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) December 15, 1998
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REGENT ASSISTED LIVING, INC.
Oregon 0-27108 93-1171049
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File No.) Identification No.)
121 SW Morrison Street, Suite 1000, Portland, OR 97204
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(Address of principal executive offices) (Zip Code)
(503) 227-4000
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(Registrant's telephone number, including area code)
No Change
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(Former name or former address, if changed since last report)
Page 1 of 3
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Item 4. Changes in Registrant's Certifying Accountant
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(a) Previous Independent Accountant
(i) On December 15, 1998, Regent Assisted Living, Inc. ("Regent")
dismissed its previous certifying accountant, KPMG Peat Marwick LLP
("KPMG"). Regent had previously retained KPMG as Regent's certifying
accountant on December 29, 1997.
(ii) Since Regent retained KPMG as Regent's certifying accountant on
December 29, 1997, none of the reports of KPMG on the financial
statements of Regent have contained an adverse opinion or disclaimer
of opinion or have been modified as to uncertainty, audit scope or
accounting principles.
(iii) The decision to change accountants was approved by the Audit
Committee of Regent's Board of Directors.
(iv) Since Regent retained KPMG as Regent's certifying accountant on
December 29, 1997, there have been no disagreements with KPMG on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements if not
resolved to the satisfaction of KPMG would have caused it to make
reference thereto in connection with its report on the financial
statements of Regent.
(v) Regent requested that KPMG furnish it with a letter addressed to
the Securities and Exchange Commission stating whether or not it
agrees with the statements above and, if not, stating the respects in
which it does not agree. A copy of such letter is attached hereto as
Exhibit 16 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
16. Letter from KPMG Peat Marwick LLP re change in certifying
accountant.
Page 2 of 3
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Signature
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.
Dated: December 15, 1998
REGENT ASSISTED LIVING, INC.
By STEVEN L. GISH
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Steven L. Gish
Chief Financial Officer and Treasurer
(Principal Financial and Accounting
Officer)
Page 3 of 3
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EXHIBIT INDEX
Sequential
Exhibit No. Description Page No.
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16 Letter from KPMG Peat Marwick LLP re change in
certifying accountant.
Exhibit 16
December 21, 1998
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
We were previously principal accountants for Regent Assisted Living, Inc. and,
under the date of February 13, 1998, except as to note 11 which is as of March
27, 1998, we reported on the consolidated financial statements of Regent
Assisted Living, Inc. and subsidiaries as of and for the year ended December 31,
1997. On December 15, 1998 our appointment as principal accountants was
terminated. We have read Regent Assisted Living Inc.'s statements included under
Item 4(a) of its Form 8-K dated December 15, 1998, and we agree with such
statements, except that we are not in a position to agree or disagree with
Regent Assisted Living, Inc.'s statement that the change was approved by the
audit committee of its board of directors.
Very truly yours,
KPMG PEAT MARWICK LLP
KPMG Peat Marwick LLP