| American Retirement Corporation | |||
| Ticker: | ACR | 111 Westwood Place, Suite 402 | |
| Exchange: | New York Stock Exchange | Brentwood, TN 37027 | |
| Industry: | Service (SIC Code 8059) | (615) 221-2250 | |
| Type of Shares: | Common Shares | Filing Date: | 3/12/97 | |
| U.S. Shares: | 3,125,000 | Offer Date: | 5/30/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $15.00 - $17.00 | |
| Primary Shares: | 3,125,000 | Offer Price: | $14.00 | |
| Secondary Shares: | 0 | Gross Spread: | $0.98 | |
| Offering Amount: | $50,000,000 | Selling: | $0.58 | |
| Expenses: | $1,300,000 | Reallowance: | $0.10 | |
| Shares Out After: | 10,937,500 |
| Manager | Tier | Phone |
| Natwest Securities Ltd | Lead Manager | (212) 602-5622 |
| Equitable Securities Corporation | Co-manager | (615) 780-9380 |
| McDonald & Company Securities, Inc. | Co-manager | (216) 443-2370 |
| Issuer's Law Firm: | Bass, Berry, & Sims |
| Bank's Law Firm: | Stroock & Stroock & Lavan |
| Auditor: | KPMG Peat Marwick |
| Registrar/Transfer Agent: | First Union National Bank North Carolina |
Dollar amounts in U.S. millions except for per share data | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 3/31/97 | 3/31/96 | 3/31/97 | ||
| Revenue: | $79.54 | $21.51 | $16.32 | Assets: | $214.16 |
| Net Income: | $2.69 | $0.60 | $0.65 | Curr Assets: | |
| EPS: | $0.29 | $0.06 | $0.07 | Liabilities: | $177.80 |
| Prior EPS: | $1.65 | $3.35 | Curr Liabilities: | ||
| Cash Flow/Oper: | $11.70 | Equity: | $36.36 | ||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company is a national senior living and health care services company providing a broad range of care and services to the elderly, including independent living, assisted living, skilled nursing and home health care services. The company has pioneered numerous developments in the provision of care and services for the elderly since its inception in 1978, and believes it ranks among the leading operators in the senior living and health care services industry. Currently, the company operates 19 senior living communities in 12 states, consisting of ten owned communities, two leased communities, and seven managed communities, with an aggregate capacity for approximately 5,500 residents. The company also owns and operates seven home health care agencies. Over the past several years, the company has experienced significant growth, primarily through the acquisition of senior living communities. The company's revenues have grown from $17.8 million in 1992 to $75.6 million in 1996, an average annual growth rate of 43.5%. |
| Competition |
| The senior living and health care services industry is highly competitive, and the company expects that all segments of the industry will becom increasingly competitive in the future. Although there are a number of substantial companies active in the senior living and health care industry, the industry continues to be very fragmented and characterized by numerous small operators. The company believes that the primary competitive factors in the senior living and health care services industry are (I) reputation for and commitment to a high quality of care; (ii) quality of support services offered (such as home health care and food services; (iii) price of services; (iv) physical appearance and amenities associated with the communities; and (v) location. The company competes with other companies providing independent living, assisted living, skilled nursing, home health care, and other similar service and care alternatives, some of whom may have greater financial resources than the company. Because seniors tend to choose senior living and long-term care communities in the same geographic areas as the company's communities. The company also competes with other health care businesses with respect to attracting and retaining nurses, technicians, aides, and other high quality professional and non-professional employees and managers. |
| Business Plan |
| The company believes that the fragmented nature of the senior living industry and the limited capital resources available to many small, private operators provide a unique opportunity for the company to expand its existing base of senior living operations. The company believes that its existing senior living communities serve as the foundation on which the company can build senior living networks in targeted geographic markets and thereby provide a broad range of high quality care in a cost-efficient manner. The following are the principal elements of the company's growth strategy: (I) Develop New Assisted Living Residences, (ii) Expand Existing Facilities, (iii) Pursue Strategic Acquisitions, (iv) Develop and Acquire Additional Home Health Care Agencies, (v) Expand Referral Networks and Strategic Alliances and (vi) Pursue Additional Third-Party Management Opportunities. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay the Reorganization Note; to complete two pending acquisitions; to fund development activities and possible future acquisitions; and for general corporate purposes, including working capital. |