ADVOCAT INC
8-K, 1999-11-16
SKILLED NURSING CARE FACILITIES
Previous: ADVOCAT INC, NT 10-Q, 1999-11-16
Next: GUARANTY FINANCIAL CORP /VA/, POS AM, 1999-11-16



<PAGE>   1




                       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):
                                November 15, 1999


                                  ADVOCAT INC.
             (Exact name of Registrant as specified in its charter)


            Delaware                    001-12996              62-1559667
            --------                    ---------              ----------
(State or other jurisdiction of      (Commission File           (Employer
        incorporation)                   Number)          Identification 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)


<PAGE>   2



ITEM 5.      OTHER EVENTS.

         For the purpose of informing the market, the Registrant announces that
it filed a Notice of Late Filing on Form 12b-25 with respect to the quarter
ended September 30, 1999. A press release dated November 16, 1999 relating to
the quarter is attached to this Report.

                                   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/ Richard B. Vacek, Jr.
                                               ---------------------------------
                                               Richard B. Vacek, Jr.
                                               Chief Financial Officer


Date:  November 16, 1999



                                  Exhibit Index
<TABLE>
<CAPTION>

Exhibit No.
- -----------
<S>                   <C>
99.1                  Press release dated November 16, 1999.



</TABLE>






                                        2



<PAGE>   1





                                                                   EXHIBIT 99.1

ADVOCAT INC.
277 MALLORY STATION ROAD, SUITE 130
FRANKLIN, TENNESSEE  37067
(615) 771-7575                                                     NEWS RELEASE
================================================================================


Contact:      Richard B. Vacek, Jr.
              Executive Vice President and Chief Financial Officer


                  ADVOCAT DELAYS FILING THIRD QUARTER FORM 10-Q
                 EXPECTS TO REPORT SIGNIFICANT OPERATING LOSSES

FRANKLIN, Tenn.--(BUSINESS WIRE)--Nov. 16, 1999--Advocat Inc. (OTCBB:AVCA) today
announced that it has delayed the filing of its third quarter Form 10-Q pending
a review of certain charges the Company expects to record for the nine months
ended September 30, 1999. The Company expects to report a pretax loss
approximating $11 million to $12 million for the nine months ended September 30,
1999. The Company is evaluating the need to restate its financial results for
the first and second quarters of 1999 based on its conclusions with regard to
the anticipated charges. Advocat also reported that it was not in compliance
with certain financial covenants in its loan agreements with its primary bank
and other lenders.

The 1999 charges are primarily due to increases in the provision for doubtful
accounts following an intensive examination of the Company's accounts receivable
and third-party payor settlements, expenses related to self-insurance for
workers' compensation claims and the self-insured portion of liability claims,
and other miscellaneous expenses.

The Company is currently not in compliance with various financial covenants
contained in its loan agreements with its primary bank and other lenders.
Cross-default and other provisions contained in other loan agreements will under
certain circumstances permit the holders of substantially all of the Company's
debt to immediately demand repayment. The Company has total bank and other debt
of $61.8 million as of September 30, 1999. Management is currently in various
stages of negotiations with the Company's bank and other lenders for the
restructuring of approximately $27 million in debt that is due December 1, 1999.
No assurance can be given that the Company will successfully negotiate a
restructuring, including appropriate waivers, of its indebtedness. If any of the
Company's lenders forced immediate repayment, the Company would not be able to
repay the amounts outstanding.

Forward-looking statements made in this release involve a number of risks and
uncertainties, including but not limited to, 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. operates 122 facilities including 57 assisted living facilities
with 5,320 units and 65 skilled




                                        3


<PAGE>   2


nursing facilities containing 7,307 licensed beds. The Company operates
facilities in 12 states, primarily in the Southeast, and three provinces in
Canada.


     For additional information about the Company, visit Advocat's web site:
                            http://www.irinfo.com/avc





                                        4








© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission