|
Industry Headlines Sponsor
|
|
NIC Research & Data
Industry Headlines
- August 13, 2010 – Care Investment Trust Inc. (CRE) announced, upon approval by the Company's stockholders, the completion of sale of control to Tiptree Financial Partners, L.P. through the issuance of shares of its common stock to Tiptree and also announced the expiration of its cash tender offer. As previously announced on March 16, 2010, Care entered into a purchase and sale agreement, as amended, with Tiptree providing for the sale of control of the Company through a combination of an equity investment by Tiptree in newly issued common stock of the Company at $9.00 per share and a cash tender offer by the Company for up to 100% of the Company's issued and outstanding shares of common stock also for $9.00 per share. Pursuant to the terms and conditions set forth in the Purchase Agreement, the Company issued to Tiptree 6,185,050 newly issued shares of the Company's common stock, representing approximately 92.2% of the Company's outstanding common stock after taking into account the shares tendered by the stockholders to the Company in the Tender Offer. The Tender Offer expired at 12:00 p.m., New York time, on Friday, August 13, 2010. Upon expiration of the Tender Offer, the Company accepted for purchase all shares that were validly tendered. As of the expiration of the Tender Offer, a total of approximately 19.74 million shares of common stock were properly tendered to the Company, representing approximately 97.4% of the outstanding shares of common stock of the Company eligible to be tendered prior to the new issuance of common stock to Tiptree. The Company will promptly commence payment to tendering stockholders. In connection with the Tiptree Transaction, and effective as of August 13, 2010, Gerald E. Bisbee, Jr., Ph.D, Karen P. Robards and Steven N. Warden resigned from the Board of Directors of the Company, and the Board appointed Michael G. Barnes, Geoffrey N. Kauffman, William A. Houlihan and Jonathan Ilany, each designated by Tiptree, to fill the vacancies resulting from the resignations of Mr. Bisbee, Ms. Robards and Mr. Warden and an additional vacancy created by an increase in the size of the Company's Board approved prior to the closing. Following a transition period, the Company will be advised by TREIT Management LLC, an affiliate of Tiptree, who will replace CIT Healthcare LLC in that capacity.
- August 13, 2010 – Sun Healthcare Group, Inc. (SUNH) announced the pricing of an underwritten public offering of 26,750,000 shares of its common stock at a price to the public of $7.75 per share. Sun has granted the underwriters a 30-day option to purchase up to 4,012,500 additional shares of its common stock to cover over-allotments, if any. Sun expects to receive net proceeds, after deducting the underwriting discount and estimated offering expenses, of approximately $195.3 million from the offering, or $224.8 million if the underwriters exercise their over-allotment option in full. The offering is expected to close on Aug. 18, 2010, subject to customary closing conditions. Sun intends to use the net proceeds from this offering to repay a portion of the outstanding term loans under its existing credit facility. Jefferies & Company, Inc., Credit Suisse Securities (USA) LLC and J.P. Morgan Securities Inc. are the joint book-running managers for this offering.
- August 10, 2010 – National HealthCare Corporation (NHC) announced that it had repurchased 182,900 shares of its common stock from The 1818 Fund II, L.P. at a price of $32.50 per share paid in cash out of NHC’s operating funds. The stock repurchase completes a series of sales of NHC common stock by the Fund in connection with the scheduled liquidation of the Fund by its general partner Brown Brothers Harriman & Co. Lawrence C. Tucker, a director of NHC since 1998, is a general partner of Brown Brothers Harriman & Co, the Fund’s general partner. Mr. Tucker’s direct ownership of NHC common stock is unchanged by the transaction as are Mr. Tucker’s membership on the audit and compensation committees of the NHC board.
- August 9, 2010 – Skilled Healthcare Group, Inc. (SKH) announced that shares of its common stock rose sharply after the company claimed a juror in a recent lawsuit it lost had concealed bias, opening the possibility of a mistrial. The Foothill Ranch, Calif.-based healthcare provider was ordered to pay $677 million in restitution for alleged mismanagement of 22 of its nursing facilities. However, one juror apparently lied on her sworn juror questionnaire about connections to one of the plaintiffs and to one of the defendant facilities. "Based on the strong evidence submitted to support the claim of juror misconduct, we could easily see the Superior Court of California declare a mistrial here," said Jefferies & Co. analyst Arthur Henderson, in a note to clients. "Given that possibility, we suspect that the plaintiffs may be willing to negotiate for a more reasonable settlement."
