Ventas Confirms End of Proxy Contest Following Withdrawal of Nominations by Land & Buildings | Business
CHICAGO–(Organization WIRE)–Apr 25, 2022–
Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) currently verified that, with the 2022 Annual Assembly success imminent this week, Land & Structures has withdrawn its nomination of proxy fight applicant Jonathan Litt, who Land & Buildings previously nominated to stand for election to the Ventas Board of Directors in relationship with the Firm’s 2022 Yearly Conference of Stockholders, which is scheduled to be held almost on April 27, 2022. Land & Properties beforehand withdrew its other proxy contest nominee, Michelle Applebaum, in March 2022.
Ventas issued the pursuing statement:
The Ventas Board and management group worth the engagement we have had with our shareholders both equally lately and in excess of the last few years.
Thanks to our devoted personnel, active Board oversight and enter from investors and other stakeholders, Ventas has created an outstanding, properly positioned portfolio of property that gain from demand from customers from a big and rising aging populace. We search forward to acquiring again to company and are keen, energized and centered on continuing to capitalize on the senior housing restoration now underway to generate sustained expansion and value development.
With the Annual Conference rapidly approaching on April 27 th, we urge all Ventas shareholders to vote “FOR ALL” 11 of Ventas’ nominees on the WHITE proxy card and vote “ FOR” the acceptance of all other proposals, which include, on an advisory foundation, the Company’s govt compensation program.
Shareholders with questions about how to vote their shares may perhaps call the Company’s proxy solicitor, Innisfree M&A Integrated, at 1 (877) 750-9496.
Advisors
Centerview Partners LLC is serving as money advisor, and Wachtell, Lipton, Rosen & Katz is serving as legal counsel, to the Firm.
About Ventas
Ventas Inc., an S&P 500 organization, operates at the intersection of two substantial and dynamic industries – healthcare and real estate. Fueled by potent demographic need from expansion in the growing older populace, Ventas owns a diversified portfolio of around 1,200 attributes in the United States, Canada, and the United Kingdom. Ventas works by using the electricity of its money to unlock the benefit of senior living communities lifestyle science, analysis & innovation qualities clinical place of work & outpatient services, hospitals and other health care actual estate. A globally-recognized serious estate financial commitment trust, Ventas follows a thriving extended-term tactic, verified about much more than 20 a long time, built on diversification of assets styles, funds resources and field leading companions, economic energy and adaptability, regular and dependable advancement and industry foremost ESG achievements, managed by a collaborative and seasoned crew dedicated to its stakeholders.
Cautionary Statements
This communication features ahead-wanting statements inside of the which means of Area 27A of the Securities Act of 1933, as amended, and Segment 21E of the Securities Exchange Act of 1934, as amended. These ahead-looking statements include, amongst many others, statements of anticipations, beliefs, future designs and techniques, expected benefits from operations and developments and other issues that are not historical points. Ahead-searching statements include things like, among other factors, statements relating to our and our officers’ intent, perception or expectation as recognized by the use of phrases such as “may,” “will,” “project,” “expect,” “believe,” “intend,” “anticipate,” “seek,” “target,” “forecast,” “plan,” “potential,” “opportunity,” “estimate,” “could,” “would,” “should” and other comparable and by-product conditions or the negatives thereof.
Forward-on the lookout statements are centered on management’s beliefs as well as on a quantity of assumptions relating to foreseeable future occasions. You must not put undue reliance on these ahead-on the lookout statements, which are not a assure of effectiveness and are issue to a variety of uncertainties and other components that could result in genuine gatherings or benefits to vary materially from those people expressed or implied by the forward-searching statements. We do not undertake a responsibility to update these forward-searching statements, which speak only as of the date on which they are built. You are urged to very carefully overview the disclosures we make about challenges and uncertainties that may possibly have an effect on our company and future economic effectiveness in our filings with the Securities and Exchange Fee (“SEC”), which includes all those built in the “Summary Chance Factors” portion, “Risk Factors” part and “Management’s Dialogue and Investigation of Money Problem and Final results of Operations” area of our most not long ago filed Annual Report on Variety 10-K and Quarterly Report on Type 10-Q.
