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

Date of report (Date of earliest event reported): October 29, 2013



Acadia Healthcare Company, Inc.
(Exact Name of Registrant as Specified in Its Charter)

830 Crescent Centre Drive, Suite 610, Franklin, Tennessee 37067
(Address of Principal Executive Offices)

(615) 861-6000
(Registrant's Telephone Number, including Area Code)

Not Applicable
(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:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02          Results of Operations and Financial Condition.

On October 29, 2013, Acadia Healthcare Company, Inc. (“Acadia”) issued a press release announcing, among other things, Acadia’s operating and financial results for the third quarter ended September 30, 2013. The press release is furnished herewith as Exhibit 99 hereto and is incorporated herein by reference.

Item 9.01          Financial Statements and Exhibits.

(d)                      Exhibits.

99                       Press Release of Acadia Healthcare Company, Inc., dated October 29, 2013.

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.

EXHIBIT INDEX

Exhibit 99

Acadia Healthcare Third Quarter Adjusted EPS Increases to $0.30 from $0.17 as Adjusted Income from Continuing Operations More Than Doubles

Same Facility Revenue Expands 9.9%

Raises 2013 Earnings Guidance to $1.06 to $1.07

FRANKLIN, Tenn.--(BUSINESS WIRE)--October 29, 2013--Acadia Healthcare Company, Inc. (NASDAQ: ACHC) today announced financial results for the third quarter ended September 30, 2013. Revenue increased 79.1% to $184.7 million for the third quarter from $103.1 million for the third quarter of 2012. Income from continuing operations was $14.5 million, or $0.29 per diluted share, for the third quarter of 2013 compared with $6.6 million, or $0.16 per diluted share, for the third quarter of 2012. Adjusted income from continuing operations increased 115.3% to $15.2 million for the third quarter of 2013 from $7.1 million for the third quarter of 2012 and increased 76.5% to $0.30 per diluted share from $0.17 per diluted share, reflecting a 19.9% increase in weighted average shares outstanding for the comparable quarters, primarily due to Acadia’s public equity offering in December 2012. The adjusted results exclude transaction-related expenses of $1.0 million and $0.7 million for the third quarter of 2013 and 2012, respectively. A reconciliation of all GAAP and non-GAAP financial results in this release is on pages 7 and 8.

For the first nine months of 2013, revenue was $523.4 million, up 78.5% from $293.2 million for the first nine months of 2012. Income from continuing operations was $30.9 million, or $0.61 per diluted share, for the first nine months of 2013 compared with $16.0 million, or $0.43 per diluted share, for the same period in 2012. Adjusted income from continuing operations increased 125.7% to $39.1 million for the first nine months of 2013 from $17.3 million for the first nine months of 2012 and increased 66.0% to $0.78 per diluted share from $0.47 per diluted share, reflecting a 35.7% increase in weighted average shares outstanding for the comparable periods, primarily due to Acadia’s public equity offerings in May 2012 and December 2012. The adjusted results for the first nine months of 2013 exclude debt extinguishment costs of $9.4 million and transaction-related expenses of $3.8 million and, for the first nine months of 2012, exclude transaction-related expenses of $2.1 million.

Joey Jacobs, Chairman and Chief Executive Officer of Acadia, commented, “We continue to be pleased with the execution of our proven business model, which produced very strong profitable growth for the third quarter of 2013. Our revenue growth primarily resulted from the acquisition and integration of 15 inpatient psychiatric facilities since the end of the third quarter last year, including the acquisition of an 87-bed facility that was consummated in the third quarter of 2013. These acquisitions, combined with both the addition of 263 beds to existing facilities and the opening of a 60-bed de novo facility in the past 12 months, increased our licensed beds to approximately 3,900 at the quarter’s end from more than 2,400 at the end of the third quarter last year.

“The increase in third-quarter revenue also reflected 9.9% growth in same-facility revenue, driven by new beds added to the same facility base and by our ongoing revenue-generating initiatives in each facility. Same facility patient days increased 8.4% for the third quarter and revenue per patient day rose 1.4%. Our same facility EBITDA margin was 25.3% for the latest quarter compared with 25.8% for the third quarter of 2012. The Company’s adjusted consolidated EBITDA increased 82.6% to $38.5 million, or 20.8% of revenue, for the third quarter of 2013 from $21.1 million, or 20.4% of revenue, for the third quarter of 2012.

