Assisted Living Concepts, Inc. (NYSE:ALC) (“ALC”), a Wisconsin-based operator of 210 senior living residences in 20 states, today announced that it has entered into a definitive agreement to be acquired by TPG, the global private investment firm.
Under the terms of the agreement, ALC stockholders will receive $12.00 in cash for each share of Class A common stock. In accordance with the ALC charter, based on the Class A per share merger consideration, holders of ALC’s Class B common stock will receive $12.90 in cash per share. The agreement was unanimously approved by ALC’s Board of Directors and a Special Committee of the Board of Directors formed in connection with the exploration of strategic alternatives.
“We are very pleased with the transaction,” stated Mr. Mel Rhinelander, chairman of the Special Committee. “The acquisition represents a significant premium for our shareholders, and we also believe that TPG will help continue ALC’s focus on high quality service and care for our residents.”
The closing of the transaction is conditioned upon, among other things, affirmative votes of ALC’s stockholders, including a majority of the holders of its Class A common stock (excluding certain affiliated holders), the receipt of customary regulatory approvals and other customary closing conditions. The transaction is not subject to a financing condition.
Citigroup Global Markets, Inc. acted as financial advisor to the Special Committee, and Cravath, Swaine & Moore LLP acted as independent legal counsel to the Special Committee. Goldman, Sachs & Co. acted as financial advisor to TPG, and Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to TPG.
Assisted Living Concepts, Inc. and its subsidiaries operate 210 senior living residences comprising 9,313 resident units in 20 states. ALC’s senior living residences typically consist of 40 to 60 units and offer a supportive, home-like setting. Residents may receive assistance with the activities of daily living either directly from employees or through our wholly owned home health subsidiaries. ALC employs approximately 4,600 people.