Specific elements that could impact our long term benefits and our capability to obtain our stated plans involve, but are not restricted to: (a) the affect of the ongoing COVID-19 pandemic and its prolonged repercussions, including of the Delta, Omicron or any other variant, on our earnings, degree of profitability, liquidity and all round risk exposure and the implementation and effect of regulations relevant to the CARES Act and other stimulus laws and any long run COVID-19 relief measures (b) our capacity to attain the expected gains and synergies from, and properly combine, our acquisitions and investments, which includes our acquisition of New Senior Investment decision Team Inc. (c) our exposure and the exposure of our tenants, supervisors and debtors to complicated healthcare and other regulation and the difficulties and expenditure linked with complying with these regulation (d) the prospective for major typical and commercial promises, lawful actions, regulatory proceedings or enforcement steps that could subject us or our tenants, administrators or debtors to increased operating charges and uninsured liabilities (e) the effects of sector and normal economic conditions, which include financial and economical market place situations, inflation, improve in desire costs, supply chain pressures, situations that affect shopper self-confidence, our occupancy charges and resident charge revenues, and the real and perceived state of the true estate marketplaces, labor markets and community capital markets (f) our ability, and the capability of our tenants, supervisors and borrowers, to navigate the developments impacting our or their companies and the industries in which we or they work (g) the hazard of bankruptcy, insolvency or money deterioration of our tenants, administrators debtors, and other obligors and our capacity to foreclose efficiently on the collateral securing our financial loans and other investments in the party of a borrower default (h) our potential to detect and consummate future investments in or tendencies of healthcare belongings and properly regulate our portfolio prospects and our investments in co-expenditure autos, joint ventures and minority pursuits (i) dangers related to advancement, redevelopment and construction tasks (j) our potential to entice and retain talented staff (k) the restrictions and important necessities imposed upon our business enterprise as a final result of our standing as a REIT and the adverse implications (such as the attainable reduction of our standing as a REIT) that would outcome if we are not ready to comply (l) the chance of improvements in health care law or regulation or in tax rules, guidance and interpretations, especially as used to REITs, that could adversely affect us or our tenants, supervisors or debtors (m) improves in our borrowing expenditures as a final result of becoming extra leveraged or as a outcome of modifications in fascination costs and phasing out of LIBOR prices (n) our reliance on third events to operate a the vast majority of our assets and our limited management and affect over this kind of functions and results (o) our dependency on a restricted number of tenants and professionals for a sizeable part of our revenues and running earnings (p) the adequacy of insurance coverage coverage provided by our procedures and guidelines maintained by our tenants, administrators or other counterparties (q) the event of cyber incidents that could disrupt our functions, final result in the loss of private information and facts or harm our business interactions and name (r) the influence of merger, acquisition and expenditure exerci
se in the healthcare market or or else affecting our tenants, administrators or borrowers and (s) the possibility of catastrophic or extraordinary weather conditions and other pure gatherings and the physical outcomes of local climate alter.
Critical Added Information Relating to Proxy Solicitation
The Business has filed a definitive proxy assertion (the “Proxy Statement”) and variety of involved WHITE proxy card with the SEC in connection with the solicitation of proxies for the Company’s 2022 once-a-year assembly of stockholders (the “2022 Annual Meeting”). The Business, its administrators and particular of its executive officers will be participants in the solicitation of proxies from stockholders in respect of the 2022 Yearly Assembly. Facts regarding the names of the Company’s directors and govt officers and their respective interests in the Enterprise by security holdings or normally is set forth in the Proxy Statement. To the extent holdings of this kind of participants in the Company’s securities have improved considering the fact that the amounts described in the Proxy Statement, these changes have been reflected on Initial Statements of Useful Ownership on Kind 3 or Statements of Transform in Possession on Kind 4 filed with the SEC. Aspects concerning the nominees of the Company’s Board of Administrators for election at the 2022 Annual Assembly are incorporated in the Proxy Assertion. Right before Earning ANY VOTING Determination, Traders AND STOCKHOLDERS OF THE Organization ARE URGED TO Study ALL Applicable Paperwork Submitted WITH OR FURNISHED TO THE SEC, Together with THE COMPANY’S DEFINITIVE PROXY Assertion AND ANY AMENDMENTS AND Supplements THERETO AND ACCOMPANYING WHITE PROXY CARD WHEN THEY Turn into Accessible Since THEY WILL Have Significant Information and facts. Buyers and stockholders will be equipped to obtain a copy of the definitive proxy statement and other pertinent paperwork filed by the Enterprise cost-free of cost from the SEC’s site at http://www.sec.gov and at the Company’s investor relations web site at https://ir.ventasreit.com.
Perspective source edition on businesswire.com:https://www.businesswire.com/information/home/20220425005871/en/
Get hold of: Traders
Sarah Whitford
(877) 4-VENTASMedia
Andi Rose / Joseph Sala / Greg Klassen
Joele Frank, Wilkinson Brimmer Katcher
(212) 355-4449
Key word: ILLINOIS UNITED STATES NORTH The united states
Business Key word: Commercial Developing & Serious ESTATE Construction & Assets HOSPITALS REIT Exercise Administration MANAGED Treatment Wellbeing Common Wellbeing Residential Setting up & Real ESTATE
Source: Ventas, Inc.
Copyright Business Wire 2022.
PUB: 04/25/2022 02:08 PM/DISC: 04/25/2022 02:08 PM
