-----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, Qdi/4rd7cHNbglVPE33eWOTJ0kKRdVJEf2Xon5lagNwz5UUCyoRr1yS2pOugUDgz b0iiFYS9suNx94kCLCNRxw== 0000891020-02-000981.txt : 20020703 0000891020-02-000981.hdr.sgml : 20020703 20020703162349 ACCESSION NUMBER: 0000891020-02-000981 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020619 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020703 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: 1934 Act SEC FILE NUMBER: 001-13498 FILM NUMBER: 02696538 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 v82798e8vk.htm FORM 8-K DATED JUNE 19, 2002 e8vk
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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 reported): June 19, 2002

ASSISTED LIVING CONCEPTS, INC.
(Exact name of registrant as specified in its chapter)

         
Nevada   1-13498   93-1148702

 
 
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

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)



 


ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99


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TABLE OF CONTENTS

         
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE     1  
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS     2  
SIGNATURES     3  
EXHIBIT INDEX     4  
EXHIBIT 99     5  

 


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ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE

On June 19, 2002, Assisted Living Concepts, Inc. (the “Company”) announced that it is implementing an overhead reduction plan within the corporate office which is expected to result in savings of over $1.3 million per annum for personnel reductions. The Company has also agreed to sell its five facilities in Florida and Georgia to a regional operation. Proceeds of the sale will be applied against the Notes issued in connection with the recent reorganization. The transaction is subject to numerous conditions of closing and is expected to be finalized in the fourth quarter of 2002.

Certain statements contained in this press release and statements made by or on behalf of Assisted Living Concepts, Inc. relating hereto, including, without limitation, statements containing the words “will,” “believes,” “expects,” “estimates,” “should,” and words of similar import, constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995. These forward-looking statements may be affected by risks and uncertainties identified in our Annual Report on Form 10-K, including without limitation (i) our ability to control costs and improve operating margins, (ii) the possibility that we will experience a decrease in occupancy in our residences, which would adversely affect residence revenues and operating margins, (iii) our ability to operate our residences in compliance with evolving regulatory requirements, and (iv) the degree to which our future operating results and financial condition may be affected by a reduction in Medicaid reimbursement rates. In light of such risks and uncertainties, our actual results could differ materially from such forward-looking statements. Except as may be required by law, we do 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.

A copy of the Company’s press release dated June 19, 2002 has been filed as an exhibit to this report on Form 8-K and is incorporated herein by reference.

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ITEM 7. FINANCIAL STATEMENTS 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 602 of Regulation S-K:
             
EXHIBIT NO.   DOCUMENT DESCRIPTION        

 
       
99   Press Release of Assisted Living Concepts, Inc., dated June 19, 2002.

2


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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/ Matthew G. Patrick
     
    Name:
Title:
 Matthew G. Patrick
 Chief Financial Officer

3


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EXHIBIT INDEX

             
EXHIBIT NO.   DOCUMENT DESCRIPTION        

 
       
99   Press Release of Assisted Living Concepts, Inc., dated June 19, 2002.

4 EX-99 3 v82798exv99.txt EXHIBIT 99 Exhibit 99 ASSISTED LIVING CONCEPTS, INC. ANNOUNCES OVERHEAD REDUCTIONS, PENDING ASSET SALES PORTLAND, OREGON, JUNE 19, 2002 -- Assisted Living Concepts, Inc. (OTB.BB:ASLC), a national provider of assisted living services, announced today that it is implementing an overhead reduction plan within the corporate office. The plan has been under development by new management for three months, and is expected to result in savings of over $1.3 million per annum from personnel reductions. "We are making progress on several of the initiatives mentioned to in our first quarter results, including bringing down our operating expenses for corporate staff. While staff reductions are always difficult, this move is necessary to more closely align our cost structure with our existing operations," said Steven L. Vick, President and Chief Executive Officer. "We will continue to work diligently to reduce costs where possible and improve our financial performance, while maintaining the quality of services provided to our residents." The Company has also agreed to sell its five facilities in Florida and Georgia to a regional operator. Proceeds of the sale will be applied against the Notes issued in connection with the recent reorganization. "This sale will help us to reduce our leverage and improve both cash flow and operational efficiency," said Mr. Vick. "Given the lack of significant presence by the Company in these markets and the insurance climate in Florida, we believe it is in our interest to focus our efforts elsewhere." The transaction is subject to numerous closing conditions and is expected to be finalized in the fourth quarter of 2002. Assisted Living Concepts, Inc. owns, leases and operates 183 assisted living residences for older adults who need help with the activities of daily living, such as eating, bathing, dressing and medication management. In addition to housing, the Company provides personal care, support services, and nursing services according to the individual needs of its residents, as permitted by state law. This combination of housing and services provides a home-like setting and cost efficient alternative that encourages independence for individuals who do not require the broader array of medical and health services provided by skilled nursing facilities. The Company currently has operations in Oregon, Washington, Idaho, Nebraska, Iowa, Arizona, Texas, New Jersey, Ohio, Pennsylvania, Indiana, Louisiana, Florida, Michigan, Georgia, and South Carolina. CONTACT INFORMATION: Steven L. Vick, President and Chief Executive Officer (503) 408-5283 Matthew Patrick, Senior Vice President, Chief Financial Officer and Treasurer (503) 408-5298 Certain statements contained in this press release and statements made by or on behalf of Assisted Living Concepts, Inc. relating hereto, including, without limitation, statements 5 containing the words "will", "believes", "expects", "estimates", "should", and words of similar import, constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995. These forward-looking statements may be affected by risks and uncertainties identified in our Annual Report on form 10-K, including without limitation (i) our ability to control costs and improve operating margins, (ii) the possibility that we will experience a decrease in occupancy in our residences, which would adversely affect residence revenues and operating margins, (iii) our ability to operate our residences in compliance with evolving regulatory requirements, and (iv) the degree to which our future operating results and financial condition may be affected by a reduction in Medicaid reimbursement rates. In light of such risks and uncertainties, our actual results could differ materially from such forward-looking statements. Except as may be required by law, we do 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. 6 -----END PRIVACY-ENHANCED MESSAGE-----