Sunrise Senior Living to pay special dividend

Published January 2, 2013 by Jessica Sabbath

McLean-based Sunrise Senior Living has declared a special cash dividend in connection with its proposed merger with Health Care REIT Inc. and the related sale of its management business.

Sunrise will pay $2.10 in cash per share of Sunrise common stock to holders of record on Jan. 8. The total cost of the dividends will be about $129.5 million.

The company said the special dividend does not change the overall amount of consideration of $14.50 in cash per share being provided to Sunrise stockholders in connection with the proposed transactions.
Sunrise stockholders will receive $12.40 in cash per share as merger consideration and $2.10 in cash per share as a special dividend, for a total of $14.50 in cash per share. 

The dividend will be paid concurrently with the merger payment. Conditions for the dividend payments include consummation of the sale of Sunrise’s management business, the receipt of funds at least equal to the aggregate amount of the dividend in connection with that and the consummation of the merger with Health Care REIT. 

Sunrise stockholders are scheduled to vote on the merger on Jan. 7. If the deal is approved, Sunrise expects that the merger will close before the stock market opens on Jan. 9.

Health Care REIT announced in August that it is acquiring Sunrise for $845 million. In September, the companies announced that Health Care REIT would sell Sunrise’s management business to affiliates of
Kohlberg Kravis Roberts & Co., Beecken Petty O’Keefe & Co. and Coastwood Senior Housing Partners LLC for $130 million.

Sunrise employs approximately 31,600 people. It operates 303 communities located in the United States, Canada and the United Kingdom.