-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QUiJPCCHVw0xnhNjqXFLzsDfaCywKg4lTeQgV0SsP+vY6JKam2FmFMS1a9R3etrE BWWZf4rxmgjqVjKhwYNCgQ== 0000950144-02-007060.txt : 20020701 0000950144-02-007060.hdr.sgml : 20020701 20020701123757 ACCESSION NUMBER: 0000950144-02-007060 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020628 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020701 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVOCAT INC CENTRAL INDEX KEY: 0000919956 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SKILLED NURSING CARE FACILITIES [8051] IRS NUMBER: 621559667 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12996 FILM NUMBER: 02693063 BUSINESS ADDRESS: STREET 1: 277 MALLORY STATION RD STREET 2: STE 130 CITY: FRANKLIN STATE: TN ZIP: 37067 BUSINESS PHONE: 6157717575 MAIL ADDRESS: STREET 1: 227 MALLORY STATION ROAD STREET 2: SUITE 130 CITY: FRANKLIN STATE: TN ZIP: 37064 8-K 1 g77089e8vk.txt ADVOCAT,INC. 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): June 28, 2002 ADVOCAT INC. (Exact name of Registrant as specified in its charter) Delaware 001-12996 62-1559667 -------- --------- ---------- (State or other jurisdiction of (Commission File Number) (IRS Employer Identification incorporation) 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) ITEM 4. CHANGES TO REGISTRANT'S CERTIFYING ACCOUNTANTS On June 28, 2002, the Board of Directors of Advocat. ("the Company") determined to dismiss its independent accountants, Arthur Andersen LLP ("Andersen"), effective immediately. The Company is still in the process of approving new independent accountants. The decision to terminate Andersen was approved by the Company's Board of Directors upon the recommendation of its Audit Committee. During the two year period ended December 31, 2001 and for the subsequent period through the date hereof, there were no disagreements between the Company and Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to Andersen's satisfaction would have caused them to make reference to the subject matter of the disagreement in connection with their reports. None of the reportable events described under Item 304(a)(1)(v) of Regulation S-K occurred within the two year period ended December 31, 2001 and for the subsequent period through the date hereof. The audit reports of Andersen on the consolidated financial statements of the Company and subsidiaries as of and for the two years in the period ended December 31, 2001 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles except that the audit reports for each of the last two years contained a qualified opinion with respect to uncertainty about the Company's ability to continue as a going concern. The Company provided Andersen with a copy of the foregoing disclosures. A letter from Andersen stating its agreement with such statements is attached as Exhibit 16.1. ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits
Number Exhibit ------ ------- 16.1 Letter of Arthur Andersen LLP regarding change in certifying accountant
2 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/ William R. Council ------------------------------ William R. Council Chief Financial Officer Date: July 1, 2002 3 EX-16.1 3 g77089exv16w1.txt LETTER OF ARTHUR ANDERSEN LLP EXHIBIT 16.1 Office of the Chief Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 July 1, 2002 Dear Sir/Madam: We have read the 1st, 2nd, 3rd, and 4th paragraphs of Item 4 included in the Form 8-K dated July 1, 2002 of Advocat Inc. to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein insofar as they pertain to Arthur Andersen LLP. Very truly yours, /s/ Andersen LLP cc: Mr. William R. Council, Chief Financial Officer, Advocat Inc. -----END PRIVACY-ENHANCED MESSAGE-----