Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) announced
today that it is commencing an underwritten public offering of
10,600,000 shares of its common stock in connection with the
forward sale agreement described below.
Ventas intends to grant the underwriter a 30-day option to
purchase up to an additional 1,590,000 shares of its common stock.
If such option is exercised, then Ventas plans to enter into an
additional forward sale agreement with the forward purchaser in
respect of the number of additional shares of Ventas’s common stock
that are subject to the exercise of such option.
Wells Fargo Securities, LLC is acting as the underwriter for the
offering. The underwriter may offer the shares from time to time
for sale in one or more transactions on the New York Stock
Exchange, in the over-the-counter market, through negotiated
transactions or otherwise at market prices prevailing at the time
of sale, at prices related to prevailing market prices or at
negotiated prices, subject to receipt and acceptance by it and
subject to its right to reject any order in whole or in part.
In connection with the offering, Ventas intends to enter into a
forward sale agreement with an affiliate of Wells Fargo Securities,
LLC (the “forward purchaser”), pursuant to which Ventas will agree
to sell shares of its common stock to the forward purchaser at an
initial forward sale price per share equal to the price per share
at which the underwriter purchases the shares in the offering,
subject to certain adjustments. In connection with the forward sale
agreement, the forward purchaser or its affiliate expects to borrow
from third parties an aggregate of 10,600,000 shares of Ventas’s
common stock. Such borrowed shares of Ventas’s common stock will be
delivered by Wells Fargo Securities, LLC or an affiliate (in such
capacity, the “forward seller”) for sale to the underwriter in the
offering. Ventas expects to physically settle the forward sale
agreement (by delivery of shares of its common stock) and receive
proceeds from the sale of those shares of its common stock upon one
or more forward settlement dates within approximately 12 months
from the date of the forward sale agreement, subject to certain
conditions. Ventas may also elect cash settlement or net share
settlement for all or a portion of its obligations under the
forward sale agreement. If the forward purchaser or its affiliate
does not borrow and deliver to the forward seller for sale all of
the shares of Ventas’s common stock to be delivered and sold by it
pursuant to the terms of the underwriting agreement, Ventas will
issue and sell directly to the underwriter the number of shares of
its common stock not borrowed and delivered for sale by the forward
purchaser or its affiliate, and under such circumstances the number
of shares of Ventas’s common stock underlying the forward sale
agreement will be decreased by the number of shares of its common
stock that Ventas issues and sells.
Ventas will not initially receive any proceeds from the sale of
the shares of its common stock by the forward seller to the
underwriter. Ventas intends to use any net proceeds that it
receives upon physical settlement of the forward sale agreement
(and from the sale of any shares of common stock sold by Ventas to
the underwriter in connection with this offering) and the
additional forward sale agreement, if any, for working capital and
other general corporate purposes, which may include funding
acquisitions and investments or repayment of existing indebtedness,
and to pay fees and expenses related to the offering.
Ventas has filed a registration statement (including a
prospectus) with the Securities and Exchange Commission (the “SEC”)
and will be filing a preliminary prospectus supplement for the
offering to which this communication relates. Before you invest,
you should read the preliminary prospectus supplement, the
accompanying prospectus in that registration statement and the
other documents Ventas has filed or will file with the SEC for more
complete information about the Company and this offering. You may
get these documents for free by visiting EDGAR on the SEC’s website
at www.sec.gov. Alternatively, the Company, the underwriter or any
dealer participating in the offering will arrange to send you the
preliminary prospectus supplement and the accompanying prospectus
if you request it by contacting: Wells Fargo Securities, 90 South
7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751
(option #5) or email a request to
WFScustomerservice@wellsfargo.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction.
About Ventas
Ventas, Inc. (NYSE: VTR) is a leading S&P 500 real estate
investment trust enabling exceptional environments that benefit a
large and growing aging population. With approximately 1,350
properties in North America and the United Kingdom, Ventas occupies
an essential role in the longevity economy. The Company’s growth is
fueled by its approximately 800 senior housing communities, which
provide valuable services to residents and enable them to thrive in
supported environments. The Ventas portfolio also includes
outpatient medical buildings, research centers and healthcare
facilities. The Company aims to deliver outsized performance by
leveraging its unmatched operational expertise, data-driven
insights from its Ventas OITM platform, extensive relationships and
strong financial position. Ventas’s seasoned team of talented
professionals shares a commitment to excellence, integrity and a
common purpose of helping people live longer, healthier, happier
lives.
