Atria Communities, Inc.
Ticker: ATRC 515 West Market Street
Exchange: NASDAQ-National Market Lousiville, Kentucky 40202
Industry: Service (502) 596-7540

Type of Shares:Common Shares Filing Date:6/26/96
U.S. Shares:5,000,000 Offer Date:8/20/96
Non-U.S. Shares:0 Filing Range:$12.00 - $14.00
Primary Shares:5,000,000 Offer Price:$10.00
Secondary Shares:0 Gross Spread:$0.70
Offering Amount: $65,000,000 Selling:$0.40
Expenses:$850,000 Reallowance:$0.10
Shares Out After:15,095,000
Spin out parent firm: Vencor, Inc.

ManagerTierPhone
Alex. Brown & Sons IncorporatedLead Manager (410) 727-1700
J.C. Bradford & Co.Co-manager (615) 271-1334
Morgan Stanley & Co. IncorporatedCo-manager (212) 703-4797

Auditor: Ernst & Young
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 6/30/96 6/30/95 6/30/96
Revenue:$47.98$25.45$23.26Assets:$141.62
Net Income:$3.44$1.73$1.63Liabilities:$114.07
EPS:$0.36$0.17$0.16Equity:$27.54

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a national provider of assisted and independent living communities for the elderly. The company currently operates 22 communities in 13 states with a total of 3,022 units, including 650 assisted living units and 2,372 independent living units. The company also has nine assisted living communities under development with a total of approximately 500 units. During the year ended December 31, 1995, the company had revenues and net income of $48.0 million and $3.4 million, respectively, and had an average occupancy rate of 94.5%. For the quarter ended March 31, 1996, the company had revenues and net income of $12.6 million and $1.2 million, respectively, and had an average rate of 95.7%. Substantially all of the company's revenues are from private pay sources. The assisted and independent living industries are rapidly emerging components of the non-acute health care system for the elderly.

Use of Proceeds
The proceeds from the proposed offering will be used to finance the development and acquisition of additional assisted living communities, the conversion of certain of its existing independent living units to assisted living units and for working capital and for general corporate purposes.

Last updated: 12/1/96

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