Alcon Inc (ALC) ニュース

https://www.sec.gov/alj/aljdec/2020/id1401jsp.pdf

Assisted Living Concepts sold for $278M to TPG
Assisted Living Concepts to be acquired by investment firm TPG in $278 million deal
Associated PressAssociated Press – 1 hour 43 minutes ago


RELATED QUOTES
Symbol Price Change
ALC 11.85 2.15

MENOMONEE FALLS, Wis. (AP) -- Senior living facility operator Assisted Living Concepts Inc. said Tuesday it agreed to by acquired by private investment firm TPG for about $280 million.

Assisted Living Concepts said TPG agreed to buy it for $12 per Class A share and $12.90 per Class B share. That comes to approximately $278.3 million in cash based on the company's most recent share count. ALC said its board has unanimously approved the sale, and so has the special committee that was reviewing the company's strategy.

Shares of Assisted Living Concepts jumped $2.18, or 22.5 percent, to $11.88 in midday trading. The stock is down 45 percent since May 10, when the company said it would delay is first-quarter report because it had found possible irregularities related to leases.

Assisted Living Concepts runs 210 facilities in 20 states. The company has been reviewing its strategy and is trying to address operational problems that have hurt its admissions. It fired CEO Laurie Bebo at the end of May and hired Dr. Charles H. "Chip" Roadman II, a former surgeon general of the U.S. Air Force, as its interim CEO.

The company also took a loss over the first nine months of the year because of legal and regulatory costs, lease termination costs, and other charges. Its revenue fell 2 percent to $171.4 million over that period.

These guys r one of my big accounts in the Pac NW...

Wish u luck

Big news?! I haven't followed ALC for a couple of months as I have a sizable investment in SRZ.

Good luck!

Trueheart

HERE IT COMES TOO...! HUGE NEWS

Looking at the 3-year performance, this baby was at $60 before the big stock tumble.

Lots of headroom.

Trueheart

ALC reflecting an economy that's getting better. Putting grandma into a home. Yeah.

Trueheart

Nice comeback from the low of the day.

Trueheart

Nice comeback from the weeks lows.

Trueheart

ALC had a nice report for the 3rd quarter.

The share price is about 30% of its all time high and has a lot of room to run, although the revenue is still lagging from a couple of years ago due to the bad economy.

Trueheart

Keep in mind summer is coming and less people need health care in summer. Will be interesting to see how this goes over the summer. Hopefully, they will beef up their marketing plan to allow for this.

Looks like it's time to buy again, or close.

looking set up here too bro!

still priced right here SSB, imo

the trend is starting to look great for a nice reversal!

Priced right to move north.......now

TTYS and GL

JT

soon my man!

gettin' close Bro.....

Bouncing ....

Form 8-K for ASSISTED LIVING CONCEPTS INC

9-May-2008

Change in Directors or Principal Officers


Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Director Option/SAR Grants
On May 5, 2008, the board of directors of Assisted Living Concepts, Inc. (the "Company") granted awards of tandem non-qualified stock options and stock appreciation rights ("Options/SARs") to the Company's non-management directors (Alan Bell, Jesse Brotz, Derek H.L. Buntain, David J. Hennigar, Malen S. Ng, Mel Rhinelander, Charles H. Roadman II, MD, and Michael J. Spector) pursuant to the 2006 Omnibus Incentive Compensation Plan (the "2006 Omnibus Plan"). Each non-management director was granted 20,000 Options/SARs. The aggregate number of Options/SARs granted was 160,000.
The Options/SARs become exercisable in one-third increments on the first, second and third anniversaries of the grant date. Once exercisable, awards may be exercised either by purchasing shares of the Company's Class A common stock at the exercise price or exercising the stock appreciation right. The Committee has sole discretion to determine whether stock appreciation rights are settled in shares of Class A common stock, cash or a combination of shares of Class A common stock and cash. The Options/SARs have an exercise price of $6.42 per share, the closing price of the Company's Class A common stock on the New York Stock Exchange on May 7, 2008, the second business day following the Company's public release of quarterly financial results, and expire five years from the date of grant.
This summary does not purport to be complete and is subject to and qualified in its entirety by reference to the text of the 2006 Omnibus Plan and the form of Tandem Stock Option/Stock Appreciation Rights Award Agreement, which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference. Executive Retirement Plan
On May 5, 2008, the board of directors of the Company approved amendments to the Company's Executive Retirement Plan to conform the Executive Retirement Plan to the requirements of Internal Revenue Code Section 409A. Under the Executive Retirement Plan, the Company makes a book entry to an account each month equal to 10% of the participant's base monthly salary. Participants are not allowed to make contributions to the Executive Retirement Plan. A participant's account is credited with deemed earnings as if it were invested in investment funds designated by the participant from a list of funds determined by the plan administrator. Participants' interests in the accounts vest according to the number of years of employment with the Company as follows: 20% after two years; 40% after three years; 70% after four years; and 100% after five years. A participant's interest in an account also vests upon the death or disability of the participant. During employment amounts are payable from an executive's account only in the case of financial hardship due to unforeseen emergency. Following a participant's separation from the Company for any reason, the participant's vested interest in the account is paid to the participant (or the participant's beneficiary in the event of the participant's death) either in a lump sum or in five, ten or twenty annual installments, as elected by the participant. Payments for reasons other than death or disability are not started until at least six months after separation. Each of the Company's executive officers participates in the Executive Retirement Plan. As of May 5, 2008, the executive officers were vested in their accounts as follows: Ms. Bebo, 100%; Mr. Buono, 0%; Mr. Fonstad, 0%; and Mr. Levonowich, 100%.
This summary does not purport to be complete and is subject to and qualified in its entirety by reference to the text of the Executive Retirement Plan, as amended, which is filed as Exhibit 10.3 to this Current Report on Form 8-K and incorporated herein by reference.

-2-

Deferred Compensation Plan
On May 5, 2008, the board of directors of the Company approved amendments to the Company's Deferred Compensation Plan to conform the Deferred Compensation Plan to the requirements of Internal Revenue Code Section 409A. Under the Deferred Compensation Plan, designated key employees, including each of the Company's executive officers, may elect annually to defer up to 10% of their base salaries. Compensation deferred is retained by the Company and credited to participants' deferral accounts. The Company credits certain participants' (including each of the executive officers') accounts with matching contributions equal to 50% of participants' elective deferrals. Participants are fully vested in their deferral accounts as to amounts they elect to defer. Participants' interests in amounts the Company credits to their accounts as matching contributions vest according to the number of years of employment with the Company as follows: 20% after two years; 40% after three years; 70% after four years; and 100% after five years. The deferral and matching accounts are credited with interest at the prime rate. During employment amounts are payable from an executive's account only in the case of financial hardship due to unforeseen emergency. Following a participant's separation from the Company for any reason, the participant's vested interest in the account is paid to the participant (or the participant's beneficiary in the event of the participant's death) either in a lump sum or in five, ten or twenty annual installments, as elected by the participant. Payments for reasons other than death or disability are not started until at least six months after separation.
This summary does not purport to be complete and is subject to and qualified in its entirety by reference to the text of the Deferred Compensation Plan, as amended, which is filed as Exhibit 10.4 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits

10.1 2006 Omnibus Incentive Compensation Plan (incorporated by reference to
Exhibit 10.4 to Current Report of Assisted Living Concepts, Inc. on Form
8-K dated November 10, 2006, File No. 001-13498)

10.2 Form of Director Tandem Stock Option/Stock Appreciation Rights Award
Agreement

10.3 Executive Retirement Program, as amended May 5, 2008

10.4 Deferred Compensation Plan, as amended May 5, 2008

Sector Wrap: Assisted living center operators
Friday May 9, 3:08 pm ET
Housing slump, weak economy pressuring occupancy rates at assisted living center operators

NEW YORK (AP) -- Shares of most senior housing operators declined Friday, as analysts said a protracted slowdown in the residential market threatens to continue slowing growth in the sector.

As housing prices continue to fall and sales stagnate, many retirees are choosing to remain in their homes rather than sell for a meager profit or even at a loss. This has meant fewer aging baby boomers are moving into assisted living communities.

Seattle-based Emeritus Corp., which provides assisted living and Alzheimers and related dementia care services, late Thursday reported a first-quarter loss that more than doubled to $26 million, or 67 cents per share, on revenue of $186.5 million.

Analysts had expected a smaller loss of 55 cents per share on higher revenue of $191 million. The company also lowered its revenue outlook for 2008 to a range of $760 million to $775 million from prior estimates of $780 million to $795 million.

Stifel Nicolaus analyst Jerry Doctrow said Emeritus warned that move-ins remain flat in the second quarter and that expansions and development will drag on occupancy. Shares of the Seattle-based company fell $1.92, or 8 percent, to $22.10 in afternoon trading on triple average volume.