- August 9, 2010 – LTC Properties, Inc. (LTC) announced that it will call for a redemption on August 10, 2010 of 37,816 shares of its 8.5% Series E Cumulative Convertible Preferred Stock representing all of the outstanding shares of Series E Preferred Stock. The redemption date of the Series E Preferred Stock will be September 9, 2010, and the redemption price will be $25.00 per share of Series E Preferred Stock, plus accrued and unpaid dividends, up to and including the Redemption Date for a total of $25.4191 per share. The conversion price of the Series E Preferred Stock is $12.50. Each share of Series E Preferred Stock is currently convertible into two shares of the Company’s common stock. The closing price of the Company’s common stock on the NYSE on August 6, 2010 was $24.97 per share. The right of holders of shares of Series E Preferred Stock to exercise their conversion right with respect to shares called for redemption shall terminate at the close of business on August 30, 2010, the tenth day prior to the redemption date. In addition, LTC also announced that it will call for a redemption on August 10, 2010 of 2,357,686 shares of its 8.0% Series F Cumulative Preferred Stock representing forty percent (40%) of the outstanding shares of Series F Preferred Stock. The redemption date of the Series F Preferred Stock will be September 9, 2010, and the redemption price will be $25.00 per share of Series F Preferred Stock, plus accrued and unpaid dividends, up to the Redemption Date for a total of $25.3889 per share. The Series F Preferred Stock called for redemption will be redeemed, as to registered shareholders, on a pro rata basis, as nearly as practicable. Shareholders who hold shares of Series E and Series F Preferred Stock through the Depository Trust Company will be redeemed in accordance with the Depository Trust Company’s procedures. On or before the Redemption Date, the funds necessary for the redemption of all the shares of Series E Preferred Stock and the 2,357,686 shares of Series F Preferred Stock will have been set aside by the Company in trust for the benefit of the holders thereof. Subject to applicable escheat laws, any moneys set aside by the Company and unclaimed at the end of two years from the Redemption Date will revert to the general funds of the Company, after which reversion the holders of the shares of the Series E and Series F Preferred Stock called for redemption may look only to the general funds of the Company for the payment of the Redemption Price. After the Redemption Date, dividends on such Series E and Series F Preferred Stock will cease to accrue on such shares and such shares of Series E and Series F Preferred Stock shall no longer be deemed outstanding and all rights of the holders in respect of such Series E and Series F Preferred Stock being redeemed will terminate, except for the right to receive the Redemption Price, without interest thereon. Shareholders of Series F Preferred Stock need take no action with respect to their shares of Series F Preferred Stock not being called for redemption. The notice of redemption and related materials will be mailed to registered holders of the Series E and Series F Preferred Stock called for redemption on or about August 10, 2010. Shares of the Series E and Series F Preferred Stock called for redemption are to be surrendered to American Stock Transfer & Trust Company, LLC, as redemption agent, for payment of the Redemption Price, by mail, by hand or by overnight delivery at the addresses set forth in the letter of transmittal that will accompany the notice of redemption. Questions relating to, and requests for additional copies of, the notice of redemption and the related materials should be directed to American Stock Transfer & Trust Company, LLC at 877-248-6417.
SEC Filings:
- 8/13/10, Sun Healthcare Group, Inc. , 8-K, On August 13, 2010, Sun Healthcare Group, Inc. entered into an underwriting agreement with Jefferies & Company, Inc. and Credit Suisse Securities (USA) LLC as representatives of the several underwriters named therein that provides for the sale of 26,750,000 shares of Sun's common stock, par value $0.01 per share, to the Underwriters at $7.343 per share. The price to the public is $7.75 per share.
- 8/10/10, LTC Properties, Inc., 8-K, On August 10, 2010, LTC Properties, Inc. issued a notice of redemption of 37,816 shares of its 8.5% Series E Cumulative Convertible Preferred Stock and 2,357,686 shares of the Company's 8.0% Series F Cumulative Preferred Stock.
- 8/10/10, National Health Investors, Inc., 8-K, On August 10, 2010, National Health Investors, Inc. announced it is furnishing its current slideshow presentation, "A Platform for Growth", for meetings with institutional investors.
- 8/10/10, Advocat, Inc., 8-K, On August 10, 2010, Advocat, Inc. announced its results of operations for the second quarter ended June 30, 2010.
- 8/10/10, The Ensign Group, Inc., 8-K, On August 10, 2010, The Ensign Group, Inc. issued a press release reporting the financial results of the Company for its first quarter ended June 30, 2010.
- 8/9/10, The Ensign Group, Inc., 10-Q, On August 9, 2010, The Ensign Group, Inc. issued its quarterly report for the quarter ended June 30, 2010.
- 8/9/10, Advocat, Inc., 10-Q, On August 9, 2010, Advocat, Inc. issued its quarterly report for the quarter ended June 30, 2010.
- 8/9/10, Cogdell Spencer, Inc. , 10-Q, On August 9, 2010, Cogdell Spencer, Inc. issued its quarterly report for the quarter ended June 30, 2010.
- 8/9/10, Healthcare Realty Trust, Inc., 10-Q, On August 9, 2010, Healthcare Realty Trust Inc. issued its quarterly report for the quarter ended June 30, 2010.
- 8/9/10, Healthcare Realty Trust, Inc. , 8-K, On August 9, 2010, Healthcare Realty Trust Inc. issued a press release announcing its earnings for the second quarter ended June 30, 2010.
- 8/9/10, Emeritus Corporation, 10-Q, On August 9, 2010, Emeritus Corporation issued its quarterly report for the quarter ended June 30, 2010.
- 8/9/10, Emeritus Corporation, 8-K, On August 9, 2010, Emeritus Corporation issued a press release announcing its financial results for the three and six months ended June 30, 2010.
- 8/9/10, Assisted Living Concepts, Inc., 10-Q, On August 9, 2010, Assisted Living Concepts, Inc. issued its quarterly report for its second quarter ended June 30, 2010.
- 8/9/10, Assisted Living Concepts, Inc., 8-K, On August 9, 2010, Assisted Living Concepts, Inc. issued a press release announcing its results of operations and financial condition for its second quarter ended June 30, 2010.
|
|