“We continue to generate significant net cash from continuing operations, with growth of 32.4% to $17.1 million for the quarter. At September 30, 2013, we had approximately $81 million of availability under our revolving credit facility and a ratio of total net debt to trailing 12 months adjusted EBITDA, as calculated under our credit agreement, of 4.1.”

Based on Acadia’s performance for the first nine months of 2013 and its outlook for the remainder of the year, the Company today raised its guidance for 2013 adjusted earnings per diluted share to a new range of $1.06 to $1.07 from the previous range of $1.01 to $1.03. The Company’s guidance does not include transaction-related expenses, debt extinguishment costs and the impact of any future acquisitions.

Acadia will hold a conference call to discuss its second quarter financial results at 9:00 a.m. Eastern Time on Wednesday, October 30, 2013. A live webcast of the conference call will be available at www.acadiahealthcare.com in the “Investors” section of the website. The webcast of the conference call will be available through November 12, 2013.

Risk Factors

This news release contains forward-looking statements. Generally words such as “may,” “will,” “should,” “could,” “anticipate,” “expect,” “intend,” “estimate,” “plan,” “continue,” and “believe” or the negative of or other variation on these and other similar expressions identify forward-looking statements. These forward-looking statements are made only as of the date of this news release. We do not undertake to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements are based on current expectations and involve risks and uncertainties and our future results could differ significantly from those expressed or implied by our forward-looking statements. Factors that may cause actual results to differ materially include, without limitation, (i) Acadia’s ability to complete acquisitions and successfully integrate the operations of the acquired facilities; (ii) Acadia’s ability to add beds, expand services, enhance marketing programs and improve efficiencies at its facilities; (iii) potential reductions in payments received by Acadia from the government and third-party payors; (iv) the risk that Acadia may not generate sufficient cash from operations to service its debt and meet its working capital and capital expenditure requirements; and (v) potential operating difficulties, client preferences, changes in competition and general economic or industry conditions that may prevent Acadia from realizing the expected benefits of its business strategy. These factors and others are more fully described in Acadia’s periodic reports and other filings with the SEC.

About Acadia

Acadia is a provider of inpatient behavioral healthcare services. Acadia operates a network of 50 behavioral healthcare facilities with approximately 4,100 licensed beds in 22 states and Puerto Rico. Acadia provides psychiatric and chemical dependency services to its patients in a variety of settings, including inpatient psychiatric hospitals, residential treatment centers, outpatient clinics and therapeutic school-based programs.

Footnotes

We have included certain financial measures in this press release, including EBITDA, Adjusted EBITDA and Adjusted income from continuing operations, which are “non-GAAP financial measures” as defined under the rules and regulations promulgated by the SEC. We define EBITDA as net income adjusted for loss (income) from discontinued operations, net interest expense, income tax provision and depreciation and amortization. We define Adjusted EBITDA as EBITDA adjusted for equity-based compensation expense, transaction-related expenses, and debt extinguishment costs.

EBITDA, Adjusted EBITDA and Adjusted income from continuing operations are supplemental measures of our performance and are not required by, or presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). EBITDA, Adjusted EBITDA and Adjusted income from continuing operations are not measures of our financial performance under GAAP and should not be considered as alternatives to net income or any other performance measures derived in accordance with GAAP or as an alternative to cash flow from operating activities as measures of our liquidity. Our measurements of EBITDA, Adjusted EBITDA and Adjusted income from continuing operations may not be comparable to similarly titled measures of other companies. We have included information concerning EBITDA, Adjusted EBITDA and Adjusted income from continuing operations in this press release because we believe that such information is used by certain investors as measures of a company’s historical performance. We believe these measures are frequently used by securities analysts, investors and other interested parties in the evaluation of issuers of equity securities, many of which present EBITDA, Adjusted EBITDA and Adjusted income from continuing operations when reporting their results. Our presentation of EBITDA, Adjusted EBITDA and Adjusted income from continuing operations should not be construed as an inference that our future results will be unaffected by unusual or nonrecurring items.

(a) Represents the equity-based compensation expense of Acadia.

(b) Represents debt extinguishment costs related to the repayment of $52.5 million of the Company's 12.875% Senior Notes due 2018 on March 12, 2013, including a prepayment premium of $6.8 million and the write-off of $2.6 million of deferred financing costs.

(c) Represents transaction-related expenses incurred by Acadia related to acquisitions.

(d) Represents the income tax provision adjusted to reflect the aggregate tax effect of the adjustments to income from continuing operations described above based on effective tax rates.

CONTACT:
Acadia Healthcare Company, Inc.
Brent Turner, 615-861-6000
President