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
September 28, 2005 (September 22, 2005)
Date of report (Date of earliest event reported)
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 1.01. Entry into a Material Definitive Agreement
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
On September 22, 2005, we entered into a $21 million construction loan with
GMAC Commercial Mortgage Bank in order to finance the expansion of one of our
assisted living communities in Austin, Texas. The expansion involves the
development of a 99-bed skilled nursing facility that will be integrated into
the community. The loan is evidenced by a loan agreement and a promissory note,
and is secured by a deed of trust on the community, each of which contains
customary terms and provisions. The loan matures in September 2008, and we have
two one-year extension options. The outstanding principal balance of the loan
will bear interest at a variable rate equal to LIBOR plus 2.75%. We will be
required to make monthly payments of interest only through the scheduled
maturity date. If we exercise our extension options, we will also be required to
make monthly principal payments (based upon a 25 year amortization schedule)
during the extension period(s).
Item 7.01. Regulation FD Disclosure
On September 28, 2005, we issued a press release describing the foregoing
transaction. A copy of the press release is furnished herewith as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
99.1 Press Release dated September 28, 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, hereunto duly authorized.
AMERICAN RETIREMENT CORPORATION
By: /s/ Bryan D. Richardson
-------------------------------------
Bryan D. Richardson
Executive Vice President - Finance
and Chief Financial Officer
Date: September 28, 2005
EXHIBIT INDEX
Exhibit
Number Description
------ -----------
99.1 Press Release dated September 28, 2005