Meanwhile, Jefferies analyst Frank G. Morgan thinks Sunrise Senior Living Inc.'s preliminary quarterly results were "quite impressive," given recent industry headwinds and weak reports from other senior living providers.

"While strong rate growth was largely responsible for the increase in the top-line, occupancy was relatively stable in what has been a tough quarter for the company's peers," Morgan wrote. Sunrise said Thursday it has not seen any impact on move-in activity or attrition related to the economic slowdown, and indicated that it currently has 40 development projects under construction and another 100 under contract.

Shares of McLean, Va.-based Sunrise slipped 9 cents to $23.07.

Goldman analyst Jonathan Habermann said Brookdale Senior Living posted solid quarterly results Wednesday despite soft housing markets. But he maintained a "Neutral" rating and $24 price target on the stock, believing that Brookdale's cash flow growth may moderate slightly in the near-term due to the slowing economy and higher integration expenses in the first half of the year.

"That said, the supply and demand dynamics for senior housing remain favorable longer-term in our view and we believe that BKD is well-positioned as the largest senior housing operator," Habermann wrote in a note to clients.

Jefferies' Morgan also said Brookdale generated better-than-expected revenue in the first quarter even though occupancy remains challenging in this economic environment. With management affirming expectations for improving occupancy in the second half of the year, Morgan thinks the stock is undervalued.

He maintained a "Buy" rating and $34.50 price target. Chicago-based Brookdale Senior Living Inc. shares fell 69 cents, or 2.7 percent, to $25.17.

Dallas-based Capital Senior Living Corp. on Tuesday reported quarterly results which missed Wall Street's earnings per share forecast by a penny. The company said occupancy is seeing continued modest pressure from the broader housing market and economy, and Stifel's Doctrow notes that rents continue to increase at a higher rate than expenses.

Doctrow thinks the biggest issue for Capital Senior investors is the status of the company's pursuit of strategic alternatives now that it has agreed to add two independent directors to its board and consider a possible sale.

shares rose 12 cents to $7.89.

Shares of Menomonee Falls, Wis.-based Assisted Living Concepts Inc. fell 4 cents to $6.47, continuing a downward run sparked by the company's earnings report Monday. Assisted Living met Wall Street profit estimates for the quarter, but said occupied private pay units declined 3.2 percent from the end of the fourth quarter, and occupied Medicaid units declined 15.4 percent.

The company said it believes more and more private pay residents are now moving out of its facilities to be cared for at home by relatives due to the weaker economy, which is spurring layoffs and concerns about family budgets, rather than from a desire by private pay residents to preserve the option of switching to Medicaid in the future.

Stifel's Doctrow says Assisted Living is intentionally reducing its Medicaid census but has not yet shown the ability to refill these units with private-pay residents, a key part of the company's strategy. He kept a "Hold" rating on the stock.

Form 10-Q for ASSISTED LIVING CONCEPTS INC
8-May-2008

Quarterly Report


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements. Forward-looking statements are subject to risks, uncertainties and assumptions which could cause actual results to differ materially from those projected, including those risks, uncertainties and assumptions described or referred to in Item 1A - Risk Factors in Part I of the Company's Annual Report on Form 10-K for the year ended December 31, 2007, and in Part II, Item 5 - Other Information - Forward-Looking Statements and Cautionary Factors in this report.
The following discussion should be read in conjunction with our condensed consolidated financial statements and the related notes to the condensed consolidated financial statements in Part I, Item 1 of this report. Executive Overview
In the first quarter of 2008 we increased our average private pay occupancy by 412 units over the first quarter of 2007. The increase in occupied private pay units resulted from acquiring 481 occupied private pay units in the January 1, 2008 acquisition of the operations of BBLRG, LLC doing business as Cara Vita (the "Cara Vita Acquisition") and 85 occupied private pay units from the July 20, 2007 acquisition of a newly built residence in Dubuque, Iowa (the "Dubuque Acquisition" and together with the Cara Vita Acquisition, the "Acquisitions"), partially offset by a reduction in our same residence portfolio of 154 occupied private pay units. Compared to the fourth quarter of 2007, our private pay occupancy increased by 315 units of which 481 were attributable to the Cara Vita Acquisition, partially offset by a reduction in our same residence portfolio of 166 private pay units.
In the first quarter of 2008, we continued to reduce the number of units available to Medicaid residents. As compared to the first quarter of 2007 we reduced our occupied Medicaid units by 868 units. We exited Medicaid contracts at an accelerated pace in 2007, primarily in response to actions by the State of Texas to initiate a managed Medicaid system. Had the State of Texas not initiated managed Medicaid service agreements through third parties, we would not have allowed our traditional Medicaid contracts to lapse during the first half of 2007. Although the accelerated phase of our exit from Medicaid contracts in Texas is complete, our Medicaid census continues to decline because we no longer accept new Medicaid residents and only allow private pay residents to rollover into the Medicaid program in a very limited number of residences. Compared to the fourth quarter of 2007, our number of units occupied by Medicaid residents was reduced by 159 units.
We believe our strategy to reduce the number of units available to Medicaid residents has also impacted our private pay population. As discussed above, in the first quarter of 2008 we had a reduction of 154 private pay occupied units on a same residence basis. We believe this reduction largely represents private pay residents who resided in our residences with the intention of rolling into Medicaid programs. We believe our strategy to no longer allow Medicaid rollovers resulted in their accelerated move out as they relocated into residences that accept rollovers to Medicaid programs. Comparing the first quarter of 2008 to the first quarter of 2007, 186 of the reduction in private pay units occurred at residences with Medicaid contracts or where we recently ended Medicaid contracts. Over that same time period, our private pay occupancy at residences that do not accept Medicaid increased by 32 units. The reduction from these circumstances is referred to in this report as the "Private Pay Impact".
Looking at the 166 private pay unit reduction in the first quarter of 2008 as compared to the fourth quarter of 2007, the Private Pay Impact moderated with 97 of the reduction in private pay units occurring at residences with Medicaid contracts or residences where we recently ended Medicaid contracts. Over that same time period, our private pay occupancy at residences that do not accept Medicaid decreased by 69 units. During this period we continued to experience a high level of private pay resident move outs without the corresponding expected number of move-ins.
To the extent we have not been able to immediately fill vacancies with private pay residents, reducing the Medicaid population has resulted in reductions to our overall occupancy. We believe it is a necessary part of our long-term strategy to improve the overall revenue base. In the first quarters of 2008 and 2007, the average occupancy rate for all of our residences was 71.7% and 83.7%, respectively, and private pay revenues as a percent of total revenues were 90.6% and 81.4%, respectively.
Business Strategies
We plan to grow our revenue and operating income by:
† increasing the overall size of our portfolio through additions to existing residences and acquisitions;

† increasing our occupancy rate and the percentage of revenue derived from private pay sources; and

http://biz.yahoo.com/e/080508/alc10-q.html

Tuesday, May 6, 2008 - 2:56 PM CDT
Assisted Living posts higher revenue
The Business Journal of Milwaukee

Assisted Living Concepts Inc. reported that its net income declined in the first quarter, but its revenue increased due to the acquisition of eight assisted living centers.

The Menomonee Falls assisted living center operator said net income for the quarter was $4.1 million, or 6 cents per share, compared with $4.7 million, or 7 cents per share, for the same period a year ago. Revenue increased 5 percent to $60.2 million from $57.5 million.

Net income declined because of higher amortization and depreciation expense and other expenses. Occupancy rates declined to an average of 71 percent in the first quarter, compared with 84 percent in the same period last year. However, the percentage of its revenue coming from private payers -- a more profitable resident as opposed to those covered by Medicaid -- rose to 90 percent, the firm said.

Overall revenue growth was largely driven by the acquisition of eight assisted living residences doing business as Cara Vita. The residences were 90 percent occupied with all private pay residents at the time of the $14.5 million acquisition.

As of March 31, Assisted Living Concepts (NYSE: ALC) operated 216 assisted living residences representing 9,076 units.

Assisted Living Concepts, Inc. Announces 2008 First Quarter Results; Reports Improved Mix and Margins
Monday May 5, 4:01 pm ET

MENOMONEE FALLS, WI--(MARKET WIRE)--May 5, 2008 --
Highlights:


-- Private pay mix as a percent of revenue exceeds 90%
-- Adjusted EBITDAR as a percent of revenue exceeds 30%
-- Expansion program construction begins -- on target for fourth quarter
occupancy permits


Assisted Living Concepts, Inc. ("ALC") (NYSE:ALC - News) reported net income of $4.1 million in the 2008 first quarter as compared to net income of $4.7 million in the 2007 first quarter.

