STAMFORD, Conn.–(Company WIRE)–Apr 18, 2022–
Land & Buildings Financial commitment Management, LLC (alongside one another with its affiliate marketers, “Land & Buildings”), a sizeable shareholder of Ventas, Inc. (NYSE: VTR) (“Ventas”, “VTR”, or the “Company”), now issued the subsequent assertion in reaction to a report issued by Institutional Shareholder Solutions Inc. (“ISS”) concerning the election of administrators to the Company’s Board of Administrators (the “Board”) at the approaching 2022 Annual Conference of Shareholders (the “Annual Meeting”):
“We believe that ISS attained the mistaken summary by failing to advise shareholders vote for transform in the Ventas boardroom. The Organization has lengthy suffered from operational underperformance, capital allocation failures, inadequate communication endeavours and very poor company governance procedures that have led Ventas to trade a sizeable price reduction to friends – and we believe a correct shareholder consultant is instantly desired on the Board to instill accountability and generate improved efficiency.
In spite of not agreeing with ISS’s advice, we assume it is noteworthy that ISS agreed with numerous of our main arguments and fears pertaining to Ventas’ overall performance below the incumbent Board, highlighting that shareholders would have the ‘potential solution’ of ‘supporting extra substantive changes’ following 12 months really should the several gap to Welltower Inc. (NYSE: Perfectly) not be closed. 1 We continue to think Jonathan Litt would convey the vital authentic estate sector expertise and shareholder-aligned views to the boardroom and urge shareholders to vote on the BLUE proxy card FOR the election of Jonathan Litt to the Ventas Board.”
In its report, ISS writes:
- “There is a defensible argument that, devoid of a shareholder representative in the boardroom that is impartial of management, the choices that the firm can make as the recovery in senior housing normally takes maintain could lead to undisciplined investment decision, lousy investor conversation, or missed prospects for operational optimization.”
ISS also details out the Company’s sustained underperformance, specially in comparison to its closest competitor, Welltower Inc.:
- “[T]he company’s TSR lags that of Perfectly, its self-recognized closest competitor, in all analyzed time periods. There seems to be correlation involving the TSR and the firm’s relative valuation, with VTR persistently valued at a P/AFFO many that is decrease than Very well, and a hole among the two companies’ multiples that has grown wider about time.”
- “[T]he firm’s attempts to create worth by transforming the portfolio or enhancing investor communications have not generated constructive TSR.”
ISS notes the Board’s relationship with Michael Embler may possibly result in shareholders to question his independence although recognizing his appointment was very likely a reactionary go in response to Land & Buildings’ engagement:
- “[Embler’s] appointment to the VTR board seems to be unnecessarily antagonistic, instead than responsive to the concerns raised by the dissident.”
- “The most the latest appointment to the board… has historical past that could guide to thoughts about independence, thoughts about the board’s motives, and could inevitably jeopardize the believability of the board’s method to refreshment.”
Land & Buildings urges shareholders to vote FOR the election of its hugely capable nominee Jonathan Litt on the BLUE proxy card right now.
Shareholders can locate more data at www.cureventas.com.
If you have any issues, require assistance in voting your BLUE proxy card, or want extra copies of Land and Buildings’ proxy components, make sure you speak to Saratoga at the cellphone numbers outlined below.
520 8 th Avenue, 14 th Floor
New York, NY 10018
Stockholders call toll free of charge at (888) 368-0379
Email: [email protected]
1 Permission to quotation from the ISS report was neither sought nor acquired. Emphases extra.
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Key phrase: UNITED STATES NORTH The usa CONNECTICUT
Marketplace Keyword: Specialist Services FINANCE
Source: Land & Buildings Expense Management, LLC
Copyright Business Wire 2022.
PUB: 04/18/2022 02:08 PM/DISC: 04/18/2022 02:08 PM
Copyright Company Wire 2022.