TPG Acquires ALC for $275M

Assisted Living Concepts (ALC),which operates 210 seniors living communities in 20 states, has entered into a definitive agreement to be acquired by TPG, a private investment firm. The total purchase price is about $275 million, according to a Wall Street Journal report. Under the terms of the agreement, ALC stockholders will receive $12.00 in cash for each share of Class A common stock. Citigroup Global Markets were Assisted Living's financial advisors while Goldman Sachs & Co advised TPG.

"We are very pleased with the transaction," Mel Rhinelander, chairman of the special committee set up by ALC's board, said in a statement. "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."

ALC's occupancy rates average around 62%, compared with a national average of about 90%, according to people familiar with the company. Tripp Levy PLLC, a national law firm that specializes in mergers & acquisitions, announced this week that it has been retained to represent shareholders of Assisted Living Concepts in an investigation concerning whether the board of directors of ALC engaged in a full and fair auction for the company obtaining the highest price possible for shareholders while not obtaining personal benefits for themselves in selling to this investment firm at this price. ALC is controlled by Thornridge Holdings, a private Canadian company.

For more news and information visit Blumberg Capital Partners.

Assisted Living Concepts Buys Ventas Properties, Settles Suit for $100M

Assisted Living Concepts (ALC) announced this month that it had signed an agreement to purchase 12 properties from Ventas Realty for $97 million according to a Milwaukee Journal Sentinel article. The deal includes $3 million to settle a lawsuit filed by Ventas in April wherein Ventas alleged that ALC breached the terms of its lease after state regulators in Georgia and Alabama threatened to revoke the licenses of several centers because of substandard care.

The residences, five located in Georgia, four in South Carolina and one in each of Florida, Alabama and Pennsylvania were previously operated by ALC under master lease agreements with Ventas Realty and MLD Delaware Trust. The transaction was funded with borrowings available under ALC's $125 million revolving credit agreement.

"We are pleased to reach a mutually satisfactory arrangement with Ventas and to have acquired these 12 residences. While we have had some recent regulatory challenges at several of these properties, we are taking actions to address these challenges and to enhance their quality," commented ALC President and CEO Charles H. "Chip" Roadman II, M.D. "The addition of these 12 residences increases our percentage of owned properties to 82.0%."

"Ventas stands for excellence in seniors housing. This transaction allows ALC's new chief executive officer and its Board of Directors to focus their attention and resources on providing quality care for its residents," Ventas Chairman and Chief Executive Officer Debra A. Cafaro said in a statement.

For more news and information visit Blumberg Capital Partners.