Safe Harbor Statement
This press release of Ventas, Inc. (the “Company,” “we,” “us,”
“our” and similar terms) 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 include, among others,
statements of expectations, beliefs, future plans and strategies,
anticipated results from operations and developments and other
matters that are not historical facts. Forward-looking statements
include, among other things, statements regarding our and our
officers’ intent, belief or expectation as identified by the use of
words such as “assume,” “may,” “will,” “project,” “expect,”
“believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,”
“plan,” “potential,” “opportunity,” “estimate,” “could,” “would,”
“should” and other comparable and derivative terms or the negatives
thereof.
Forward-looking statements are based on management’s beliefs as
well as on a number of assumptions concerning future events. You
should not put undue reliance on these forward-looking statements,
which are not a guarantee of performance and are subject to a
number of uncertainties and other factors that could cause actual
events or results to differ materially from those expressed or
implied by the forward-looking statements. We do not undertake a
duty to update these forward-looking statements, which speak only
as of the date on which they are made. We urge you to carefully
review the disclosures we make concerning risks and uncertainties
that may affect our business and future financial performance,
including those made below and in our filings with the SEC, such as
in the sections titled “Cautionary Statements — Summary Risk
Factors,” “Risk Factors” and “Management’s Discussion and Analysis
of Financial Condition and Results of Operations” in our Annual
Report on Form 10-K for the year ended December 31, 2023 and our
subsequent Quarterly Reports on Form 10-Q.
Certain factors that could affect our future results and our
ability to achieve our stated goals include, but are not limited
to: (a) our ability to achieve the anticipated benefits and
synergies from, and effectively integrate, our completed or
anticipated acquisitions and investments; (b) our exposure and the
exposure of our tenants, managers and borrowers to complex
healthcare and other regulations, including evolving laws and
regulations regarding data privacy, cybersecurity and environmental
matters, and the challenges and expense associated with complying
with such regulation; (c) the potential for significant general and
commercial claims, legal actions, investigations, regulatory
proceedings and enforcement actions that could subject us or our
tenants, managers or borrowers to increased operating costs,
uninsured liabilities, including fines and other penalties,
reputational harm or significant operational limitations, including
the loss or suspension of or moratoriums on accreditations,
licenses or certificates of need, suspension of or nonpayment for
new admissions, denial of reimbursement, suspension,
decertification or exclusion from federal, state or foreign
healthcare programs or the closure of facilities or communities;
(d) our reliance on third-party managers and tenants to operate or
exert substantial control over properties they manage for, or rent
from, us, which limits our control and influence over such
properties, their operations and their performance; (e) the impact
of market and general economic conditions on us, our tenants,
managers and borrowers and in areas in which our properties are
geographically concentrated, including macroeconomic trends and
financial market events, such as bank failures and other events
affecting financial institutions, market volatility, increases in
inflation, changes in or elevated interest and exchange rates,
tightening of lending standards and reduced availability of credit
or capital, geopolitical conditions, supply chain pressures, rising
labor costs and historically low unemployment, events that affect
consumer confidence, our occupancy rates and resident fee revenues,
and the actual and perceived state of the real estate markets,
labor markets and public and private capital markets; (f) our
reliance and the reliance of our tenants, managers and borrowers on
the financial, credit and capital markets and the risk that those
markets may be disrupted or become constrained; (g) our ability,
and the ability of our tenants, managers and borrowers, to navigate
the trends impacting our or their businesses and the industries in
which we or they operate, and the financial condition or business
prospect of our tenants, managers and borrowers; (h) the risk of
bankruptcy, inability to obtain benefits from governmental
programs, insolvency or financial deterioration of our tenants,
managers, borrowers and other obligors which may, among other
things, have an adverse impact on the ability of such parties to
make payments or meet their other obligations to us, which could
have an adverse impact on our results of operations and financial
condition; (i) the risk that the borrowers under our loans or other
investments default or that, to the extent we are able to foreclose
