-----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, V9VObRReSkkWO4UHwBDAwU4zA4ZC/GHq3see8P5KOhDiEK7y7gR1KWhjuA0Q3Fw9 G2ior795r1v0ukj1klZ97Q== 0001157523-05-000936.txt : 20050202 0001157523-05-000936.hdr.sgml : 20050202 20050202112132 ACCESSION NUMBER: 0001157523-05-000936 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050202 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050202 DATE AS OF CHANGE: 20050202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVOCAT INC CENTRAL INDEX KEY: 0000919956 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 621559667 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12996 FILM NUMBER: 05567921 BUSINESS ADDRESS: STREET 1: 277 MALLORY STATION RD STREET 2: STE 130 CITY: FRANKLIN STATE: TN ZIP: 37067 BUSINESS PHONE: 6157717575 MAIL ADDRESS: STREET 1: 227 MALLORY STATION ROAD STREET 2: SUITE 130 CITY: FRANKLIN STATE: TN ZIP: 37064 8-K 1 a4813184.txt ADVOCAT INC. 8-K 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 2, 2005 ADVOCAT INC. ------------ (Exact name of registrant as specified in its charter) Delaware 001-12996 62-1559667 -------- --------- ---------- (State or other jurisdiction (Commission File Number) (Employer Identification of incorporation) Number) 277 Mallory Station Road, Suite 130, Franklin, Tennessee 37067 -------------------------------------------------------------- (Address of principal executive offices) (615) 771-7575 -------------- (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 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 8.01. Other Events. On February 2, 2005, Advocat Inc. (the "Company") announced the sale of two of its facilities in Texas. A press release dated February 2, 2005, announcing the sale of the facilities is attached hereto as Exhibit 99.1. Item 9.01. Financial Statements and Exhibits. (c) Exhibits Number Exhibit ------ ------- 99.1 News Release dated February 2, 2005. 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 thereunto duly authorized. ADVOCAT INC. By: /s/ L. Glynn Riddle, Jr. ------------------------- L. Glynn Riddle, Jr. Chief Financial Officer Date: February 2, 2005 EXHIBIT INDEX - ------------- Number Exhibit - ------ ------- 99.1 News Release dated February 2, 2005. EX-99.1 2 a4813184ex991.txt EXHIBIT 99.1 Exhibit 99.1 Advocat Sells Two Texas Facilities; Proceeds Used to Reduce Debt FRANKLIN, Tenn.--(BUSINESS WIRE)--Feb. 2, 2005--Advocat Inc. (NASDAQ OTC: AVCA) today announced that it sold two facilities in Texas effective February 1, 2005. The proceeds from the transaction will be used to reduce debt. The Company expects to record no material gain or loss on the facility transactions. "The sale of the two facilities in Texas completes our plan of eliminating underperforming facilities in that state," noted William R. Council, III, Chief Executive Officer of Advocat. "In addition to the two facilities that we sold, a lease for three facilities in Texas expired on December 1, 2004, and operations at those facilities were ceased at that time. These facilities had low occupancy rates and were operated at a loss. "We have five remaining facilities in Texas that are good performers and have higher occupancy rates. We plan to focus our attention on these facilities to further improve their clinical, operational and financial performance," concluded Mr. Council. Forward-looking statements made in this release involve a number of risks and uncertainties, including but not limited to, uncertainty regarding the Company's ability to restructure or refinance its debt, the impact of under-insured professional liability claims, factors affecting the long-term care industry in general, governmental reimbursement, government regulation, health care reforms, the impact of future licensing surveys, changing economic and market conditions and other risk factors detailed in the Company's Securities and Exchange Commission filings. Advocat Inc. is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this document by wire services or Internet services. Advocat Inc. provides long-term care services to nursing home patients and residents of assisted living facilities in nine states, primarily in the Southeast. For additional information about the Company, visit Advocat's web site: http://www.irinfo.com/avc CONTACT: Advocat Inc., Franklin William R. Council, III, 615-771-7575 -----END PRIVACY-ENHANCED MESSAGE-----