UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 13, 2019
VENTAS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | | 1-10989 | | 61-1055020 |
(State or Other Jurisdiction
of Incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| 353 N. Clark Street, Suite 3300, Chicago, Illinois | | 60654 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (877) 483-6827
Not applicable
Former Name or Former Address, if Changed Since Last Report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common stock, $0.25 par value | | VTR | | New York Stock Exchange |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On June 13, 2019, Ventas, Inc. (the “Company”) announced that it provided $490 million in financing to subsidiaries of Colony Capital, Inc. (collectively, the parent and its subsidiaries, “Colony”) as part of a $1.515 billion refinancing (the “New Secured Loan”) of Colony’s prior $1.725 billion consolidated healthcare loan (the “Refinanced Loan”) maturing in December 2019, which has been repaid and discharged in full. The Company’s tranche of the New Secured Loan, which totals $490 million, bears interest at LIBOR plus 6.42 percent. The Company previously held $270 million of the Refinanced Loan, which bore interest at 8.25 percent.
The Company expects the investment to be accretive to normalized funds from operations per share on an annualized and leverage neutral basis.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | VENTAS, INC. |
| | |
| | |
| Date: June 20, 2019 | By: | /s/ T. Richard Riney |
| | | T. Richard Riney |
| | | Executive Vice President, Chief Administrative Officer, General Counsel and Ethics and Compliance Officer |