Diluted earnings per common share for the first quarter of 2008 were $0.06 per share as compared to $0.07 per share for the first quarter of 2007.

"Despite lower same store overall occupancy, we improved revenues and adjusted EBITDAR through strategic acquisitions and cost reductions due to lower Medicaid occupancy," commented Laurie Bebo, President and Chief Executive Officer of Assisted Living Concepts, Inc. "In addition, we are excited to announce we are in the construction phase of our expansion program and expect to begin occupying new additions by the fourth quarter of 2008. To date, costs are in line with our original estimates."

Effective January 1, 2008, ALC completed the acquisition of the operations of BBLRG, LLC doing business as Cara Vita, consisting of eight assisted living residences and a total of 541 leased residences for a purchase price (including expenses) of $14.5 million. On January 1, 2008, the Cara Vita residences had 481 occupied units, all private pay. The properties associated with the residences are leased with an initial term expiring in March 2015 with three five-year renewal options. Results of the operations of the Cara Vita residences are included in the 2008 financial data beginning January 1, 2008. ALC does not anticipate making significant operational changes at the Cara Vita residences; however, certain general and administrative expenses are expected to be managed at reduced cost.

Certain non-GAAP financial measures are used in the discussions in this release in evaluating the performance of the business. See attached tables for definitions of adjusted EBITDA and adjusted EBITDAR, reconciliations of net income to adjusted EBITDA and adjusted EBITDAR, calculations of adjusted EBITDA and adjusted EBITDAR as a percentage of total revenues and non-GAAP reconciliation information.

As of March 31, 2008, ALC operated 216 assisted living residences representing 9,076 units.

Quarters ended March 31, 2008, December 31, 2007, March 31, 2007

Revenues of $60.2 million in the first quarter ended March 31, 2008,


-- increased $3.7 million or 6.6% from $56.5 million in the fourth
quarter of 2007 and
-- increased $2.7 million or 4.7% from $57.5 million in the first quarter
of 2007.

Adjusted EBITDA for the first quarter of 2008 was $13.3 million, 22.1% of revenues and


-- increased $0.9 million (6.8%) from $12.5 million and 22.1% of revenues
in the fourth quarter of 2007 and
-- increased $0.3 million (1.9%) from $13.1 million and decreased from
22.7% of revenues in the first quarter of 2007.

Adjusted EBITDAR for the first quarter of 2008 was $18.2 million, 30.3% of revenues and


-- increased $2.2 million (13.7%) from $16.0 million and 28.4% of
revenues in the fourth quarter of 2007 and
-- increased $1.5 million (8.7%) from $16.8 million and 29.2% of revenues
in the first quarter of 2007

First quarter ended March 31, 2008 compared to the fourth quarter ended December 31, 2007

Revenues in the first quarter of 2008 increased from the fourth quarter of 2007 primarily due to additional revenues from acquired residences ($4.4 million) and higher average daily revenue as a result of rate increases ($2.3 million), partially offset by a reduction in the number of units occupied by private pay residents ($1.4 million), the planned reduction in the number of units occupied by Medicaid residents ($1.0 million), and one less day in the 2008 quarter ($0.6 million).

Increased adjusted EBITDA and adjusted EBITDAR in the first quarter of 2008 as compared to the fourth quarter of 2007 resulted primarily from higher revenues as discussed above ($3.7 million) and a reduction in general and administrative expenses ($0.5 million) partially offset by increases in residence operations expenses ($2.0 million), and, for EBITDA, an increase in residence lease expense ($1.3 million). The reduction in general and administrative expenses was primarily related to decreases in salaries and benefits and non-repetitive consulting fees primarily associated with completion of work related to compliance with Sarbanes Oxley Section 404. Residence operations and residence lease expenses increased primarily from the Cara Vita acquisition, partially offset by cost reductions due to lower Medicaid occupancy.

First quarter ended March 31, 2008 compared to the first quarter ended March 31, 2007

Revenues in the first quarter of 2008 increased from the first quarter of 2007 primarily due to additional revenues from acquired residences ($5.1 million), higher average daily revenue as a result of rate increases ($4.0 million), and one additional day in the 2008 quarter ($0.6 million), partially offset by the planned reduction in the number of units occupied by Medicaid residents ($5.4 million), a reduction in the number of units occupied by private pay residents ($1.4 million), and revenue from leasing ALC's corporate office ($0.2 million) in the 2007 period only.

Adjusted EBITDA and adjusted EBITDAR increased in the first quarter of 2008 primarily due to increased revenues discussed above ($2.7 million), partially offset by an increase in residence operations expenses ($1.1 million), an increase in general and administrative expenses ($0.1 million), and, for adjusted EBITDA, an increase in rental expense ($1.2 million). Residence operations and residence lease expenses increased primarily from the Cara Vita acquisition, partially offset by cost reductions due to lower Medicaid occupancy.

Share repurchase program

On December 14, 2006, ALC announced a share repurchase program for up to $20 million of its Class A common stock. On August 20, 2007 and December 18, 2007, ALC announced that its Board of Directors authorized increases to the stock repurchase program of $20 million and $25 million, respectively, bringing the total authorization to $65 million. In the first quarter of 2008, ALC repurchased 1.5 million shares of its Class A common stock at an aggregate cost of $9.1 million and an average price of $6.01 per share. Under the share repurchase program, ALC has repurchased in the aggregate 6.2 million shares of its Class A common stock at an aggregate cost of $48.2 million and an average price of $7.77 per share.

Expansion Program Update

As of the date of this release ALC has begun construction for the expansion units in its program to add 400 units onto existing ALC residences. We are awaiting construction bids on only a few projects. To date, cost estimates have been consistent with our original estimates of $125,000 per unit. Construction is expected to be completed during the second half of 2008.

Financing Activities

As of March 31, 2008 ALC had availability of $61million under its revolving credit facility.

Investor Call

ALC has scheduled a conference call for tomorrow, May 6, 2008, at 10:00 a.m. (Eastern Time) to discuss financial results for the first quarter. The toll-free number for the live call is 877-764-2008, or international 612-332-1020. A taped rebroadcast will be available approximately one hour following the live call until midnight on June 6, 2008. To access the rebroadcast of the call, dial 800-475-6701, or international 320-365-3844; the access code is 909438.

Form 8-K for ASSISTED LIVING CONCEPTS INC

21-Apr-2008

Change in Directors or Principal Officers


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Modifications to Employment Agreements with Executive Officers On April 15, 2008, Assisted Living Concepts, Inc. (the "Company") entered into new employment agreements with the executive officers of the Company: Laurie A. Bebo, President and Chief Executive Officer; John Buono, Senior Vice President, Chief Financial Officer and Treasurer; Eric B. Fonstad, Senior Vice President, General Counsel and Corporate Secretary; and Walter A. Levonowich, Vice President and Controller. The agreements were entered into at the direction of the Compensation/Nomination/Governance Committee (the "Committee") of the board of directors of the Company. On March 29, 2008, the Committee authorized the payment of discretionary bonuses to the executive officers of the Company conditioned upon the agreement of the executive officers to modifications to the terms of their employment agreements. In general, the modifications: (i) expand the "good cause" provision for employee termination to include "fraud, dishonesty and misconduct affecting job performance," "willful violation of any material company policy," and breach of, negligence with respect to, or the failure or refusal by the executive officer to perform and discharge his or her duties, responsibilities or obligations under the agreement or as defined by the Company as reasonably determined by the board of directors in its discretion, where such breach, neglect, failure or refusal is not corrected within 30 days following written notice to the executive officer as reasonably determined by the board of directors in its discretion; (ii) change the basis under which an executive officer would have "good reason" to terminate the agreement to be either if the corporate office moves more than 50 miles or if the executive officer's base salary is reduced by 5% or more, in either instance, if the executive officer notifies the Company in writing within 30 days of the change that he or she objects to the change and the Company does not rescind the change within 30 days of receiving the executive officer's notice; and (iii) change the termination benefits that would be paid so that they would be paid to the executive officer on a salary continuance basis for 12 months (24 months in the case of the Chief Executive Officer) instead of a lump sum payout and so that one year's base salary (two years' base salary in the case of the Chief Executive Officer) and 150% (300% in the case of the Chief Executive Officer) of maximum cash bonus would be paid along with other benefits the executive officer would have received in the year (car allowance, deferred compensation, executive retirement plan, etc.)(two years in the case of the Chief Executive Officer) following termination of employment. Additionally, COBRA payments for insurance would be reimbursed to the executive officer for one year (the equivalent of two years in the case of the Chief Executive Officer) unless he or she is able to enroll in a separate group health plan under new employment.
The foregoing description of the modifications to the employment agreements is qualified in its entirety by reference to the text of the employment agreements, which are included as Exhibits 10.1, 10.2, 10.3 and 10.4 to this Current Report and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.

