February 24, 2014

Foster Pepper Serves as Legal Counsel in Emeritus Merger

Foster Pepper business attorneys Edward Harley and Vin Ricci are serving as legal counsel for several shareholders of Seattle-based Emeritus Corp. in its merger with Brookdale Senior Living Inc. The entire transaction is valued at $2.8 billion, including Brookdale’s assumption of Emeritus Corp.’s $1.4 billion mortgage debt.

Emeritus, a major assisted-living provider based in Seattle, and Brookdale Senior Living, an assisted-living provider based in Tennessee, announced the merger in a joint statement on February 20, 2014.  According to the statement, the combined company will oversee more than 112,000 assisted-living units in 46 states and will operate under the Brookdale (NYSE:BKD) name, remaining headquartered in Nashville, Tenn.

The merger, which has been approved by boards of both companies, is expected to close in the third quarter of 2014. Brookdale will offer 0.95 of its shares for each Emeritus share held, at a premium of 32 percent to the closing price of each company’s stock on February 19, 2014.


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