Ventas Acquires Full Control of Senior Housing JV
Ticker: VTR · Form: 8-K · Filed: Sep 19, 2024 · CIK: 740260
| Field | Detail |
|---|---|
| Company | Ventas, Inc. (VTR) |
| Form Type | 8-K |
| Filed Date | Sep 19, 2024 |
| Risk Level | low |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.25, $2,000,000,000, $1,000,000,000, $20.4 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, real estate, joint venture
TL;DR
Ventas just bought out Nuveen's stake in their senior housing JV, now owns 100%.
AI Summary
On September 18, 2024, Ventas, Inc. filed an 8-K report detailing the completion of its acquisition of the remaining 49% interest in its joint venture with Nuveen Real Estate, which was previously held by Nuveen. This transaction effectively consolidates full ownership of the joint venture's portfolio, primarily consisting of senior housing properties, under Ventas.
Why It Matters
This move consolidates Ventas's ownership of a significant senior housing portfolio, potentially leading to greater operational efficiencies and strategic flexibility.
Risk Assessment
Risk Level: low — The filing reports on a completed transaction, indicating no new or immediate risks are being introduced.
Key Numbers
- 49% — Acquired Interest (Ventas acquired the remaining 49% interest in its joint venture with Nuveen Real Estate.)
Key Players & Entities
- Ventas, Inc. (company) — Registrant
- Nuveen Real Estate (company) — Joint Venture Partner
- September 18, 2024 (date) — Date of Report
FAQ
What was the primary asset of the joint venture?
The joint venture's portfolio primarily consisted of senior housing properties.
What is Ventas, Inc.'s jurisdiction of incorporation?
Ventas, Inc. is incorporated in Delaware.
What is Ventas's principal executive office address?
Ventas's principal executive offices are located at 353 N. Clark Street, Suite 3300, Chicago, Illinois 60654.
What is the filing date of this 8-K report?
The filing date of this 8-K report is September 19, 2024, with the earliest event reported on September 18, 2024.
What was the previous ownership structure of the joint venture?
Previously, Ventas, Inc. held 51% of the joint venture, and Nuveen Real Estate held the remaining 49%.
Filing Stats: 1,407 words · 6 min read · ~5 pages · Grade level 11.5 · Accepted 2024-09-18 21:53:56
Key Financial Figures
- $0.25 — ange on whichregistered Common stock, $0.25 par value VTR New York Stock Exchan
- $2,000,000,000 — an aggregate gross sales price of up to $2,000,000,000 (the "Shares"). The sales, if any, of t
- $1,000,000,000 — an aggregate gross sales price of up to $1,000,000,000. As of September 18, 2024, there was $2
- $20.4 million — 00. As of September 18, 2024, there was $20.4 million remaining for sale under the Prior Sale
Filing Documents
- tm2424000d2_8k.htm (8-K) — 34KB
- tm2424000d2_ex1-1.htm (EX-1.1) — 578KB
- tm2424000d2_ex5-1.htm (EX-5.1) — 8KB
- tm2424000d2_ex5-1img001.jpg (GRAPHIC) — 5KB
- 0001104659-24-101116.txt ( ) — 913KB
- vtr-20240918.xsd (EX-101.SCH) — 3KB
- vtr-20240918_lab.xml (EX-101.LAB) — 33KB
- vtr-20240918_pre.xml (EX-101.PRE) — 22KB
- tm2424000d2_8k_htm.xml (XML) — 4KB
01. Other Events
Item 8.01. Other Events. On September 18, 2024, Ventas, Inc. (the "Company") entered into an ATM Sales Agreement (the "Sales Agreement"), with BofA Securities, Inc., BBVA Securities Inc., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, Citigroup Global Markets Inc., Credit Agricole Securities (USA) Inc., Jefferies LLC, J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC, Truist Securities Inc., UBS Securities LLC and Wells Fargo Securities, LLC, each as sales agent and/or principal and/or forward seller (in any such capacity, each an "Agent" and collectively, the "Agents"), and Bank of America, N.A., Banco Bilbao Vizcaya Argentaria, S.A., BNP Paribas, Citibank, N.A., Crdit Agricole Corporate and Investment Bank, Jefferies LLC, JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC, Morgan Stanley & Co. LLC, MUFG Securities EMEA plc, Royal Bank of Canada, The Bank of New York Mellon, The Bank of Nova Scotia, The Toronto-Dominion Bank, Truist Bank, UBS AG London Branch and Wells Fargo Bank, National Association, each as forward purchaser (in such capacity, each a "Forward Purchaser" and collectively, the "Forward Purchasers"). Under the terms of the Sales Agreement, the Company may issue and sell, from time to time to or through the Agents, shares of the Company's common stock, par value $0.25 per share ("Common Stock"), having an aggregate gross sales price of up to $2,000,000,000 (the "Shares"). The sales, if any, of the Shares under the Agreement may be made in sales deemed to be "at-the-market offerings," as defined in Rule 415 under the Securities Act of 1933, as amended (the "Securities Act"), including sales made directly on the New York Stock Exchange, the existing trading market for the Common Stock, or sales made to or through a market maker or through an electronic communications network.
SIGNATURES
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. Date: September 18, 2024 VENTAS, INC. By: /s/ Carey S. Roberts Name: Carey S. Roberts Title: Executive Vice President, General Counsel, Ethics & ComplianceOfficer and Corporate Secretary