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): April 8, 2008
VENTAS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 1-10989 | 61-1055020 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 10350 Ormsby Park Place, Suite 300, Louisville, Kentucky | 40223 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
Registrant’s Telephone Number, Including Area Code: (502) 357-9000
Not Applicable
Former Name or Former Address, if Changed Since Last Report
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Events. |
On April 8, 2008, HCP, Inc. (“HCP”) filed a motion requesting permission from the United States District Court for the Western District of Kentucky to add a counterclaim against Ventas, Inc. (the “Company”). The motion filed by HCP alleges that the Company is the successor to Sunrise Senior Living Real Estate Investment Trust (“Sunrise REIT”) and that Sunrise REIT failed to conduct a fair auction when it put itself up for sale in 2006. The motion follows the lawsuit filed by the Company in May 2007 against HCP asserting claims of tortious interference with contract and tortious interference with prospective business advantage. The Company intends to vigorously contest the motion and the substance of the allegations in the counterclaim filed by HCP.
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.
| VENTAS, INC. | ||||||||
| Date: April 9, 2008 | By: | /s/ T. Richard Riney | ||||||
| T. Richard Riney | ||||||||
| Executive Vice President, Chief | ||||||||
| Administrative Officer, General | ||||||||
| Counsel and Corporate Secretary | ||||||||