Press Release

McGuireWoods Partners Advise Griffin-American Healthcare REIT II in $4 Billion Acquisition by NorthStar Realty

August 25, 2014

A cross-practice team of McGuireWoods partners from the firm’s Atlanta, Baltimore and Richmond offices advised the special committee of Griffin-American Healthcare REIT II Inc. in its recent $4 billion merger transaction with NorthStar Realty Corp.

Boards of directors of both companies unanimously approved the deal on Aug. 5. Both companies’ shareholders must approve the transaction, which is expected to close in the fourth quarter of 2014.

Under the agreement, Griffin-American stockholders would receive $7.75 per share in cash and $3.75 per share in NorthStar Realty common stock, assuming the stock price at closing is between $16 and $20.17 per share.

Based in Irvine, California, Griffin-American owns medical office buildings, nursing homes and other healthcare-related properties.

"When we launched Griffin-American Healthcare REIT II nearly five years ago, we set out to build a premium portfolio of diversified healthcare real estate in order to provide investors with an opportunity to realize a compelling return on their investment," said Griffin-American Chairman and CEO Jeff Hanson in announcing the deal. "With this transaction, we have executed on our strategy, validating our investment thesis and delivering a strong result for stockholders."

The McGuireWoods team included Fred Isaf, Andrew Cataldo, Cliff Cutchins, David Robertson, Bill Boland, and Cecil Martin. Also involved were Les Werlin, Ben Ladd, Heather Arbogast, Laura Reinhold, Veronica Jackson, Katherine DeLuca, and legal secretary Lechelle Thomas.

Read more media coverage of the transaction from the Wall Street Journal, Bloomberg Businessweek, CBS MarketWatch, American Lawyer,Law.com and the New York Law Journal.

CONTACTS

Bob Lewis Senior Manager, Media Relations T: +1 804 775 7883
Leslie A. Valenza Manager, Media Relations T: +1 804 775 7536
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