially from the estimated financial information presented below. You should not place undue reliance on these estimates. For the three months ended June 30, 2006 and 2005, revenues, occupancy at the end of the period and average occupancy were $138.0 million, 94%, and 94% and $122.0 million, 94% and 94%, respectfully. The revenue increase was primarily attributable to incremental revenue and occupancy from recent acquisitions, resident rate increases, the mark-to-market effect of unit turnover, additional management fees and increases in ancillary services. For the 66 facilities ARC has owned, leased or managed, excluding developments, its revenues increased 8% on an annualized basis for the three months ended March 31, 2006 when compared to ARC's same-store revenues for the three months ended June 30, 2005. -----END PRIVACY-ENHANCED MESSAGE-----