Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) announced
today that its wholly owned subsidiary, Ventas Realty, Limited
Partnership (“Ventas Realty”), has priced an underwritten public
offering of $550 million aggregate principal amount of 5.000%
Senior Notes due 2035 (the “Notes”) at an issue price equal to
99.647% of the principal amount of the Notes. The Notes will be
senior unsecured obligations of Ventas Realty and will be fully and
unconditionally guaranteed by the Company and will mature on
January 15, 2035. The sale of the Notes is expected to close on
September 9, 2024, subject to the satisfaction of customary closing
conditions.
The Company intends to use the proceeds from the offering of the
Notes for general corporate purposes, which may include repayment
of other indebtedness (such as Ventas Realty’s 2.650% Senior Notes
due 2025), or any other general corporate purposes the Company may
deem necessary or advisable, and to pay fees and expenses related
to the offering of the Notes.
Wells Fargo Securities, LLC, MUFG Securities Americas Inc., PNC
Capital Markets LLC and Truist Securities, Inc. are acting as joint
book-running managers for the offering of the Notes.
The Company and Ventas Realty have filed a registration
statement (including a prospectus) and a preliminary prospectus
supplement with the Securities and Exchange Commission (the “SEC”)
for the offering of the Notes 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 the Company and Ventas Realty
have filed with the SEC for more complete information about the
Company, Ventas Realty 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, Ventas Realty, any
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, LLC, 608 2nd Avenue South, Suite 1000,
Minneapolis, MN 55402, Attention: WFS Customer Service or by
calling toll free at 1-800-645-3751 or by emailing:
wfscustomerservice@wellsfargo.com; MUFG Securities Americas Inc.,
toll free at 1-877-649-6848; PNC Capital Markets LLC, toll-free at
855-881-0697 or by email: pnccmprospectus@pnc.com; or Truist
Securities, Inc. at 1-800-685-4786.
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 regulation, including evolving laws and
regulations regarding data privacy and 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) 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; (e) 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; (f) the implementation and impact of regulations
related to the Coronavirus Aid, Relief and Economic Security Act
(the “CARES Act”) and other stimulus legislation, including the
risk that some or all of the CARES Act or other COVID-19 relief
payments we or our tenants, managers or borrowers received could be
recouped; (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 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
operations and results; (u) our exposure to various operational
risks, liabilities and claims from our operating assets; (v) our
dependency on a limited number of tenants and managers for a
significant portion of our revenues and operating income; (w) 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; (x) the risk of damage to our reputation; (y) the
availability, adequacy and pricing of insurance coverage provided
by our policies and policies maintained by our tenants, managers or
other counterparties; (z) the risk of exposure to unknown
liabilities from our investments in properties or businesses; (aa)
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; (bb) the failure
to maintain effective internal controls, which could harm our
business, results of operations and financial condition; (cc) the
impact of merger, acquisition and investment activity in the
healthcare industry or otherwise affecting our tenants, managers or
borrowers; (dd) disruptions to the management and operations of our
business and the uncertainties caused by activist investors; (ee)
the risk of catastrophic or extreme weather and other natural
events and the physical effects of climate change; (ff) the risk of
potential dilution resulting from future sales or issuances of our
equity securities; and (gg) the other factors set forth in our
periodic filings with the SEC.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240905435444/en/
Ventas, Inc. BJ Grant (877) 4-VENTAS
Ventas (NYSE:VTR)
Gráfica de Acción Histórica
De Sep 2024 a Oct 2024
Ventas (NYSE:VTR)
Gráfica de Acción Histórica
De Oct 2023 a Oct 2024