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ALC > SEC Filings for ALC > Form 8-K on 15-Jun-2009All Recent SEC Filings

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Form 8-K for ASSISTED LIVING CONCEPTS INC


15-Jun-2009

Entry into a Material Definitive Agreement, Creation of a Direct Fin


Item 1.01 Entry into a Material Definitive Agreement.

On June 12, 2009, Assisted Living Concepts, Inc. ("ALC") entered into a loan agreement, effective as of June 12, 2009, by and between ALC Three, LLC, a wholly-owned subsidiary of ALC ("Borrower"), ALC as guarantor, and TCF National Bank (the "Loan Agreement") pursuant to which TCF National Bank lent $14 million to Borrower.

The loan bears interest at a fixed rate of 6 ½% per annum, has a five year maturity, is amortized over a twenty year period, and is secured by a mortgage and assignment of leases with respect to two assisted living residences in Iowa and one in Indiana (the "Facilities"). Prepayment of the loan in excess of 10% of the principal balance in any anniversary year will require a prepayment fee of 3% in the first or second year, 2% in the third or forth year and 1% thereafter. Performance and payment of obligations under the Loan Agreement and related note are guarantied by ALC pursuant to the terms of a guaranty agreement (the "Guarantee Agreement) that ALC entered into on June 12, 2009 in connection with the Loan Agreement.

In addition to customary representations, covenants and default provisions, the Loan Agreement requires that the Facilities maintain minimum annual levels of EBITDA (earnings before interest, taxes, depreciation and amortization) and rental income. In addition, the Loan Agreement requires that ALC maintain minimum consolidated leverage and consolidated fixed charge coverage ratios during the term of the loan.

The foregoing description of the Loan Agreement and the Guarantee Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the agreements, 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.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information contained under Item 1.01 of this Current Report on Form 8-K and incorporated herein by reference.


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