Acadia Healthcare Company, Inc. (NASDAQ:ACHC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01.
| Entry into a Material Definitive Agreement. |
On November30, 2016, Acadia Healthcare Company, Inc., a Delaware
corporation (Acadia or the Company), entered into a Refinancing
Facilities Amendment (the Refinancing Amendment) to its Amended
and Restated Credit Agreement, dated as of December31, 2012 (as
amended, restated or otherwise modified to date, the Amended and
Restated Credit Agreement). The Refinancing Amendment increases
the Companys line of credit on its revolving credit facility to
$500.0million from $300.0million and reduces its Term Loan A
facility to $400.0million from $600.6million (together, the
Refinancing Facilities). In addition, the Refinancing Amendment
extends the maturity date for the Refinancing Facilities to
November30, 2021 from February13, 2019, and lowers the Companys
effective interest rate on the Revolving Loans and Term Loan A
facilities by 50basis points.
The Company entered into a Tenth Amendment to the Amended and
Restated Credit Agreement on November22, 2016 (the Tenth
Amendment). The Tenth Amendment, among other things, (i)amended
the negative covenant regarding dispositions to permit the
Companys previously announced sale of facilities in the United
Kingdom, as further described below, (ii)modified the collateral
package to release any real property with a fair market value of
less than $5,000,000 and (iii)changed certain investment,
indebtedness and lien baskets.
The foregoing is only a summary of the material terms of the
Refinancing Amendment and the Tenth Amendment and does not
purport to be complete, and is qualified in its entirety by
reference to the Refinancing Amendment and the Tenth Amendment,
copies of which are attached to this Current Report on Form8-K as
Exhibit10.1 and Exhibit10.2, respectively, and
incorporated herein by reference.
| Item2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
To the extent required, the information set forth in Item1.01
above is incorporated by reference into this Item2.03.
| Item7.01. | Regulation FD Disclosure. |
On November30, 2016, Acadia completed its previously announced
sale to funds advised by BC Partners LLP of 21 existing
behavioral health facilities and one de novo behavioral health
facility, not yet opened, in the United Kingdom for 320million
($395million) cash (the U.K. Disposition). The sale fulfills the
undertakings Acadia gave the Competition and Markets Authority
(CMA) in the U.K. to address the CMAs concerns about the impact
of Acadias acquisition of Priory Group on competition for the
provision of behavioral healthcare services in certain markets in
the U.K. The press release announcing the completion of the U.K.
Disposition is furnished herewith as Exhibit99 hereto and
is incorporated by reference.
| Item9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
|
Exhibit Number |
Description |
|
| 10.1 |
Refinancing Facilities Amendment, dated November 30, 2016, to the Amended and Restated Credit Agreement, dated December 31, 2012 (as amended, restated or otherwise modified to date), by and among Bank of America, N.A. (Administrative Agent, Swing Line Lender and L/C Issuer) and the Company (f/k/a Acadia Healthcare Company, LLC), the guarantors listed on the pages thereto, and the lenders listed on the pages thereto. |
|
| 10.2 |
Tenth Amendment, dated November 22, 2016, to the Amended and Restated Credit Agreement, dated December 31, 2012 (as amended, restated or otherwise modified to date), by and among Bank of America, N.A. (Administrative Agent, Swing Line Lender and L/C Issuer) and the Company (f/k/a Acadia Healthcare Company, LLC), the guarantors listed on the pages thereto, and the lenders listed on the pages thereto. |
|
| Press Release, dated November 30, 2016 |
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.
| ACADIA HEALTHCARE COMPANY, INC. | ||||||
| Date: November 30, 2016 | By: | /s/ Christopher L. Howard | ||||
| Christopher L. Howard | ||||||
| Executive Vice President, Secretary and General Counsel |
EXHIBIT INDEX
|
Exhibit Number |
Description |
|
| 10.1 |
Refinancing Facilities Amendment, dated November 30, 2016, to the Amended and Restated Credit Agreement, dated December 31, 2012 (as amended, restated or otherwise modified to date), by and among Bank of America, N.A. (Administrative Agent, Swing Line Lender and L/C Issuer) and the Company (f/k/a Acadia Healthcare Company, LLC), the guarantors listed on the pages thereto, and the lenders listed on the pages thereto. |
|
| 10.2 |
Tenth Amendment, dated November 22, 2016, to the Amended and Restated Credit Agreement, dated December 31, 2012 (as amended, restated or otherwise modified to date), by and among Bank of America, N.A. (Administrative Agent, Swing Line Lender and L/C Issuer) and the Company (f/k/a Acadia Healthcare Company, LLC), the guarantors listed on the pages thereto, and the lenders listed on the |
About Acadia Healthcare Company, Inc. (NASDAQ:ACHC)
Acadia Healthcare Company, Inc. is a provider of behavioral healthcare services. The Company operates in two segments: U.S. Facilities and U.K. Facilities. The Company develops and operates inpatient psychiatric facilities, residential treatment centers, group homes, substance abuse facilities and facilities providing outpatient behavioral healthcare services to serve the behavioral health and recovery needs of communities throughout the United States, the United Kingdom and Puerto Rico. The Company operates approximately 260 behavioral healthcare facilities with over 9,900 beds in over 40 states, the United Kingdom and Puerto Rico. Its U.S. facilities and services are classified into categories, which include acute inpatient psychiatric facilities; specialty treatment facilities; residential treatment centers and outpatient community-based services. It provides inpatient services through mental health hospitals and care homes in the United Kingdom. Acadia Healthcare Company, Inc. (NASDAQ:ACHC) Recent Trading Information
Acadia Healthcare Company, Inc. (NASDAQ:ACHC) closed its last trading session down -0.01 at 38.01 with 1,737,187 shares trading hands.