CC coming may 5th FYI!

Assisted Living Concepts, Inc. Announces Call-In Information for Annual Shareholders Meeting and Schedules First Quarter Financial Results Conference Call
Wednesday April 16, 3:16 pm ET

MENOMONEE FALLS, WI--(MARKET WIRE)--Apr 16, 2008 -- Assisted Living Concepts, Inc. (NYSE:ALC - News) announced that shareholders and other interested persons who are unable to attend ALC's Annual Meeting of Shareholders to be held at 4:00 p.m. (CT) on Monday, May 5, 2008 will be able to listen to the meeting. The toll-free number to call and listen is 800-230-1085 and the conference name is "Assisted Living Concepts Annual Shareholders Meeting." A taped rebroadcast of the shareholders meeting will be available approximately three hours following the live call on May 5, 2008, until midnight on June 5, 2008, by dialing toll free 800-475-6701, or international 320-365-3844; the access code is 918642.

ALC also announced that it plans to release its 2008 first quarter financial results after the New York Stock Exchange closes on Monday, May 5, 2008. The release will be posted on ALC's website at www.alcco.com. ALC has scheduled a conference call on Tuesday, May 6, 2008 at 10:00 a.m. (ET) to discuss its financial results for the first quarter. The toll-free number for the live call is 800-230-1085, or international 612-288-0340. A taped rebroadcast of the conference call will be available approximately three hours following the live call on May 6, 2008, until midnight on June 6, 2008, by dialing toll free 800-475-6701, or international 320-365-3844; the access code is 918641.

About Us

Assisted Living Concepts, Inc. and its subsidiaries operate 216 assisted living residences with capacity for over 9,000 residents in 20 states in the United States. ALC's assisted living residences typically consist of 35 to 60 units and offer residents a supportive, home-like setting and assistance with activities of daily living. ALC employs approximately 4,400 people.

For further information, contact:
Assisted Living Concepts, Inc.
John Buono
Sr. Vice President and Chief Financial Officer
Phone: (262) 257-8999
Email: Email Contact
Visit ALC's Website @ http://www.alcco.com

ty bro
consolidation going on here before the next leg up IMO

Ibox Updated....Cheers

agreed! love the charts btw!

trend reversal in progress....

volume needs to increase to continue its current run


"very undervalued" IMO

GL Friend(s)

JT

yes, pps looking attractive at these prices, imo...

your opinion please

thnx, GL and ttys,

JT

appreciate it...

Sector Snap: Assisted Living Stocks


http://biz.yahoo.com/ap/080320/assisted_living_sector_snap.html?.v=1

Thu 9:34am ALC New Star Analyst Rankings for ASSISTED LIVING CONC - StarMine

Assisted Living Concepts, Inc. Reports Annual and Fourth Quarter Results, Completes Acquisition of Cara Vita
Wednesday February 27, 9:00 am ET


MENOMONEE FALLS, WI--(MARKET WIRE)--Feb 27, 2008 --
Highlights:






-- Completed the acquisition of the operations of Cara Vita on January 1,2008

-- Full year annual private pay census up 239 units or 4.7% over the proforma 2006 year

-- Fourth quarter private pay census up 115 units or 2.2% over the proforma fourth quarter of 2006

-- Achieved over 88% of fourth quarter revenue from private pay sources


Assisted Living Concepts, Inc. ("ALC") (NYSE:ALC - News) reported net income of $4.1 million in the 2007 fourth quarter as compared to net income of $4.6 million in the 2006 fourth quarter. Net income in the 2006 fourth quarter before one-time charges was $5.0 million.

ALC reported net income of $17.2 million for the year ended December 31, 2007 as compared to net income and net income from continuing operations of $9.0 million and $10.5 million, respectively, in the year ended December 31, 2006. Net income and net income from continuing operations in the year ended December 31, 2006 before one-time charges were $14.9 million and $16.4 million, respectively.

In 2006, one-time charges included transaction fees of $0.4 million and $3.9 million (net of income tax benefits of $0.3 million and $0.5 million in the fourth quarter and year, respectively) for the fourth quarter and year, respectively, and a non-cash charge of $1.9 million (net of an income tax benefit of $1.2 million) in the year. Transaction fees in 2006 related to legal, audit and other professional fees associated with the separation of ALC from Extendicare Inc., now known as Extendicare Real Estate Investment Trust (Toronto:EXE.TO - News), on November 10, 2006. The other 2006 non-cash charge related to the write-down of an impaired property identified prior to the separation.

"We have achieved an important milestone of almost 90% of our revenues being derived from private pay sources," commented Laurie Bebo, President and Chief Executive Officer of Assisted Living Concepts, Inc. "We continue to be optimistic with the amount of new acquisition deal flow and are pleased with the progress of integrating the operations of Cara Vita into the ALC portfolio."

Diluted earnings per common share for the 2007 and 2006 fourth quarters and 2007 and 2006 years were as follows:



Quarter ended Year ended
December 31, December 31,
2007 2006 2007 2006
------- ------- ------- -------
Diluted earnings per common share from
continuing operations $ 0.06 $ 0.07 $ 0.25 $ 0.15
Diluted earnings per common share $ 0.06 $ 0.07 $ 0.25 $ 0.13
Pro forma diluted earnings per common share
excluding one-time charges* $ 0.06 $ 0.07 $ 0.25 $ 0.23

*Includes pro forma adjustments for 2006. See attached tables for 2006 pro
forma and non-GAAP reconciliations and calculations of weighted average
basic and diluted shares.

Prior to November 10, 2006, ALC was a wholly owned subsidiary of Extendicare. The financial results reported until that time reflect the consolidated historical financial statements of the assisted living operations of Extendicare in the United States.

Certain pro forma adjustments in the quarter and year ended December 31, 2006 are necessary to reflect the ongoing operations of ALC following the November 10, 2006 separation of ALC from Extendicare Inc. These adjustments remove data related to assets and liabilities that were not transferred to ALC in connection with the separation, including: (i) three assisted living facilities (168 units) that were closed in the fourth quarter of 2006 and (ii) two free-standing assisted living facilities (141 units) and another 129 assisted living units contained in skilled nursing facilities that were retained by Extendicare.

Pro forma income statement information for the quarter and year ended December 31, 2006 are included for informational purposes and do not purport to reflect the results of operations ALC would have achieved had ALC operated as a separate independent company in that period. The pro forma financial statements do not reflect the additional cost of being a publicly listed company nor do they remove interest expense related to the capital structure prior to the separation.

Certain non-GAAP financial measures are used in the discussions in this release in evaluating the performance of the business. See tables below for definitions of adjusted EBITDA and adjusted EBITDAR, reconciliations of net income to adjusted EBITDA and adjusted EBITDAR, calculations of adjusted EBITDA and adjusted EBITDAR as a percentage of total revenues, and pro forma and non-GAAP reconciliation information.

As of December 31, 2007, ALC operated 208 assisted living residences representing 8,535 units. Upon completion of the acquisition of the operations of Cara Vita on January 1, 2008, ALC operates 216 assisted living residences consisting of 9,076 units.

Quarters ended December 31, 2007, September 30, 2007, December 31, 2006 and pro forma quarter ended December 31, 2006

Revenues of $56.5 million in the fourth quarter ended December 31, 2007,



-- decreased $1.4 million or 2.4% from $57.9 million in the third quarter
ended September 30, 2007,
-- decreased $2.1 million or 3.5% from $58.6 million in the fourth
quarter ended December 31, 2006, and
-- decreased $1.6 million or 2.7% from $58.1 million in the pro forma
fourth quarter ended December 31, 2006.

Adjusted EBITDA for the fourth quarter of 2007 was $12.5 million, 22.1% of revenues and



-- decreased $0.1 million or 1.0% from $12.6 million and increased from
21.8% of revenues in the third quarter of 2007,
-- decreased $1.3 million or 9.6% from $13.8 million and 23.6% of
revenues in the fourth quarter of 2006, and
-- decreased $1.3 million or 9.2% from $13.8 million and 23.7% of
revenues in the pro forma fourth quarter of 2006.

Adjusted EBITDAR for the fourth quarter of 2007 was $16.0 million, 28.4% of revenues and



-- decreased $0.2 million or 1.0% from $16.2 million and increased from
28.0% of revenues in the third quarter of 2007,
-- decreased $1.5 million or 8.4% from $17.5 million and 29.9% of
revenues in the fourth quarter of 2006, and
-- decreased $1.4 million or 8.1% from $17.4 million and 30.1% of
revenues in the pro forma fourth quarter of 2006.

