Current Report Filing (8-k)
May 13 2019 - 12:50PM
Edgar (US Regulatory)
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): May 13, 2019 (May 13, 2019)
AAC HOLDINGS, INC.
(Exact Name of Registrant as Specified in its Charter)
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Nevada
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001-36643
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35-2496142
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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200 Powell Place
Brentwood, Tennessee
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37027
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(Address of Principal Executive Offices)
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(Zip Code)
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(615)
732-1231
(Registrants telephone number, including area code)
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (
see
General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☒
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☒
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, $0.001 par value per share
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AAC
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New York Stock Exchange
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Item 7.01.
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Regulation FD Disclosure.
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On Monday, May 13, 2019, management of AAC Holdings, Inc. (the
Company
) will host a conference call and live webcast to
discuss the Companys new long-term strategic vision (the
Conference Call
).
The Company issued a press release
that announced the Conference Call, a copy of which is furnished with this Current Report on
Form 8-K
(this
Report
) as Exhibit 99.1. The number to join the Conference Call is
1-877-224-7960.
The live webcast of the Conference Call will be available online in the Investor Relations section of the
Companys website at ir.americanaddictioncenters.org.
Information that is presented or hyperlinked on the Companys
website is not incorporated by reference into this Report.
Item 9.01.
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Financial Statements and Exhibits.
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Forward Looking Statements
This Report contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are made
only as of the date of this Report. In some cases, you can identify forward-looking statements by terms such as anticipates, believes, could, estimates, expects, may,
potential, predicts, projects, should, will, would, and similar expressions intended to identify forward-looking statements, although not all forward-looking statements contain
these words. Forward-looking statements may include information concerning AAC Holdings, Inc.s (collectively with its subsidiaries; AAC Holdings or the Company) possible or assumed future results of operations,
including descriptions of the Companys revenue, profitability, outlook and overall business strategy. These statements involve known and unknown risks, uncertainties and other factors that may cause the Companys actual results and
performance to be materially different from the information contained in the forward-looking statements. These risks, uncertainties and other factors include, without limitation: (i) the Companys inability to effectively operate its
facilities; (ii) the Companys reliance on its sales and marketing program to continuously attract and enroll clients; (iii) a reduction in reimbursement rates by certain third-party payors for inpatient and outpatient services and
point-of-care
and definitive lab testing; (iv) the Companys failure to successfully achieve growth through acquisitions and de novo projects; (v) risks
associated with estimates of the value of accounts receivable or deterioration in collectability of accounts receivable; (vi) a failure to achieve anticipated financial results from contemplated and prior acquisitions; (vii) the
possibility that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of an acquisition; (viii) the Companys failure to achieve anticipated financial results from contemplated and prior acquisitions;
(ix) a disruption in the Companys ability to perform diagnostic laboratory services; (x) maintaining compliance with applicable regulatory authorities, licensure and permits to operate the Companys facilities and laboratories;
(xi) a disruption in the Companys business and reputational and economic risks associated with the civil securities claims brought by shareholders or claims by various parties; (xii) inability to meet the covenants in the
Companys loan documents or lack of borrowing capacity; and (xiii) general economic conditions, as well as other risks discussed in the Risk Factors section of the Companys Annual Report on Form
10-K
for the year ended December 31, 2018 and other filings with the Securities and Exchange Commission. As a result of these factors, the Company cannot assure you that the forward-looking statements in this
Report will prove to be accurate. Investors should not place undue reliance upon forward-looking statements.
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 hereunto duly authorized.
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AAC HOLDINGS, INC.
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By:
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/s/ Andrew W. McWilliams
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Andrew W. McWilliams
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Chief Financial Officer
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Date: May 13, 2019
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