1 EXHIBIT (c)(1) AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 3rd, 1997 • Extendicare Inc /Can/ • Services-skilled nursing care facilities • Delaware
1 EXHIBIT (c)(2) STOCKHOLDER AGREEMENT AGREEMENT, dated as of September 29, 1997, among Extendicare Inc., a corporation existing under the laws of Canada ("Parent"), AHC Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of...Stockholder Agreement • October 3rd, 1997 • Extendicare Inc /Can/ • Services-skilled nursing care facilities • Delaware
ARRANGEMENT AGREEMENTArrangement Agreement • December 1st, 2006 • Extendicare Real Estate Investment Trust • Real estate investment trusts • Ontario
WHEREAS the board of directors of Extendicare has approved and agreed to effect, subject to obtaining approval of Extendicare’s Shareholders at the Meeting, a statutory plan of arrangement under Section 192 of the CBCA on the terms and conditions set out in this Agreement and the Plan of Arrangement annexed hereto as Exhibit 1;
ContractSeparation Agreement • March 29th, 2007 • Extendicare Real Estate Investment Trust • Real estate investment trusts • New York
TAX ALLOCATION AGREEMENT dated as of November 10, 2006 (this “Agreement”), among EXTENDICARE INC., a Canadian corporation (“Extendicare”), EXTENDICARE HOLDINGS, INC., a Wisconsin corporation (“EHI”), and ASSISTED LIVING CONCEPTS, INC., a Nevada corporation (“ALC” and, collectively with EHI and Extendicare, the “Companies”).
PLAN OF MERGER AND ACQUISITION AGREEMENT BY AND AMONG EXTENDICARE HEALTH SERVICES, INC., ALPHA ACQUISITION, INC. AND ASSISTED LIVING CONCEPTS, INC.Plan of Merger and Acquisition Agreement • November 15th, 2004 • Extendicare Inc /Can/ • Services-skilled nursing care facilities • Nevada
This PLAN OF MERGER AND ACQUISITION AGREEMENT (this “Agreement”) is entered into as of November 4, 2004 by and among EXTENDICARE HEALTH SERVICES, INC., a Delaware corporation (the “Buyer”); ALPHA ACQUISITION, INC., a Nevada corporation and a wholly-owned subsidiary of the Buyer (“Alpha Acquisition”) having its principal office at 111 West Michigan Street, Milwaukee, Wisconsin 53203 (the Buyer and Alpha Acquisition are referred to herein collectively as the “Acquiring Companies” and individually as an “Acquiring Company”); and ASSISTED LIVING CONCEPTS, INC., a Nevada corporation (the “Company”) having its principal office at 1349 Empire Central, Suite 900, Dallas, Texas 75247. The Acquiring Companies and the Company are referred to collectively herein as the “Parties” and individually as a “Party.” Capitalized terms used herein shall have the meanings set forth therefor in Annex A.
SEPARATION AGREEMENT Dated as of November 10, 2006 Between EXTENDICARE INC. and ASSISTED LIVING CONCEPTS, INC.Separation Agreement • March 29th, 2007 • Extendicare Real Estate Investment Trust • Real estate investment trusts • New York
SEPARATION AGREEMENT dated as of November 10, 2006 (this “Separation Agreement”), between EXTENDICARE INC., a corporation continued under the laws of Canada, and Assisted Living Concepts, Inc., a corporation organized under the laws of Nevada and, prior to the Separation, a wholly owned subsidiary of Extendicare.
EXTENDICARE REAL ESTATE INVESTMENT TRUST EXCHANGE AND SUPPORT AGREEMENT November 1, 2006Exchange and Support Agreement • December 1st, 2006 • Extendicare Real Estate Investment Trust • Real estate investment trusts • Ontario
EXTENDICARE REAL ESTATE INVESTMENT TRUST, a trust governed by the laws of the Province of Ontario (hereinafter referred to as the “Fund”)
EXTENDICARE REAL ESTATE INVESTMENT TRUST - and - EXTENDICARE TRUST - and - EXTENDICARE HOLDING GENERAL PARTNER INC. - and - EXTENDICARE INC. ADMINISTRATION AGREEMENT November 10, 2006Administration Agreement • December 1st, 2006 • Extendicare Real Estate Investment Trust • Real estate investment trusts • Ontario
NOW THEREFORE in consideration of the premises and the mutual covenants and agreements herein contained, the receipt and sufficiency of which is hereby acknowledged by each of the parties to this Agreement, the parties agree as follows:
LIMITED PARTNERSHIP AGREEMENT EXTENDICARE HOLDING GENERAL PARTNER INC. - and - EXTENDICARE TRUST - and - Each and Every Person who is granted a limited partnership interest in Extendicare Limited Partnership in accordance with the terms of this...Limited Partnership Agreement • December 1st, 2006 • Extendicare Real Estate Investment Trust • Real estate investment trusts • Ontario
EXTENDICARE HOLDING GENERAL PARTNER INC., a body corporate incorporated under the laws of Canada, with its head office in Markham, Ontario (the “General Partner”)