Pro forma adjustments to the fourth quarter of 2006 remove the revenue, adjusted EBITDA, and adjusted EBITDAR through November 10, 2006 associated with properties retained by Extendicare ($0.5 million, $0.1 million and $0.1 million, respectively). No pro forma adjustments were necessary in the 2007 financial information.

Fourth quarter ended December 31, 2007 compared to the third quarter ended September 30, 2007

Revenues in the fourth quarter of 2007 decreased from the third quarter of 2007 primarily due to the planned reduction in the number of units occupied by Medicaid residents ($1.2 million) and a decrease in the number of units occupied by private pay residents ($0.4 million), partially offset by higher average daily revenue as a result of rate increases ($0.2 million).

Decreased adjusted EBITDA and adjusted EBITDAR in the fourth quarter of 2007 as compared to the third quarter of 2007 resulted primarily from lower revenues as discussed above ($1.4 million) and increases in general and administrative expenses ($0.7 million), partially offset by a decrease in residence operations expenses ($1.9 million) and for EBITDA, a decrease in resident lease expense ($0.1 million). Increased general and administrative expenses primarily related to increased salaries and benefits and professional services associated with the completion of work related to compliance with Sarbanes Oxley Section 404. Decreased residence operations expenses resulted primarily from decreased payroll and benefits expense, other variable expenses associated with reduced census and favorable experience in self-insured liabilities.

Fourth quarter ended December 31, 2007 compared to the fourth quarter ended December 31, 2006

Revenues in the fourth quarter of 2007 decreased primarily due to a decrease of 935 units occupied by Medicaid residents ($5.6 million) and the absence of revenues from properties retained by Extendicare (270 units) that were included through November 10, 2006 ($0.5 million) and from the prior tenant of ALC's corporate office ($0.4 million), partially offset by private pay rate increases ($2.9 million), higher average daily revenue as a result of an increase of 115 units occupied by private pay residents ($1.0 million), and Medicaid rate increases ($0.5 million).

Adjusted EBITDA and adjusted EBITDAR decreased in the fourth quarter of 2007 primarily due to decreased revenues discussed above ($2.1 million) and an increase in general and administrative expenses ($0.5 million) (excludes the impact of non-cash stock compensation), partially offset by a reduction in residence operations expenses ($1.1 million) and, for adjusted EBITDA, a decrease in rental expense ($0.2 million). Increased general and administrative expenses primarily related to a full quarter of public company expenses in 2007, including expenses associated with the implementation of work related to compliance with Sarbanes Oxley Section 404. Residence operations expense decreased primarily as a result of reduced census, the absence of expenses associated with properties retained by Extendicare and favorable experience in our self-insurance programs partially offset by inflationary factors.

Fourth quarter ended December 31, 2007 compared to the pro forma fourth quarter ended December 31, 2006

Revenue decreased in the fourth quarter of 2007 for the reasons discussed above in the comparison of the fourth quarter of 2007 to the fourth quarter of 2006 and because of the pro forma adjustment to revenues of $0.5 million associated with properties retained by Extendicare.

Adjusted EBITDA and adjusted EBITDAR for the fourth quarter of 2007 decreased for the reasons discussed above in the comparison of the fourth quarter of 2007 to the fourth quarter of 2006, offset by the pro forma adjustment to both adjusted EBITDA and adjusted EBITDAR of $0.1 million associated with properties retained by Extendicare.

Years ended December 31, 2007 and 2006 and pro forma year ended December 31, 2006

Revenues in the year ended December 31, 2007 were $229.3 million and:



-- decreased $1.8 million or 0.8% from $231.1 in the year ended December
31, 2006 and
-- increased $2.7 million or 1.2% from $226.6 million in the pro forma
year ended December 31, 2006.

Adjusted EBITDA for the year ended December 31, 2007 was $50.3 million and 21.9% of revenues and:



-- decreased $2.7 million or 5.2% from $53.0 million and 22.9% of
revenues in the year ended December 31, 2006, and
-- decreased $1.9 million or 3.7% from $52.2 million and 23.0% of revenue
in the pro forma year ended December 31, 2006.

Adjusted EBITDAR for the year ended December 31, 2007 was $64.6 million and 28.2% of revenues and:



-- decreased $2.7 million or 4.0% from $67.3 million and 29.1% of
revenues in the year ended December 31, 2006, and
-- decreased $1.9 million or 2.9% from $66.5 million and 29.3% of
revenues in the pro forma year ended December 31, 2006.

Pro forma adjustments to the year ended December 31, 2006 remove the revenue, adjusted EBITDA, and adjusted EBITDAR associated with properties retained by Extendicare ($4.5 million, $0.8 million and $0.8 million, respectively). No pro forma adjustments were necessary in the 2007 financial information.

Year ended December 31, 2007 compared to the year ended December 31, 2006

Revenues decreased in 2007 primarily from a decrease in the number of units occupied by Medicaid residents ($15.2 million), the absence of revenues associated with properties retained by Extendicare (270 units) that were included only in the 2006 period ($4.5 million), and the elimination of non-recurring revenues associated with the amortization of below market leases from Extendicare's 2005 acquisition of ALC which ended in January 2007 ($1.0 million), partially offset by private pay rate increases ($8.8 million), an increase of units occupied by private pay residents ($8.4 million), and Medicaid rate increases ($1.7 million).

Adjusted EBITDA and adjusted EBITDAR decreased primarily because of the increase in general and administrative expenses ($2.6 million) and the decline in revenues ($1.8 million) discussed above, partially offset by decreased residence operations expenses ($1.7 million). Increased general and administrative expenses were primarily associated with additional expenses from being a public company in 2007. Decreased residence operations expenses resulted from the inclusion of properties retained by Extendicare in the 2006 residence operations expense and reduced expenses associated with lower census, partially offset by inflationary factors.

Year ended December 31, 2007 compared to the pro forma year ended December 31, 2006

Revenues increased in the year ended December 31, 2007 compared to the pro forma year ended December 31, 2006 because the revenue decreases discussed above in the comparison of the year ended December 31, 2007 to the year ended December 31, 2006 were more than offset by the pro forma adjustments in 2006 to revenues of $4.5 million associated with properties retained by Extendicare.

Adjusted EBITDA and adjusted EBITDAR decreased because the revenue decreases discussed above in the comparison of the year ended December 31, 2007 to the year ended December 31, 2006 were only partially offset by pro forma adjustments in 2006 to both adjusted EBITDA and adjusted EBITDAR of $0.8 million associated with properties retained by Extendicare.

Share repurchase program

On December 14, 2006, ALC announced a share repurchase program for up to $20 million of its Class A common stock. On August 20, 2007 and December 18, 2007, ALC announced that its Board of Directors authorized increases to the stock repurchase program of $20 million and $25 million, respectively, bringing the total authorization to $65 million. In the fourth quarter of 2007, ALC repurchased 1.7 million shares of its Class A common stock at an aggregate cost of $11.5 and an average price of $6.85 per share. During 2007, ALC repurchased 4.7 million shares of its Class A common stock at an aggregate cost of $39.1 and an average price of $8.34 per share.

Acquisitions

Effective January 1, 2008, ALC completed its previously announced acquisition of the operations of BBLRG, LLC doing business as Cara Vita, consisting of eight assisted living residences and a total of 541 leased units for a purchase price of $14.4 million. The residences, five of which are located in Georgia, and one in each of South Carolina, Alabama and Florida, were 92% occupied with all private pay residents as of December 31, 2007. The lease has an initial term expiring in March 2015 with three five-year renewal options.

Expansion Plan Update

As of December 31, 2007, ALC had finished the design phase for most of the expansion units in its program to add 400 units onto existing ALC residences and is currently receiving construction bids on the additions. To date, bids have been consistent with our original guidance of $125,000 per unit. Construction is expected to be completed during the second half of 2008.

Financing Activities

As of December 31, 2007 ALC had availability of $58.0 million under its revolving credit facility.

Investor Call

ALC has scheduled a conference call for today, February 27, 2008 at 10:00 a.m. (Eastern Time) to discuss its financial results for the fourth quarter. The toll-free number for the live call is 877-764-2008, or international 612-332-1020. A taped rebroadcast will be available approximately one hour following the live call until midnight on March 27, 2008. To access the rebroadcast of the call, dial 800-475-6701, or international 320-365-3844: the access code is 909438.

About Us

Assisted Living Concepts, Inc. and its subsidiaries operate 216 assisted living residences with capacity for over 9,000 residents in 20 states. ALC's assisted living facilities typically consist of 40 to 60 units and offer residents a supportive, home-like setting and assistance with the activities of daily living. ALC employs approximately 4,800 people.

