Ventas, Inc. (NYSE: VTR) (“Ventas” or the “Company”) announced today that it has priced a public offering of $225 million aggregate principal amount of 5.45% Senior Notes due 2043 (the “Notes”). The Notes are being issued by the Company’s operating partnership, Ventas Realty, Limited Partnership, and a wholly owned subsidiary, Ventas Capital Corporation (together, the “Issuers”), and will be guaranteed, on a senior unsecured basis, by the Company. The Issuers may redeem the Notes, at par, in whole or in part, at any time on or after March 7, 2018.
The Company has granted the underwriters a 30-day option to purchase up to an additional $33.75 million aggregate principal amount of Notes solely to cover overallotments, if any. The Company intends to apply to list the Notes on the New York Stock Exchange and, if the application is approved, expects trading in the Notes to begin within 30 days after their original issue date. The sale of the Notes is expected to close on March 7, 2013, subject to customary closing conditions.
The Company expects to use the net proceeds from the offering to repay indebtedness outstanding under its unsecured revolving credit facility and for working capital and other general corporate purposes, including to fund future acquisitions or investments, if any.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, UBS Securities LLC, and Wells Fargo Securities, LLC acted as joint book-running managers for the offering of the Notes.The Notes are being offered pursuant to the Company’s existing shelf registration statement, which became automatically effective upon filing with the Securities and Exchange Commission. A prospectus supplement and accompanying prospectus describing the terms of the offering will be filed with the Securities and Exchange Commission. When available, copies of the prospectus supplement and the accompanying prospectus may be obtained from: Merrill Lynch, Pierce, Fenner & Smith Incorporated, Attention: Prospectus Department, 222 Broadway, 11th Floor, New York, NY 10038, email: email@example.com, telephone: (800) 294-1322; Morgan Stanley Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Dept., email: firstname.lastname@example.org, telephone: (866) 718-1649; UBS Securities LLC, 299 Park Avenue, New York, NY 10171, Attention: Prospectus Specialist, telephone: (877) 827-6444, ext. 561-3884; and Wells Fargo Securities, LLC, 1525 West W.T. Harris Blvd., NC0675, Charlotte, NC 28262, email: email@example.com, telephone: (800) 326-5897. 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.