UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported) |
March 8, 2006 | |
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CAPITAL SENIOR LIVING CORPORATION | ||
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(Exact name of registrant as specified in its charter) | ||
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Delaware | ||
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(State or Other Jurisdiction of Incorporation) | ||
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1-13445 |
75-2678809 | |
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(Commission File Number) |
(IRS Employer Identification No. | |
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14160 Dallas Parkway Suite 300 Dallas, Texas |
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75254 |
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(Address of principal executive offices) |
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(Zip Code) |
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(972) 770-5600 | ||
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Registrant’s telephone number, including area code | ||
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(Former name or former address, if changed since last report.) | ||
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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 7.01 |
Regulation FD Disclosure. |
On March 8, 2006, Capital Senior Living Corporation (the “Company”) announced that it has entered into an agreement of sale pursuant to which the Company will sell the Crosswood Oaks property in Citrus Heights, California, the Tesson Heights property in St. Louis, Missouri and the Veranda Club property in Boca Raton, Florida to Health Care Property Investors, Inc. for $54 million, subject to prorations, and will agree to leaseback these three facilities. A copy of the press release is filed as Exhibit 99.1 to this current report on Form 8-K.
This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The exhibits contain and may implicate, forward-looking statements regarding the Company and include cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated.
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Item 9.01 |
Financial Statements and Exhibits |
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(a) |
Not applicable. |
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(b) |
Not applicable. |
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(c) |
Exhibits. |
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No. |
Exhibit Name |
The following exhibits to this current report on Form 8-K are not being filed but are being furnished pursuant to Item 9.01:
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99.1 |
Press Release dated March 8, 2006 |
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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Date: March 8, 2006 |
Capital Senior Living Corporation |
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By: |
/s/ Ralph A. Beattie |
Name: Ralph A. Beattie
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Title: |
Executive Vice President and | |
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Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit No. |
Exhibit Name |
The following exhibits to this current report on Form 8-K are not being filed but are being furnished pursuant to Item 9.01:
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99.1 |
Press Release dated March 8, 2006 |