-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ITtd1m7cbB1dw5eGI02oN2SdyXqdZBaEsrd0HcYoOkJpmXTjnKhbBolnwiV8YnFf ui1AqQqTqY0jW+2p860dKA== 0001095811-01-502515.txt : 20010528 0001095811-01-502515.hdr.sgml : 20010528 ACCESSION NUMBER: 0001095811-01-502515 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010524 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASSISTED LIVING CONCEPTS INC CENTRAL INDEX KEY: 0000929994 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-NURSING & PERSONAL CARE FACILITIES [8050] IRS NUMBER: 931148702 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13498 FILM NUMBER: 1648482 BUSINESS ADDRESS: STREET 1: 11835 NE GLENN WIDING DRIVE STREET 2: BLDG E CITY: PORTLAND STATE: OR ZIP: 97220-9057 BUSINESS PHONE: 5032526233 MAIL ADDRESS: STREET 1: 11835 NE GLENN WIDING DRIVE STREET 2: BLDG E CITY: PORTLAND STATE: OR ZIP: 97220-9057 8-K 1 v73053e8-k.txt FORM 8-K 1 ================================================================================ 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 May 24, 2001 ---------------------------- Date of report (Date of earliest event reported) ASSISTED LIVING CONCEPTS, INC. (exact name of registrant as specified in its charter) NEVADA 1-13498 93-1148702 -------------------- -------------------- -------------------- (State or other jurisdiction of Commission File Number (I.R.S. Employer incorporation or organization) Identification Number)
11835 NE Glenn Widing Drive, Bldg E, Portland, OR 97220-9057 ----------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (503) 252-6233 ----------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable ----------------------------------------------------------------- (Former name or former address, if changed since last report.) ================================================================================ 2 ITEM 5. OTHER EVENTS. On May 24, 2001, Assisted Living Concepts, Inc. (the "Company") announced it had paid $4.7 million of interest due May 1, 2001 on its two series of convertible subordinated debentures (collectively, the "Debentures") and entered into a confidentiality agreement and agreement to restrict trading of securities (the "Confidentiality Agreement") with an unofficial committee of the holders of 64% of the outstanding principal amount of the Debentures. The Company entered into the Confidentiality Agreement to facilitate negotiations with the Debenture holders concerning a restructuring of the Debentures. The Company said that if it reaches an agreement with Debenture holders, it is anticipated that the restructuring would be implemented through a "prenegotiated" plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. A copy of the Company's press release dated May 24, 2001 has been filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference. 3 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) and (b) None. (c) The following document is furnished as an Exhibit to this Current Report on Form 8-K pursuant to Item 601 of Regulation S-K: 99 Press Release, dated May 24, 2001. 4 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. ASSISTED LIVING CONCEPTS, INC. By: /s/ Sandra Campbell ------------------------------ Name: Sandra Campbell Title: Secretary Date: May 25, 2001 5 EXHIBIT INDEX
EXHIBIT NO. DOCUMENT DESCRIPTION 99 Press Release, dated May 24, 2001.
EX-99 2 v73053ex99.txt EXHIBIT 99 1 EXHIBIT 99 FOR IMMEDIATE RELEASE: ASSISTED LIVING CONCEPTS, INC. MAKES INTEREST PAYMENT ON DEBENTURES; ENTERS CONFIDENTIALITY AND STANDSTILL AGREEMENT WITH CERTAIN DEBENTURE HOLDERS PORTLAND, OR, MAY 24, 2001 -- Assisted Living Concepts, Inc. (AMEX: ALF), a national provider of assisted living services ("ALC" or the "Company"), announced today that it has paid $4.7 million of interest due May 1, 2001 on its two series of convertible subordinated debentures (collectively, the "Debentures"). The Company had deferred this interest payment, and the holders of the Debentures would have had the right to declare a default and accelerate the full repayment of the Debentures, which in turn would have caused a breach of certain of the Company's other material obligations, had the Company failed to make this payment by May 31, 2001. The Company made the interest payment primarily in reliance upon representations by an unofficial committee of certain Debenture holders (the "Committee") that, after receipt of the interest payment, the Committee members would negotiate in good faith in an attempt to arrive at a mutually agreeable restructuring of the Debenture debt. The Company also has entered into a confidentiality agreement and agreement to restrict trading of securities (the "Confidentiality Agreement") with the Committee, the holders of 64% of the outstanding principal amount of the Debentures. A total of approximately $162 million aggregate principal amount of Debentures is outstanding, with maturities of November 1, 2002 and May 1, 2003. The Company believes that the Confidentiality Agreement will facilitate negotiations with the Debenture holders concerning a restructuring of the Debentures. If the Company reaches an agreement with Debenture holders, it is anticipated that the restructuring would be implemented through a "prenegotiated" plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. The Company drew $3 million under its line of credit with Heller Healthcare Finance, Inc. ("Heller") to fund a portion of the interest payment to the Debenture holders. The Company is continuing its negotiations with Heller to modify its line of credit. This press release and statements made by or on behalf of Assisted Living Concepts relating hereto may be deemed to constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may be affected by risks and uncertainties, including: the willingness of the members of the holders of a sufficient amount of the Debentures to agree to any such restructuring of the Debentures; prevailing and perceived economic conditions, both in general and with respect to the assisted living industry; factors that could affect the Company's performance, such as competition or regulatory restrictions; and other risks described in the Company's filings with 2 the Securities and Exchange Commission. The inability of the Company to restructure its obligations (or any significant delay in effecting such restructuring) could have a material adverse affect upon the Company. The Company does not undertake any obligation to publicly release any revisions to any forward-looking statements contained herein to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. CONTACT INFORMATION: Wm. James Nicol, Chairman, President and Chief Executive Officer (503) 252-6233 Drew Q. Miller, Senior Vice President, Chief Financial Officer and Treasurer (503) 408-5293
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