Stockholders of American Realty Capital Healthcare Trust Approve Merger with Ventas
Jan 15, 2015, 05:45 ET
NEW YORK, Jan. 15, 2015 /PRNewswire/ -- American Realty Capital Healthcare Trust, Inc. (NASDAQ: HCT) ("HCT"), a publicly traded real estate investment trust ("REIT"), announced today that, at a special meeting of its stockholders held earlier today, the merger of HCT with and into a wholly owned subsidiary of Ventas, Inc. (NYSE: VTR) ("Ventas"), pursuant to the Agreement and Plan of Merger, dated as of June 1, 2014, as amended, by and among Ventas, HCT, Stripe Sub, LLC, Stripe OP, LP and American Realty Capital Healthcare Trust Operating Partnership, L.P. was approved, with approximately 97.7 percent of the votes cast (representing approximately 65.5 percent of HCT's shares outstanding) voting to approve the merger.
The merger is expected to close promptly upon satisfaction of customary closing conditions. However, there can be no assurance that all such closing conditions will be satisfied or that the merger will occur.
About HCT
American Realty Capital Healthcare Trust, Inc. is a publicly traded Maryland corporation listed on the NASDAQ Global Select Market, focused on acquiring and owning a balanced and diversified portfolio of medical office buildings, seniors housing and select hospital and post-acute care properties. Additional information about HCT can be found on its website at www.archealthcaretrust.com. HCT may disseminate important information regarding it and its operations, including financial information, through social media platforms such as Twitter, Facebook and LinkedIn.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are often identified by the words "may," "might," "believes," "thinks," "anticipates," "plans," "expects," "intends" or similar expressions and include statements regarding (1) expectations regarding whether the transaction will be consummated, including whether conditions to the consummation of the transaction will be satisfied, or the timing for completing the transaction, (2) expectations for the effects of the transaction or the ability of Ventas to successfully achieve business objectives, including integrating the companies and the effects of unexpected costs, liabilities or delays, and (3) expectations for other economic, business, and/or competitive factors. Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of the combined company. These forward-looking statements may be affected by risks and uncertainties in the business of Ventas and HCT and market conditions. This information is qualified in its entirety by cautionary statements and risk factor disclosure contained in filings made by Ventas and HCT with the SEC, including Ventas's annual report on Form 10-K, as amended, for the year ended December 31, 2013 and HCT's annual report on Form 10-K for the year ended December 31, 2013, as well as the registration statement on Form S-4, as amended, filed with the SEC by Ventas relating to the proposed transaction. HCT wishes to caution readers that certain important factors may have affected and could in the future affect actual results and could cause actual results for subsequent periods to differ materially from those expressed in or implied by any forward-looking statement made by or on behalf HCT, including that the transaction may not be consummated on the timeline anticipated by HCT or at all. HCT undertakes no obligation to update forward-looking statements to reflect events or circumstances after the date hereof.
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SOURCE American Realty Capital Healthcare Trust, Inc.