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.