December 6, 2024

VIA EDGAR

Tayyaba Shafique

Tracey Houser

Division of Corporation Finance

Office of Industrial Applications and Services

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549

Form 10-K for Fiscal Year Ended December 31, 2023

10-K filed February 28, 2024

Form 8-K Filed February 27, 2024

File No. 001-35331

Ladies and Gentlemen:

This letter sets forth the responses of Acadia Healthcare Company, Inc. (the “Company”) to the comments of the Staff (the “Staff”) of the U.S. Securities and Exchange Commission set forth in your letter, dated November 15, 2024, with respect to the Company’s Form 10-K for the fiscal year ended December 31, 2023, filed on February 27, 2024 (File No. 001-35331), and Form 8-K, filed on February 27, 2024 (File No. 001-35331).

For your convenience, each of the above referenced comments of the Staff is reprinted in bold, italicized text below, followed by the Company’s responses thereto.

Tayyaba Shafique

Tracey Houser

U.S. Securities & Exchange Commission

December 6, 2024

Page 2

Form 10-K for Fiscal Year Ended December 31, 2023

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Results of Operations, page 37

RESPONSE:

The Company acknowledges the Staff’s comment and respectfully advises the Staff that, beginning with its Annual Report on Form 10-K for the fiscal year ending December 31, 2024, it will no longer present Adjusted EBITDA margin change and Adjusted EBITDA margin excluding income from provider relief fund in its results of operations in future periodic reports. To the extent the Company discloses such metrics in other materials in the future, it will comply with Item 10(e) and Regulation G, as applicable.

11: Commitments and Contingencies, page F-21

RESPONSE:

The Company acknowledges the Staff’s comment and respectfully advises the Staff that it is unable to reasonably estimate the amount or range of reasonably possible loss in the aggregate at this time. In response to the Staff’s comment, the Company will explicitly state in future filings, if applicable, that such estimates cannot be made with respect to the Securities Litigation and Derivative Actions until such time as the Company can reasonably estimate the extent of the loss. The Company will also provide the amount or range of reasonably possible loss, or explicitly state that such estimates cannot be made until such time as the Company can reasonably estimate the extent of the loss, with respect to other pending litigation.

Tayyaba Shafique

Tracey Houser

U.S. Securities & Exchange Commission

December 6, 2024

Page 3

Form 8-K Filed February 27, 2024

Exhibit 99

RESPONSE:

The Company acknowledges the Staff’s comment and respectfully advises the Staff that, beginning with its next earnings release, which will be for the fiscal year ending December 31, 2024, it will modify the disclosure to comply with the prominence requirements of Item 10(e)(1)(i)(A) of Regulation S-K and Question 102.10 of the Compliance and Disclosure Interpretations for Non-GAAP Financial Measures as requested by the Staff. The Company advises the Staff that such disclosure will be presented similarly to the below (responsive changes italicized), and similarly to the disclosure contained in Annex A, Annex B and Annex C:

Third Quarter Highlights

Tayyaba Shafique

Tracey Houser

U.S. Securities & Exchange Commission

December 6, 2024

Page 4

RESPONSE:

The Company acknowledges the Staff’s comment and respectfully advises the Staff that, historically, the Company has presented its net leverage ratio in its earnings releases not because the Company views it as a performance measure, but because the Company believes the measure is material to investors’ understanding of the Company’s financial condition and liquidity. Accordingly, beginning with the Company’s next earnings release, which will be for the fiscal year ending December 31, 2024, it will no longer present net leverage ratio in its earnings releases. Instead, the Company advises the Staff that, beginning with its Annual Report on Form 10-K for the fiscal year ending December 31, 2024, the Company will present its consolidated total net leverage ratio (as defined in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2024 (the “Q3 10-Q”)) in the “Liquidity and Capital Resources” section of its Management’s Discussion and Analysis of Financial Condition and Results of Operations in its future Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. The Company will be providing this information in furtherance of its compliance with Item 303(b)(1) of Regulation S-K, which requires registrants to “identify any known trends or any known demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in the registrant’s liquidity increasing or decreasing in any material way.”

The Company further respectfully directs the Staff’s attention to Question 102.09 of the Staff’s Compliance & Disclosure Interpretations regarding Non-GAAP Financial Measures (“Question 102.09”), in which the Staff makes clear that, notwithstanding the prohibitions set forth in Item 10(e) of Regulation S-K, if a registrant believes that (a) a credit agreement is a material agreement, (b) a covenant thereunder is a material term of the credit agreement and (c) information about such covenant is material to an investor’s understanding of the registrant’s financial condition and/or liquidity, then the registrant may in fact “be required to disclose the measure as calculated by the debt covenant as part of its MD&A.” (emphasis added) As demonstrated by the disclosure on page 27 of the Q3 10-Q, each of the foregoing conditions has been met, which compels the disclosure of the measure.

Importantly, both Regulation G and Item 10(e) of Regulation S-K specifically exclude from the definition of “non-GAAP financial measure” any measure that is “required to be disclosed by … Commission rules.” In light of the guidance reflected in Question 102.09 and the disclosure framework set forth in Item 303(b)(1) of Regulation S-K, we respectfully submit that disclosure of total consolidated net leverage ratio is a required element of the Company’s periodic reports. Accordingly, total consolidated net leverage ratio is not, by definition, a “non-

Tayyaba Shafique

Tracey Houser

U.S. Securities & Exchange Commission

December 6, 2024

Page 5

GAAP financial measure”, and the Company’s future disclosure of total consolidated net leverage ratio in the “Liquidity and Capital Resources” section of its Management’s Discussion and Analysis of Financial Condition and Results of Operations should not be subject to the general prohibitions and requirements related to non-GAAP financial measures set forth in Regulation G and Item 10(e) of Regulation S-K.

Notwithstanding the foregoing, the Company advises the Staff that it will provide enhanced disclosures relating to total consolidated net leverage ratio in future periodic reports to make clear that total consolidated net leverage ratio is being reported as calculated under the Credit Facility (as defined in the Q3 10-Q) and not pursuant to GAAP and to refer to the agreements governing the Credit Facility attached as exhibits to the Company’s periodic reports for further information related to the calculations thereof.

RESPONSE:

The Company acknowledges the Staff’s comment and respectfully advises the Staff that transaction, legal and other costs has historically represented a composite of three individual categories: (1) legal, accounting and other acquisition-related costs; (2) management transition costs; and (3) termination and restructuring costs. The Company advises the Staff that, beginning with its next earnings release, which will be for the fiscal year ending December 31, 2024, it will include disclosure explaining and quantifying each component of transaction, legal and other costs, including a conformed version of the table below, which the Company included in its Form 10-Q for the fiscal quarter ended September 30, 2024 (in thousands):

* * * *

Tayyaba Shafique

Tracey Houser

U.S. Securities & Exchange Commission

December 6, 2024

Page 6

Please contact Matthew Pacey of Kirkland & Ellis LLP at (713) 836-3786 or Heather Dixon of the Company at (615) 861-6000 with any questions or further comments regarding the responses to the Staff’s comments.

Brian Farley, Acadia Healthcare Company, Inc.

Matthew R. Pacey, P.C., Kirkland & Ellis LLP

Ieuan A. List, Kirkland & Ellis LLP

ANNEX A

(Responsive changes italicized)

Acadia Healthcare Company, Inc.

Operating Statistics

(Unaudited, Revenue in thousands)

ANNEX B

(Responsive changes italicized)

ANNEX C

Acadia Healthcare Company, Inc.

Reconciliation of Net Income Attributable to Acadia Healthcare Company, Inc. to Adjusted EBITDA

(Unaudited)