The attached statements reflect certain reclassifications to the prior period figures to conform to the 2007 presentation.

Forward-looking Statements

Statements contained in this release other than statements of historical fact, including statements regarding anticipated financial performance, business strategy and management's plans and objectives for future operations including managements expectations about improving private payer mix, are forward-looking statements. These forward-looking statements generally include words such as "expect," "intend," "will," "anticipate," "believe," "estimate," "plan," "strategy" or "objective." Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied. In addition to the risks and uncertainties referred to in the release in connection with forward-looking statements, other risks and uncertainties are identified in ALC's' filings with United States Securities and Exchange Commissions and include, but are not limited to, the following: changes in the health care industry in general and the long-term senior care industry in particular because of political and economic influences; changes in regulations governing the industry and ALC's compliance with such regulations; changes in government funding levels for health care services; resident care litigation, including exposure for punitive damage claims and increased insurance costs, and other claims asserted against ALC; ALC's ability to maintain and increase census levels; ALC's ability to attract and retain qualified personnel; the availability and terms of capital to fund ALC's capital expenditures; changes in competition; and demographic changes. Given these risks and uncertainties, readers are cautioned not to place undue reliance on ALC's forward-looking statements. All forward-looking statements contained in this report are necessarily estimates reflecting the best judgment of the party making such statements based upon current information. ALC assumes no obligation to update any forward-looking statement.



ASSISTED LIVING CONCEPTS, INC.
Consolidated Statements of Income
(In thousands, except earnings per share)

Three Months Ended Year Ended
December 31, December 31,
2007 2006 2007 2006
Revenues $ 56,502 $ 58,554 $ 229,347 $ 231,148
--------- --------- --------- ---------

Expenses:
Residence operations
(exclusive of depreciation
and amortization and
residence lease expense
shown below) 36,875 37,992 151,684 153,347
General and
administrative 3,584 3,001 13,073 10,857
Residence lease
expense 3,556 3,702 14,310 14,291
Depreciation and
amortization 4,554 4,172 17,642 16,699
Transaction costs -- 680 56 4,415
Loss on impairment of
long-lived assets -- -- -- 3,080
--------- --------- --------- ---------
Total operating
expenses 48,569 49,547 196,765 202,689
--------- --------- --------- ---------
Income from operations 7,933 9,007 32,582 28,459
Other expense:
Interest expense, net (1,614) (1,489) (5,091) (9,197)
--------- --------- --------- ---------
Income from continuing
operations before income
taxes 6,319 7,518 27,491 19,262
Income tax expense (2,264) (2,919) (10,312) (8,727)
--------- --------- --------- ---------
Net income from continuing
operations 4,055 4,599 17,179 10,535
Loss from discontinued
operations, net of taxes -- (28) -- (1,526)
--------- --------- --------- ---------
Net income $ 4,055 $ 4,571 $ 17,179 $ 9,009
========= ========= ========= =========

Weighted average common shares:
Basic 65,875 69,338 68,172 69,326
Diluted 66,532 70,205 68,863 70,205

Per share data:
Basic earnings per common
share:
Income from continuing
operations $ 0.06 $ 0.07 $ 0.25 $ 0.15
Loss from discontinued
operations -- -- -- (0.02)
--------- --------- --------- ---------
Net income $ 0.06 $ 0.07 $ 0.25 $ 0.13
========= ========= ========= =========

Diluted earnings per common
share:
Income from continuing
operations $ 0.06 $ 0.07 $ 0.25 $ 0.15
Loss from discontinued
operations -- -- -- (0.02)
--------- --------- --------- ---------
Net income $ 0.06 $ 0.07 $ 0.25 $ 0.13
========= ========= ========= =========
Adjusted EBITDA (1) $ 12,487 $ 13,811 $ 50,280 $ 53,021
========= ========= ========= =========
Adjusted EBITDAR (1) $ 16,043 $ 17,513 $ 64,590 $ 67,312
========= ========= ========= =========

(1) See attached tables for definitions of adjusted EBITDA and adjusted
EBITDAR and reconciliations of net income to adjusted EBITDA and
adjusted EBITDAR.




ASSISTED LIVING CONCEPTS, INC.
Consolidated Balance Sheets
(In thousands, except share and per share data)



December 31,
--------------------
2007 2006
--------- ----------
ASSETS
Current Assets:
Cash and cash equivalents $ 14,066 $ 19,951
Investments 4,596 5,332
Accounts receivable, less allowances of $992 and
$1,086, respectively 3,746 5,395
Supplies, prepaid expenses and other current assets 6,733 8,178
Income tax receivable -- 90
Deferred income taxes 4,080 1,552
--------- ----------
Total current assets 33,221 40,498
Property and equipment, net 395,141 374,612
Goodwill and other intangible assets, net 20,736 18,102
Restricted cash 8,943 10,947
Cash designated for acquisition 14,864 --
Other assets 3,336 3,181
--------- ----------
Total Assets $ 476,241 $ 447,340
========= ==========
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable $ 7,800 $ 5,134
Accrued liabilities 17,951 18,314
Deferred revenue 6,346 1,266
Accrued income taxes 198 --
Current maturities of long-term debt 26,543 2,732
Current portion of self-insured liabilities 300 300
--------- ----------
Total current liabilities 59,138 27,746
Accrual for self-insured liabilities 941 1,171
Long-term debt 103,176 87,904
Deferred income taxes 9,008 5,146
Other long-term liabilities 9,444 8,535
--------- ----------
Total Liabilities 181,707 130,502
--------- ----------
Preferred stock, par value $0.01 per share,
25,000,000 shares authorized, no shares issued and
outstanding, respectively -- --
Series A Common Stock, par value $0.01 per share,
400,000,000 authorized, 56,131,873 and 59,501,918
issued and outstanding, respectively 561 595
Series B Common Stock, par value $0.01 per share,
75,000,000 authorized, 8,727,458 and 9,956,337
issued and outstanding, respectively 87 100
Additional paid-in capital 313,548 313,474
Accumulated other comprehensive income 103 530
Retained earnings 19,318 2,139
Treasury stock at cost, 4,691,060 and 0 shares,
respectively (39,083) --
--------- ----------
Total Stockholders’ Equity 294,534 316,838
--------- ----------
Total Liabilities and Stockholders’ Equity $ 476,241 $ 447,340
========= ==========




ASSISTED LIVING CONCEPTS, INC.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)



2007 2006
-------- --------
OPERATING ACTIVITIES:
Net income $ 17,179 $ 9,009
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 17,642 16,699
Amortization of purchase accounting adjustments for:
Leases and debt (1,076) (527)
Below market resident leases (39) (1,187)
Provision for bad debts 94 214
Provision for self-insured liabilities 78 415
Payments of self-insured liabilities (308) (271)
Loss on impairment of long-lived assets, including
impairments in discontinued operations -- 5,018
Deferred income taxes 1,334 335
Changes in assets and liabilities:
Accounts receivable 1,555 (1,258)
Supplies, prepaid expenses and other current assets 1,445 (3,274)
Accounts payable 2,666 107
Accrued liabilities (363) (1,167)
Deferred revenue 5,080 480
Income taxes payable/ receivable 597 (999)
Changes in other non-current assets 1,849 (7,264)
Other long-term liabilities 1,379 2,649
Current due to Extendicare -- 76
-------- --------
Cash provided by operating activities 49,112 19,055
-------- --------
INVESTING ACTIVITIES:
Payment for acquisitions (24,444) (4,619)
Cash designated for acquisition (14,864) --
Payments for new construction projects (3,904) (3,338)
Payments for purchases of property and equipment (12,457) (12,832)
Proceeds from sales of property and equipment -- 79
-------- --------
Cash used in investing activities (55,669) (20,710)
-------- --------
FINANCING ACTIVITIES:
Capital contributions from Extendicare 74 43,678
Purchase of treasury stock (39,130) --
Proceeds on borrowings on revolving credit facility 42,000 --
Repayment of interest bearing advances to Extendicare -- (25,200)
Repayment of mortgage debt (6,573) (2,312)
Proceeds from mortgage debt 4,301 --
Payment of deferred financing fees -- (999)
-------- --------
Cash provided by financing activities 672 15,167
-------- --------
(Decrease) Increase in cash and cash equivalents (5,885) 13,512
Cash and cash equivalents, beginning of year 19,951 6,439
-------- --------
Cash and cash equivalents, end of year $ 14,066 $ 19,951
======== ========




ASSISTED LIVING CONCEPTS, INC.
Financial and Operating Statistics



All continuing residences* Three months ended
-------------------------------
December September December
31, 2007 30, 2007 31, 2006
--------- --------- ---------
Average Occupied Units by Payer Source
Private 5,316 5,359 5,201
Medicaid 1,032 1,221 1,967
--------- --------- ---------
Total 6,348 6,580 7,168
========= ========= =========

