Current Report Filing (8-k)
June 30 2014 - 6:01AM
Edgar (US Regulatory)
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
27, 2014
American Realty Capital Healthcare Trust,
Inc.
(Exact Name of Registrant
as Specified in Charter)
|
Maryland |
|
000-54688 |
|
27-3306391 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
405 Park Avenue
New York, New York 10022 |
(Address, including zip code, of Principal
Executive Offices)
Registrant's telephone number, including
area code: (212) 415-6500 |
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
As previously disclosed, the board of directors
of American Realty Capital Healthcare Trust, Inc. (the “Company”) authorized, and the Company declared,
an annualized distribution of $0.68 per share per annum. Pending the “Effective Time” as defined in the merger
agreement entered into, by among others, the Company and Ventas, Inc. and dated as of June 1, 2014, the Company intends to
continue paying distributions on a monthly basis at this annualized rate to stockholders of record at the close of business
on the 8th day of the applicable month, payable on the 15th day of the applicable month, in each case, unless such date
is a non-business day.
Accordingly, on July 15, 2014, the Company will pay
a distribution of $0.056666667 per share to stockholders of record at the close of business on July 8, 2014. In accordance
with the merger agreement, if the record date for a distribution occurs prior to the Effective Time, the holders of the
Company’s common stock will be entitled to receive the applicable distribution.
A copy of the press release announcing the foregoing is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
|
Description |
99.1 |
|
Press Release dated June 27, 2014 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
AMERICAN REALTY CAPITAL HEALTHCARE TRUST, INC. |
|
|
|
Date: June 27, 2014 |
By: |
/s/ Thomas P. D’Arcy |
|
Thomas P. D’Arcy |
|
Chief Executive Officer |
FOR IMMEDIATE RELEASE
American Realty Capital Healthcare Trust
Announces Common Stock
Distribution for July 2014
New York, New York, June 27, 2014 —
American Realty Capital Healthcare Trust, Inc. (“ARC Healthcare”) (NASDAQ: HCT) announced today that, pursuant to
the prior authorization of its board of directors, ARC Healthcare intends to continue payment of monthly distributions at an
annualized rate of $0.68 per share. Pending the “Effective Time” as defined in the merger agreement entered into
by and among, the Company and Ventas, Inc. and dated as of June 1, 2014, the Company intends to continue paying distributions
on a monthly basis to stockholders of record at the close of business on the 8th day of the applicable month,
payable on the 15th day of the applicable month, in each case, unless such date is a non-business day.
Accordingly, on July 15, 2014, ARC Healthcare will pay a distribution of $0.056666667 per share to stockholders of record at the close of
business on July 8, 2014.
About ARC Healthcare
ARC Healthcare is a publicly traded Maryland corporation listed
on The NASDAQ Global Select Market, focused on acquiring and owning a balanced and diversified portfolio of medical office buildings,
seniors housing and select hospital and post-acute care properties. Additional information about ARC Healthcare can be found on
its website at www.archealthcaretrust.com. ARC Healthcare may disseminate important information
regarding it and its operations, including financial information, through social media platforms such as Twitter, Facebook and
LinkedIn.
Forward Looking Statements
The statements in this press release that are not historical
facts may be forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause the
outcome to be materially different. In addition, words such as “will,” “should,” “may,” “anticipate,”
“believe,” “expect” and “intend” indicate a forward-looking statement, although not all forward-looking
statements include these words. Actual results may differ materially from those contemplated by such forward-looking statements,
including those set forth in the Risk Factors section of ARC Healthcare’s Annual Report on Form 10-K filed on February 26,
2014. Further, forward-looking statements speak only as of the date they are made, and ARC Healthcare undertakes no obligation
to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes
to future operating results over time, unless required by law.
Contacts |
|
Anthony J. DeFazio |
Edward F. Lange, Jr., CFO and COO |
DDCworks |
American Realty Capital Healthcare Trust, Inc. |
tdefazio@ddcworks.com |
elange@arlcap.com
|
Ph: (484) 342-3600 |
Ph: (212) 415-6500 |
|
|
Andrew G. Backman, Managing Director |
Investor Relations / Public Relations |
RCS Capital Corporation |
abackman@rcscapital.com
|
Ph: (917) 475-2135 |
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