EX-4.9



 Exhibit 4.9 
 SUPPLEMENTAL INDENTURE 
 This SUPPLEMENTAL INDENTURE (this
“Supplemental Indenture”) dated as of August 4, 2014 among U.S. BANK NATIONAL ASSOCIATION (“Trustee”), as Trustee under the Indenture referred to below, ACADIA HEALTHCARE COMPANY, INC., a Delaware corporation
(the “Company”) and each of the guarantors party hereto (the “Guarantors”). 
 W I T N E S S E
T H 
 WHEREAS, the Company and the Guarantors have heretofore executed and delivered to the Trustee an indenture (as amended
from time to time, the “Indenture”), dated as of July 1, 2014 providing for the issuance of 5.125% Senior Notes due 2022 (the “Notes”); 
 WHEREAS, Section 9.01 of the Indenture provides that the Company, the Guarantors and the Trustee may amend or supplement the Indenture without the consent of the Holders to cure any ambiguity,
mistake, defect or inconsistency; 
 WHEREAS, the parties wish to amend the Indenture to provide a definition for the term
“UK Transaction” used in the Indenture; 
 WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee
is authorized to execute and deliver this Supplemental Indenture; 
 WHEREAS, all things necessary to make this Supplemental
Indenture a valid indenture and agreement according to its terms have been done. 
 NOW THEREFORE, in consideration of the
foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Trustee, the Company and each Guarantor hereby agree as follows: 

 

	 	1.	CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.


  

	 	2.	AMENDMENT TO INDENTURE. Section 1.01 of the Indenture is hereby amended by inserting the following new definition in
the appropriate alphabetical order: 

 ““UK Transaction” means the
acquisition of UK Target by Issuer pursuant to the UK Purchase Agreement.” 
  

	 	3.	NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO
CONSTRUE THIS SUPPLEMENTAL INDENTURE WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY. 









	 	4.	This Supplemental Indenture shall become effective and binding on the Company, the Guarantors, the Trustee and every Holder of the Notes heretofore or hereafter
authenticated and delivered under the Indenture, upon the execution and delivery of it by the parties to this Supplemental Indenture. 

  

	 	5.	ORIGINAL INDENTURE AND SUPPLEMENTS AS ONE DOCUMENT. As amended
and supplemented by this Supplemental Indenture and all other supplemental indentures previously executed, (collectively, the “Supplements”), the Indenture is in all respects ratified and confirmed, and the Indenture and the
Supplements shall be read, taken and construed as one and the same instrument. 

  

	 	6.	RESPONSIBILITY OF TRUSTEE. The Trustee assumes no responsibility for or in respect of the validity or sufficiency of this
Supplemental Indenture or the due execution hereof by the Company or for or in respect of the recitals and statements contained herein; and all of the provisions contained in the Indenture with respect to the rights, privileges, immunities, powers
and duties of the Trustee shall be applicable in respect of this Supplemental Indenture as fully and with like effect as if set forth herein. 

  

	 	7.	REFERENCES. All references herein or in the Indenture to any Article, Section or provision of the Indenture shall be deemed to refer to such Article,
Section or provision as hereby supplemented, unless in any case, the use or context otherwise requires. 

  

	 	8.	COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together
represent the same agreement. 

  

	 	9.	EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.


  

	 	10.	SUCCESSORS. All agreements in this Supplemental Indenture shall bind the successors of each party hereto, except as otherwise provided in the Indenture.


 [Signatures Contained on Following Page] 







 IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly
executed, attested and delivered as of the date first written above. 
  

					
	TRUSTEE:
	
	U.S. BANK NATIONAL ASSOCIATION
		
	By:	 	 /s/ Wally Jones

		 	Name:	 	Wally Jones
		 	Title:	 	Vice President
	
	COMPANY:
	
	ACADIA HEALTHCARE COMPANY, INC.
		
	By:	 	 /s/ Christopher L. Howard

		 	Name:	 	Christopher L. Howard
		 	Title:	 	Executive Vice President, General Counsel and Secretary


 [Signatures Continue on Following Page] 







 GUARANTORS: 

 

			
	 Abilene Behavioral Health, LLC
 Abilene Holding Company, LLC
 Acadia Management Company, LLC

Acadia Merger Sub, LLC
 Acadiana Addiction Center, LLC
 Ascent Acquisition Corporation

Ascent Acquisition Corporation - CYPDC
 Ascent Acquisition Corporation - PSC
 Austin Behavioral Hospital, LLC

BCA of Detroit, LLC

Behavioral Centers of America, LLC
 Cascade Behavioral Hospital, LLC
 Centerpointe Community Based Services,
LLC
 Commodore Acquisition Sub, LLC
 Crossroads Regional Hospital, LLC
 Delta Medical Services, LLC

Detroit Behavioral Institute, Inc.
 DMC-Memphis, LLC
 Generations Behavioral Health - Geneva, LLC

Greenleaf Center, LLC
 Habilitation Center, Inc.
 HEP BCA Holdings Corp.

Hermitage Behavioral, LLC
 HMIH Cedar Crest, LLC
 Kids Behavioral Health of Montana, Inc.

Lakeland Hospital Acquisition, LLC
 Linden BCA Blocker Corp.
 Millcreek Schools, LLC

Millcreek School of Arkansas, Inc.
 Northeast Behavioral Health, LLC
 Ohio Hospital for Psychiatry, LLC

Options Treatment Center Acquisition Corporation
 PHC Meadowwood, LLC
	 	 PHC of Michigan, Inc.
 PHC of Nevada, Inc.
 PHC of Utah, Inc.

PHC of Virginia, LLC

Piney Ridge Treatment Center, LLC
 Psychiatric Resource Partners, LLC
 Rebound Behavioral Health, LLC

Red River Holding Company, LLC
 Red River Hospital, LLC
 Rehabilitation Centers, LLC

Resolute Acquisition Corporation
 Riverview Behavioral Health, LLC
 Riverwoods Behavioral Health, LLC

Rolling Hills Hospital, LLC
 RTC Resource Acquisition Corporation
 SBOF-BCA Holdings Corporation

Seven Hills Hospital, Inc.
 Shaker Clinic, LLC
 Sonora Behavioral Health Hospital, LLC

Southwestern Children’s Health Services, Inc.
 Southwood Psychiatric Hospital, LLC
 Success Acquisition, LLC

Ten Broeck Tampa, LLC
 Ten Lakes Center, LLC
 Texarkana Behavioral Associates, L.C.

The Refuge, A Healing Place, LLC
 TK Behavioral Holding Company, LLC
 TK Behavioral, LLC

Valley Behavioral Health System, LLC
 Vermilion Hospital, LLC
 Village Behavioral Health, LLC

Vista Behavioral Hospital, LLC
 Wellplace, Inc.
 Youth And Family Centered Services of New Mexico,
Inc.


  

					
	By:	 	 /s/ Christopher L. Howard

		 	Name:	 	Christopher L. Howard
		 	Title:	 	Executive Vice President, General Counsel and Secretary