Occupancy Mix by Payer Source
Private 83.7% 81.4% 72.6%
Medicaid 16.3% 18.6% 27.4%

Percent of Revenue by Payer Source
Private 88.1% 86.2% 79.5%
Medicaid 11.9% 13.8% 20.5%

Average Revenue per Occupied Unit Day by
Payer Source
Private $ 101.75 $ 101.24 $ 95.87
Medicaid $ 70.97 $ 70.86 $ 65.36
Combined $ 96.75 $ 95.60 $ 87.48


Occupancy Percentage 74.4% 77.6% 86.4%




All continuing residences* Year ended
--------------------
December December
31, 2007 31, 2006
--------- ---------
Average Occupied Units by Payer Source
Private 5,297 5,058
Medicaid 1,357 1,991
--------- ---------
Total 6,654 7,049
========= =========

Occupancy Mix by Payer Source
Private 79.6% 71.8%
Medicaid 20.4% 28.2%

Percent of Revenue by Payer Source
Private 85.0% 78.8%
Medicaid 15.0% 21.2%

Average Revenue per Occupied Unit Day by Payer Source
Private $ 100.61 $ 96.01
Medicaid $ 69.11 $ 65.77
Combined $ 94.19 $ 87.47

Occupancy Percentage 79.1% 85.2%


* Continuing residences in 2006 include all residences except (i) two
freestanding residences and an additional 129 assisted living units
contained in skilled nursing facilities that were retained by Extendicare
and (ii) residences classified in the financial statements as discontinued
operations.

ASSISTED LIVING CONCEPTS, INC.
Financial and Operating Statistics


Same residence basis** Three months ended
-------------------------------------
December September December
31, 2007 30, 2007 31, 2006
----------- ----------- -----------
Average Occupied Units by Payer
Source
Private 5,218 5,274 5,201
Medicaid 1,032 1,221 1,967
----------- ----------- -----------
Total 6,250 6,495 7,168
=========== =========== ===========
Occupancy Mix by Payer Source
Private 83.5% 81.2% 72.6%
Medicaid 16.5% 18.8% 27.4%

Percent of Revenue by Payer Source
Private 87.9% 86.1% 79.5%
Medicaid 12.1% 13.9% 20.5%

Average Revenue per Occupied Unit
Day by Payer Source
Private $ 102.06 $ 101.61 $ 95.87
Medicaid $ 70.97 $ 70.86 $ 65.36
Combined $ 96.93 $ 95.83 $ 87.48

Occupancy Percentage 75.0% 78.1% 86.4%



Same residence basis** Year ended
------------------------
December December
31, 2007 31, 2006
----------- -----------
Average Occupied Units by Payer Source
Private 5,225 5,058
Medicaid 1,357 1,991
----------- -----------
Total 6,582 7,049
=========== ===========
Occupancy Mix by Payer Source
Private 79.4% 71.8%
Medicaid 20.6% 28.2%

Percent of Revenue by Payer Source
Private 84.9% 78.8%
Medicaid 15.1% 21.2%

Average Revenue per Occupied Unit Day by Payer
Source
Private $ 100.77 $ 96.01
Medicaid $ 69.11 $ 65.77
Combined $ 94.24 $ 87.47

Occupancy Percentage 79.3% 85.2%



** Same residence basis excludes the quarterly and full year
impact of residents added from the acquisition of the 185
unit residence in Dubuque, Iowa purchased on July 20, 2007 and
where applicable, the 40 unit residence in Escanaba, Michigan purchased
on November 1, 2006.

Weighted Average Basic and Diluted Shares

The basic weighted average number of shares of common stock is based upon the number of shares of Class A and Class B common stock of ALC outstanding. For purposes of determining the diluted weighted average number of shares, the Class B shares were deemed to have been converted into Class A shares at the 1 to 1.075 conversion rate applicable to the Class B common stock. This resulted in an additional 0.7 million shares included in the fully diluted weighted average number of shares outstanding in both the quarter and year ended December 31, 2007. For the quarter and year ended December 31, 2006, the basic average number of shares of common stock was determined by adding the number of outstanding Subordinate Voting Shares and the number of Multiple Voting shares of Extendicare upon completion of the separation which was equal to the number of shares of Class A and Class B common stock of ALC distributed in conjunction with the separation. For purposes of determining the diluted weighted average number of shares, the Multiple Voting Shares were deemed to have been converted into Subordinated Voting Shares at the 1 to 1.075 conversion rate applicable to the Class B common stock. This resulted in an additional 0.9 million shares included in the diluted weighted average number of shares outstanding in both the quarter and year ended December 31, 2006.

Non-GAAP Financial Measures

Adjusted EBITDA and Adjusted EBITDAR

Adjusted EBITDA is defined as net income from continuing operations before income taxes, interest expense net of interest income, depreciation and amortization, equity based compensation expense, transaction costs and non-cash, non-recurring gains and losses, including disposal of assets and impairment of long-lived assets and loss on refinancing and retirement of debt. Adjusted EBITDAR is defined as adjusted EBITDA before rent expenses incurred for leased assisted living properties. Adjusted EBITDA and adjusted EBITDAR are not measures of performance under accounting principles generally accepted in the United States of America, or GAAP. We use adjusted EBITDA and adjusted EBITDAR as key performance indicators and adjusted EBITDA and adjusted EBITDAR expressed as a percentage of total revenues as a measurement of margin.

We understand that EBITDA and EBITDAR, or derivatives thereof, are customarily used by lenders, financial and credit analysts, and many investors as a performance measure in evaluating a company's ability to service debt and meet other payment obligations or as a common valuation measurement in the long-term care industry. Moreover, ALC's revolving credit facility contains covenants in which a form of EBITDA is used as a measure of compliance, and we anticipate EBITDA will be used in covenants in any new financing arrangements that we may establish. We believe adjusted EBITDA and adjusted EBITDAR provide meaningful supplemental information regarding our core results because these measures exclude the effects of non-operating factors related to our capital assets, such as the historical cost of the assets.

We report specific line items separately, and exclude them from adjusted EBITDA and adjusted EBITDAR because such items are transitional in nature and would otherwise distort historical trends. In addition, we use adjusted EBITDA and adjusted EBITDAR to assess our operating performance and in making financing decisions. In particular, we use adjusted EBITDA and adjusted EBITDAR in analyzing potential acquisitions and internal expansion possibilities. Adjusted EBITDAR performance is also used in determining compensation levels for our senior executives. Adjusted EBITDA and adjusted EBITDAR should not be considered in isolation or as a substitute for net income, cash flows from operating activities, and other income or cash flow statement data prepared in accordance with GAAP, or as a measure of profitability or liquidity. We present adjusted EBITDA and adjusted EBITDAR on a consistent basis from period to period, thereby allowing for comparability of operating performance.

Adjusted EBITDA and Adjusted EBITDAR Reconciliation Information

The following table sets forth a reconciliation of net income to adjusted EBITDA and adjusted EBITDAR:



Three Months Ended Year Ended
December 31, December 31,
------------------- -------------------
2007 2006 2007 2006
--------- -------- --------- ---------
(In thousands, unaudited)

Net income $ 4,055 $ 4,571 $ 17,179 $ 9,009
Loss from discontinued operations,
net of tax benefit - 28 - 1,526
Provision for income taxes 2,264 2,919 10,312 8,727
--------- -------- --------- ---------

Income from continuing operations
before income taxes 6,319 7,518 27,491 19,262
Add:
Depreciation and amortization 4,554 4,172 17,642 16,699
Interest expense, net 1,614 1,489 5,091 9,197
Transaction costs - 680 56 4,415
Loss on impairment of long-lived
assets - - - 3,080
Non-cash equity based
compensation - (48) - 368
--------- -------- --------- ---------

Adjusted EBITDA 12,487 13,811 50,280 53,021
Add: Lease expense 3,556 3,702 14,310 14,291
--------- -------- --------- ---------

Adjusted EBITDAR $ 16,043 $ 17,513 $ 64,590 $ 67,312
========= ======== ========= =========

The following table sets forth the calculations of adjusted EBITDA and adjusted EBITDAR as percentages of total revenue:



Three Months Ended Year Ended
December 31, December 30,
------------------ ------------------
2007 2006 2007 2006
-------- -------- -------- --------
(Dollars in thousands, unaudited)
Revenues $ 56,502 $ 58,554 $229,347 $231,148
-------- -------- -------- --------

Adjusted EBITDA $ 12,487 $ 13,811 $ 50,280 $ 53,021
-------- -------- -------- --------

