Ventas, Inc. v. HCP, Inc.

A U.S. District Court jury awarded $101 million in damages to Analysis Group client Ventas, Inc. -- a leading health care real estate investment trust (REIT) -- in a tortious interference lawsuit against Health Care Property Investors, Inc. (HCP). At issue was HCP's improper interference with Ventas's acquisition of Sunrise Senior Living REIT (Sunrise REIT).

Ventas's counsel Jenner & Block LLP retained Analysis Group to examine HCP's actions during the acquisition, and to prepare expert reports regarding custom practice and damages. Managing Principal Gaurav Jetley led a team, including CEO and Chairman Martha Samuelson and Vice President Gene Kovacs, supporting Professor Thomas Lys of the Kellogg School of Management at Northwestern University and Professor John Coates of Harvard Law School. Professor Lys testified as to the market's reaction to Ventas's acquisition of Sunrise REIT, the likelihood of Ventas being able to acquire Sunrise but for HCP's interference, and damages suffered by Ventas as a consequence of HCP's interference. Professor Coates benchmarked selected HCP actions to custom and practice in mergers and acquisitions.

The jury for the U.S. District Court for the Western District of Kentucky found HCP 100% liable for improperly interfering with the Sunrise REIT acquisition, and awarded damages of $101 million. The case was reported as a "Big Suit" in The American Lawyer (November 2009).

In a subsequent appeal, the U.S. Court of Appeals for the Sixth Circuit rejected HCP's contention that Ventas's claims were barred because Ventas had filed an earlier declaratory suit in Canada. The court allowed Ventas to pursue punitive damages against HCP. In November 2011, HCP agreed to pay Ventas $125 million to settle the lawsuit. As part of the settlement, both parties agreed to dismiss their cases, appeals, and petitions, and all aspects of the litigation were terminated.

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