0001445305-12-003816.txt : 20121207 0001445305-12-003816.hdr.sgml : 20121207 20121207172525 ACCESSION NUMBER: 0001445305-12-003816 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121207 ITEM INFORMATION: Other Events FILED AS OF DATE: 20121207 DATE AS OF CHANGE: 20121207 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: 121251044 BUSINESS ADDRESS: STREET 1: 1621 GALLERIA BLVD. CITY: BRENTWOOD STATE: TN ZIP: 37027 BUSINESS PHONE: 6157717575 MAIL ADDRESS: STREET 1: 1621 GALLERIA BLVD. CITY: BRENTWOOD STATE: TN ZIP: 37027 8-K 1 a8k-shareholdersuitrexfiled.htm 8-K 8K - shareholder suit re-filed








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)
December 7, 2012

ADVOCAT INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
001-12996
62-1559667
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)

1621 Galleria Boulevard, Brentwood, TN 37027
(Address of Principal Executive Offices) (Zip Code)

(615) 771-7575
(Registrant's telephone number, including area code)
    

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




Item 8.01. Other Events.

The Company has learned that Frank Rossello has re-filed a purported class action suit in Williamson County Tennessee Chancery Court on November 30, 2012.  The original suit was filed in the U.S. District Court for the Middle District of Tennessee, but was dismissed by the U.S. District Court.  This action alleges that the Board of Directors breached its fiduciary duties to stockholders related to its response to purported expressions of interest in a potential strategic transaction from Covington Investments, LLC.  The lawsuit remains in its early stages and has not yet been certified by the court as a class action.  The Company intends to continue to defend the matter vigorously.

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/ Kelly Gill            
Kelly Gill
Chief Executive Officer

Date:    December 7, 2012