Alternative Living Services, Inc. Adopts Shareholders Rights Plan.BROOKFIELD, Wis.--(BUSINESS WIRE)--Dec. 10, 1998--Alternative Living Services, Inc. (AMEX AMEX See: American Stock Exchange : ALI Ali (älē`) (Ali ibn Abu Talib), 598?–661, 4th caliph (656–61). The debate over his right to the caliphate caused a major split in Islam into Sunni and Shiite branches, and he is regarded by the Shiites as the first Imam, or leader: ) announced today that its Board of Directors has adopted a Shareholders Rights Plan. Holders of the Company's Common Stock as of December 22, 1998 will receive preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. purchase rights as a dividend at the rate of one right for each share of Common Stock. The Rights are designed to assure that the Company's stockholders receive fair and equal treatment in the event of any proposed takeover of the Company and to guard against partial tender offers, squeeze-outs, and other abusive tactics to gain control of the Company without paying all stockholders the fair value of their investment. The Rights will not prevent a takeover but should encourage any acquiror to negotiate with the Board prior to attempting a takeover. The Rights are not being distributed in response to any specific attempt to acquire control of the Company. Each Right will entitle en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: the holder to buy one one-hundredth of a share of a new series of junior participating preferred stock Participating Preferred Stock A type of preferred stock that, under certain conditions, gives holders the right to receive earnings payouts over and above the specified dividend rate. at an exercise price of $130.00 per right, subject to adjustment. The Rights will become exercisable only if a person or group acquires beneficial ownership of 15% or more of the Company's Common Stock or announces a tender offer the consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like. 2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished. of which would result in ownership by a person or group of 15% or more of the Company's Common Stock. If a person or group acquires beneficial ownership of 15% or more of the Company's Common Stock, each Right will entitle its holder (other than such person or members of such group) to purchase, at the Rights's then-current exercise price, a number of shares of the Company's Common Stock having a market value of twice such price. In addition, if the Company is acquired in a merger or other transaction after a person has acquired 15% or more of the Company's Common Stock, each Right will entitle its holder to purchase, at the Right's then-current exercise price, common stock of the acquiring entity having a market value of twice such price. Under certain circumstances, the Rights are redeemable for $0.001 per Right at the option of the Board of Directors. The dividend distribution will be made on December 22, 1998, payable to stockholders of record on that date. The Rights will expire on December 22, 2008. Details of the Plan and the Rights are summarized in a letter that will be mailed to all stockholders of the Company after the record date. Alternative Living Services offers supportive and health care services to our nation's frail elderly frail elderly, n.pl older persons (usually over the age of 75 years) who are afflicted with physical or mental disabilities that may interfere with the ability to independently perform activities of daily living. and is the nation's largest operator of free-standing Alzheimer's/dementia care residences. The Company currently operates in 25 states and has residences under construction and development in many of its existing markets as well as in six additional states. The Company's Common Stock is traded on the American Stock Exchange American Stock Exchange (AMEX) Stock exchange in the U.S. Originally known as “the Curb,” it began as an outdoor marketplace in New York City c. 1850. It moved indoors to its present location in the Wall Street area in 1921. under the symbol "ALI." |
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