Adjusted EBITDAR $ 16,043 $ 17,513 $ 64,590 $ 67,312
-------- -------- -------- --------

Adjusted EBITDA as percent of total
revenue 22.1% 23.6% 21.9% 22.9%
-------- -------- -------- --------

Adjusted EBITDAR as percent of
total revenue 28.4% 29.9% 28.2% 29.1%
-------- -------- -------- --------



Assisted Living Concepts, Inc.
Pro Forma and Non-GAAP Reconciliation Information
(In thousands, except earnings per share data)
(Unaudited)


Three Months Ended Year Ended
December 31, 2006 December 31, 2006
---------------------------- ------------------------------
Pro Pro
Actual Adjustments Forma Actual Adjustments Forma
Revenues $ 58,554 $(489)(A) $58,065 231,148 $(4,518)(A) $226,630
-------- -------- -------- -------- ---------- --------

Expenses:
Residence
operations
(exclusive
of
depreciation
and
amortization
and
residence
lease
expense
shown
below) 37,992 (436)(A) 37,556 153,347 (3,718)(A) 149,629
General and
administrative 3,001 -- 3,001 10,857 -- 10,857
Residence
lease
expense 3,702 -- 3,702 14,291 -- 14,291
Depreciation
and
amortization 4,172 (30)(A) 4,142 16,699 (576)(A) 16,123
Transaction
costs 680 -- 680 4,415 -- 4,415
Loss on
impairment
of
long-lived
assets -- -- -- 3,080 -- 3,080
-------- -------- -------- -------- ---------- --------
Total
operating
expenses 49,547 (466) 49,081 202,689 (4,294) 198,395
-------- -------- -------- -------- ---------- --------
Income from
operations 9,007 (23) 8,984 28,459 (224) 28,235
Other
expense:
Interest
expense, net (1,489) 1(A) (1,488) (9,197) 21(A) (9,176)
-------- -------- -------- -------- ---------- --------
Income from
continuing
operations
before
income taxes 7,518 (22) 7,496 19,262 (203) 19,059
Income tax
expense 2,919 (9)(B) 2,910 8,727 (81)(B) 8,646
-------- -------- -------- -------- ---------- --------
Income from
continuing
operations 4,599 (13) 4,586 10,535 (122) 10,413
Loss from
discontinued
operations
before
income taxes (28) 28 -- (1,526) 1,526 --
-------- -------- -------- -------- ---------- --------
Net income 4,571 15 4,586 9,009 1,404 10,413
Transaction
fees 680 -- 680 4,415 -- 4,415
Loss on
impairment
on
long-lived
assets -- -- -- 3,080 -- 3,080
Income tax
benefit on
transaction
fees and
impairment
of
long-lived
assets (281) -- (281) (1,630) -- (1,630)
-------- -------- -------- -------- ---------- --------
Net income
excluding
transaction
fees and
impairment
of
long-lived
assets 4,970 15 4,985 14,874 1,404 16,278
======== ======== ======== ======== ========== ========
Net income
from
continuing
operations
excluding
transaction
fees and
impairment
of
long-lived
assets 4,998 (13) 4,985 16,400 (122) 16,278
======== ======== ======== ======== ========== ========
Pro forma
basic
weighted
average
shares(C) 69,338 -- 69,338 69,326 -- 69,326
Pro forma
diluted
weighted
average
shares(C) 70,205 -- 70,205 70,205 -- 70,205
Adjusted
EBITDA $ 13,811 $ (53) $ 13,758 $ 53,021 $ (800) $ 52,221
======== ======== ======== ======== ========== ========
Adjusted
EBITDAR $ 17,513 $ (53) $ 17,460 $ 67,312 $ (800) $ 66,512
======== ======== ======== ======== ========== ========
Basic
earnings per
common
share(D) $ 0.07 -- $ 0.07 $ 0.24 $ (0.01) $ 0.23
======== ======== ======== ======== ========== ========
Diluted
earnings per
common share
(D) $ 0.07 -- $ 0.07 $ 0.23 $ -- 0.23
======== ======== ======== ======== ========== ========

See notes to unaudited pro forma consolidated financial statements below

NOTES TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION



(A) To remove operations (including related depreciation and amortization) of three discontinued assisted living residences (168 units) and two free-standing Extendicare assisted living residences (141 units) and another 129 assisted living units contained within skilled nursing facilities that were not transferred to ALC. These assets and operations were included in the consolidated statements of income through November 10, 2006.

(B) To reflect the income tax effect of pro forma adjustments at applicable income tax rates.

(C) The basic weighted average shares of common stock for the three and twelve month periods ended December 31, 2006 were determined from the number of outstanding Subordinate Voting Shares of Extendicare on November 10, 2006, the separation date, which would have approximated the number of outstanding shares of Class A common stock, and the number of outstanding Multiple Voting Shares of Extendicare, which would have approximated the number of outstanding shares of Class B common stock. For purposes of determining the diluted weighted average shares, the Multiple Voting Shares were deemed to have been converted into Subordinate Voting Shares at the 1 to 1.075 conversion ratio applicable to the Class B common stock. This conversion feature resulted in an additional 0.9 million shares included in the diluted weighted average shares outstanding for both periods.

(D) Earnings per common share represent earnings and pro forma earnings from continuing operations before the net impact of transaction fees and impairment of long-lived assets.


Pro forma adjusted EBITDA and adjusted EBITDAR


The following tables sets forth a reconciliation of pro forma net income to pro forma adjusted EBITDA and pro forma adjusted EBITDAR (no adjustments were necessary in 2007):



Three
months
ended Year ended
December December 31,
31, 2006 2006
----------- ------------
(In thousands, unaudited)
Pro forma net income $ 4,586 $ 10,413
Pro forma income tax expense 2,910 8,646
----------- ------------

Pro forma income from continuing operations
before income taxes 7,496 19,059
Add:
Pro forma depreciation and amortization 4,142 16,123
Pro forma interest expense, net 1,488 9,176
Pro forma transaction costs 680 4,415
Pro forma loss on impairment of long-lived
assets 3,080
Non-cash equity based compensation (48) 368
----------- ------------

Pro forma adjusted EBITDA 13,758 52,221
Add: Pro forma lease expense 3,702 14,291
----------- ------------

Pro forma adjusted EBITDAR $ 17,460 $ 66,512
=========== ============

The following table sets forth the calculations of pro forma adjusted EBITDA and pro forma adjusted EBITDAR as a percentage of pro forma revenues (no adjustments were necessary in 2007):



Three months Year
Ended Ended
December 31, December 31,
2006 2006
----------- -----------
(Dollars in thousands,
unaudited)
----------- -----------
Pro forma revenues $ 58,065 $ 226,630
----------- -----------

Pro forma adjusted EBITDA $ 13,758 $ 52,221
----------- -----------

Pro Forma adjusted EBITDAR $ 17,460 $ 66,512
----------- -----------

Pro Forma adjusted EBITDA as percent of total pro
forma revenue 23.7% 23.0%
----------- -----------

Pro forma adjusted EBITDAR as percent of total
pro forma revenue 30.1% 29.3%
----------- -----------



Contact:
For further information, contact:
Assisted Living Concepts, Inc.
John Buono
Sr. Vice President, Chief Financial Officer and Treasurer
Phone: (262) 257-8999
Fax: (262) 251-7562
Email: Email Contact
Visit ALC's Website @ http://www.alcco.com



--------------------------------------------------------------------------------
Source: Assisted Living Concepts, Inc.

Q4 2007 ASSISTED LIVING CONCEPT NEW Earnings Release - Before Market Open

IBOX updated....stock truely undervalued...some indicators turning already (ADX, MACD)

(just grabbed some below $6)wow

Now we just need some VOLUME or NEWS Friend!

Cheers,

JT

I'll take another look, thanks...

Only ONE boardmark?? Friend DON'T MISS THE BOAT....

weeeeeee!

Hey Frog...finally holding now....grabbed a block last week....this is one undervalued company.....should have some healthy gains in the near future....Good Luck Friend and ttys

JT -- you buy any of this one yet?

JT -- already had this one boardmarked...saw it when you added it the other day

am currently play Almost Family (AFAM) in this area, but am watching this one as well...

noticed it got initiated with a target of 14.50 the other day by Ferris Baker Watts -- looks like its going up -- and soon

Viagra, that is exactly what this stock needs...down trend is about to end....not exactly sure why the recent down trend besides "stocks can't go up all the time". Not trying to sound smart....just trying to be realistic...Interesting play here...would like to get in soon before reversal...perhaps options are the best way to play thread...

The volume needs viagra, why the down trend?

BUY HERE...no I do not own any now.... purse is too large to add more large...A definate money maker though...