or otherwise acquire the collateral securing our loans or other
investments, we will be required to incur additional expense or
indebtedness in connection therewith, that the assets will
underperform expectations or that we may not be able to
subsequently dispose of all or part of such assets on favorable
terms; (j) our current and future amount of outstanding
indebtedness, and our ability to access capital and to incur
additional debt which is subject to our compliance with covenants
in instruments governing our and our subsidiaries’ existing
indebtedness; (k) risks related to the recognition of reserves,
allowances, credit losses or impairment charges which are
inherently uncertain and may increase or decrease in the future and
may not represent or reflect the ultimate value of, or loss that we
ultimately realize with respect to, the relevant assets, which
could have an adverse impact on our results of operations and
financial condition; (l) the risk that our leases or management
agreement are not renewed or are renewed on less favorable terms,
that our tenants or managers default under those agreements or that
we are unable to replace tenants or managers on a timely basis or
on favorable terms, if at all; (m) our ability to identify and
consummate future investments in, or dispositions of, healthcare
assets and effectively manage our portfolio opportunities and our
investments in co-investment vehicles, joint ventures and minority
interests, including our ability to dispose of such assets on
favorable terms as a result of rights of first offer or rights of
first refusal in favor of third parties; (n) risks related to
development, redevelopment and construction projects, including
costs associated with inflation, rising or elevated interest rates,
labor conditions and supply chain pressures, and risks related to
increased construction and development in markets in which our
properties are located, including adverse effect on our future
occupancy rates; (o) our ability to attract and retain talented
employees; (p) the limitations and significant requirements imposed
upon our business as a result of our status as a real estate
investment trust (“REIT”) and the adverse consequences (including
the possible loss of our status as a REIT) that would result if we
are not able to comply with such requirements; (q) the ownership
limits contained in our certificate of incorporation with respect
to our capital stock in order to preserve our qualification as a
REIT, which may delay, defer or prevent a change of control of our
company; (r) the risk of changes in healthcare law or regulation or
in tax laws, guidance and interpretations, particularly as applied
to REITs, that could adversely affect us or our tenants, managers
or borrowers; (s) increases in our borrowing costs as a result of
becoming more leveraged, including in connection with acquisitions
or other investment activity and rising or elevated interest rates;
(t) our exposure to various operational risks, liabilities and
claims from our operating assets; (u) our dependency on a limited
number of tenants and managers for a significant portion of our
revenues and operating income; (v) our exposure to particular risks
due to our specific asset classes and operating markets, such as
adverse changes affecting our specific asset classes and the real
estate industry, the competitiveness or financial viability of
hospitals on or near the campuses where our outpatient medical
buildings are located, our relationships with universities, the
level of expense and uncertainty of our research tenants, and the
limitation of our uses of some properties we own that are subject
to ground lease, air rights or other restrictive agreements; (w)
the risk of damage to our reputation; (x) the availability,
adequacy and pricing of insurance coverage provided by our policies
and policies maintained by our tenants, managers or other
counterparties; (y) the risk of exposure to unknown liabilities
from our investments in properties or businesses; (z) the
occurrence of cybersecurity threats and incidents that could
disrupt our or our tenants’, managers’ or borrower’s operations,
result in the loss of confidential or personal information or
damage our business relationships and reputation; (aa) the failure
to maintain effective internal controls, which could harm our
business, results of operations and financial condition; (bb) the
impact of merger, acquisition and investment activity in the
healthcare industry or otherwise affecting our tenants, managers or
borrowers; (cc) disruptions to the management and operations of our
business and the uncertainties caused by activist investors; (dd)
the risk of catastrophic or extreme weather and other natural
events and the physical effects of climate change; (ee) the risk of
potential dilution resulting from future sales or issuances of our
equity securities; and (ff) the other factors set forth in our
periodic filings with the SEC.
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Ventas, Inc. BJ Grant (877) 4-VENTAS
Ventas (NYSE:VTR)
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