January 29, 1998 |
Shareholders of ARV Assisted Living Inc. apparently turned aside a slate of nominees proposed by a Seattle company Wednesday and put the incumbent directors back on the board. The operator of homes for the elderly said early in the day that results from the vote at the annual shareholders meeting favored the incumbents over those nominated by rival Emeritus Corp., which has a hostile $313-million tender offer pending.
January 28, 1998 |
Embattled retirement home operator ARV Assisted Living Inc. is expected to deal a crippling blow today to the $313-million hostile takeover bid from Seattle rival Emeritus Corp. With two court victories and a more powerful ally, ARV has assured itself of fending off Emeritus' slate of director nominees and winning election for its candidates to the nine-seat board at the company's annual meeting today. It also can send Emeritus scurrying with a resounding vote from shareholders.
January 16, 1998 |
ARV Assisted Living Inc. said its former chief executive, Gary L. Davidson, does not support the slate of nominees proposed by Emeritus Corp., which has made a hostile takeover bid. Emeritus made a cash tender offer of $17.50 a share for ARV in December. ARV rejected the bid, calling the takeover attempt "inadequate." Davidson, who holds a 6.
January 14, 1998 |
The Seattle company that launched a hostile $313.2-million tender offer to acquire ARV Assisted Living Inc. said Tuesday that it will extend the offer to Jan. 30. Emeritus Corp. said it extended the Jan. 21 expiration date so that ARV shareholders can consider the outcome of a Jan. 23 court hearing and the Jan. 28 annual meeting of ARV shareholders. At the meeting, shareholders will vote for either Emeritus' slate of nine directors or the company's slate.
January 13, 1998 |
ARV Assisted Living Inc., trying to fend off a hostile takeover bid, said Monday that it has been sued by shareholders who accuse executives of failing to "take the steps necessary to maximize shareholder value." ARV said it was officially served Friday with a copy of the lawsuit, filed Dec. 12 in Orange County Superior Court. The lawsuit challenges an ARV deal that redeemed $60 million in notes held by a unit of Lazard Freres & Co. in New York in return for a 39% stake in the company.
January 8, 1998 |
ARV Assisted Living Inc. said Wednesday it has filed a federal lawsuit in an attempt to block Emeritus Corp.'s unsolicited $17.50-a-share tender offer. ARV said its lawsuit seeks to prevent Seattle-based Emeritus from pursuing its "highly conditional" tender offer and from soliciting proxies or taking other steps to attempt to replace ARV's current board until Emeritus waives certain conditions and makes "legally required" disclosures to ARV shareholders.
January 7, 1998 |
The Seattle company that wants to take over ARV Assisted Living Inc. said Tuesday that it will continue its $313.2-million hostile tender offer despite the retirement home operator's latest rebuff. "Our plans haven't changed," said Raymond R. Brandstrom, president of Emeritus Corp. "The issue that we are presenting to the shareholders is: Do you want $17.50 a share today or do you want an unspecified amount at some unspecified time in the future depending on the efforts of current managers?"
January 6, 1998 |
Directors of ARV Assisted Living Inc. urged shareholders Monday to reject as "inadequate" a Seattle company's unsolicited $313.2-million offer to acquire the Orange County retirement home operator. ARV's chairman, Howard G. Phanstiel, said in two letters sent Monday to shareholders that Emeritus Corp. is offering "a pig in a poke" and is placing "condition after condition" on its bid, according to documents filed with the Securities and Exchange Commission.
December 20, 1997 |
In an ongoing battle for control of ARV Assisted Living Inc., a Seattle-based company upped its hostile takeover bid Friday by $1 a share. Emeritus Corp. said it is offering $17.50 a share for control of the Orange County retirement home operator. Emeritus' offer totals about $313.2 million, including assumed debt. The higher offer "is a reflection of our confidence in the long-term value that would be created by combining these two companies," Emeritus spokesman Roy Winnick said.
December 10, 1997 |
Emeritus Corp. filed suit Tuesday in an effort to prevent an affiliate of New York investment house Lazard Freres & Co. from taking a 39% stake in ARV Assisted Living Inc., the Costa Mesa company Emeritus is seeking to buy. The lawsuit, filed in Orange County Superior Court, alleges that ARV's board had no valid business reason to redeem the $60 million in convertible notes for ARV common stock, except to bolster the voting power of its ally, Lazard Freres, in an upcoming proxy contest.