WILMINGTON, Del., June 2, 2014 /PRNewswire/ -- Andrews &
Springer LLC, a boutique securities class action law firm
focused on representing shareholders nationwide, is investigating
potential breach of fiduciary duty claims against the Board of
Directors of American Realty Capital Healthcare, Inc. ("ARC" or the
"Company") (NASDAQ: HCT) relating to the sale of the Company to
Ventas, Inc. (NYSE: VTR) ("Ventas"). On June
2, 2014, the two companies announced the signing of a
definitive merger agreement pursuant to which Ventas will acquire
ARC in a merger valued at roughly $2.6
billion. As a result of the merger, ARC shareholders are
only anticipated to receive either 0.1688 shares of Ventas or
$11.33 per share in cash in exchange
for each share of ARC.
Our Firm's investigation has so far uncovered that the
consideration that ARC shareholders are expected to receive is
inadequate. ARC traded at $10.92 per
share as recently as May 2, 2014.
Based on the announced merger, the consideration represents only a
meager 3.75% premium. Additionally, while ARC shareholders are
given the choice of electing either 0.1688 shares of Ventas or
$11.33 cash for each ARC share, the
cash portion is capped at 10% which forces ARC shareholders to
receive 0.1688 shares of Ventas. ARC shareholders are only expected
to own 8% of the surviving corporation thus causing substantial
dilution to ARC shareholders' original investment.
Our Firm is investigating whether ARC directors are breaching
their fiduciary duties by failing to adequately shop the company
and maximize shareholder value.
If you own shares of ARC and want to receive additional
information and protect your investments free of charge, please
visit us at http://www.andrewsspringer.com/cases-investigations/arc
or contact Craig J. Springer, Esq.
at cspringer@andrewsspringer.com, or call toll free at
1-800-423-6013. You may also follow us on LinkedIn –
www.linkedin.com/company/andrews-&-springer-llc, Twitter –
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www.facebook.com/AndrewsSpringer for future updates.
Andrews & Springer is a boutique securities class action law
firm representing shareholders nationwide who are victims of
securities fraud, breaches of fiduciary duty or corporate
misconduct. Having formerly defended some of the largest financial
institutions in the world, our founding members use their valuable
knowledge, experience, and superior skill for the sole purpose of
achieving positive results for investors. For more information
please visit our website at www.andrewsspringer.com. This notice
may constitute Attorney Advertising.
SOURCE Andrews & Springer LLC